Merida Merger Corp. I announces filing of registration statement in the United States and a preliminary prospectus in Canada
NEW YORK, Oct. 11, 2019 /CNW/ – Merida Merger Corp. I (the “Company“) announced today that it has filed a registration statement in the United States for its initial public offering of 10,000,000 units for aggregate gross proceeds of US$100,000,000. The offering is being made concurrently in the United States under a registration statement on Form S-1 filed with the U.S. Securities and Exchange Commission and a preliminary prospectus filed in each of the provinces of Canada other than Québec. Each unit offered in the initial public offering has an offering price of US$10.00 and consists of one share of common stock and one-half of one warrant. Each whole warrant entitles the holder to purchase one share of common stock at a price of US$11.50 per share. Each warrant will become exercisable on the later of twelve months from the closing of the offering and the completion of an initial business combination or qualifying transaction (a “Qualifying Transaction“) and will expire at 5:00 pm New York City time five years from the consummation of the Qualifying Transaction, or earlier upon redemption or liquidation. The Company has applied to list its units on the Nasdaq Capital Market under the ticker symbol “MCMJU.” The Company has also applied to list its units on the NEO Exchange Inc. under the ticker symbol “MMK.UN.”
EarlyBirdCapital, Inc. is acting as sole book-running manager of the offering (“EarlyBird”). EarlyBirdhas engaged Echelon Wealth Partners Inc. as its Canadian agent to distribute the units in each of the provinces of Canada other than Québec.
The Company has granted EarlyBird a non-transferable over-allotment option (the “Over-Allotment Option“) to purchase up to an additional 1,500,000 units on the same terms and conditions, exercisable in whole or in part, by EarlyBird up to 45 days following the effective date of the registration statement. If the Over-Allotment Option is exercised in full, the gross proceeds of the offering are expected to be US $115,000,000.
The Company is a blank check company organized for the purpose of effecting a Qualifying Transaction with one or more businesses or entities. The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region, although it intends to focus its search for target businesses in the cannabis industry.
The registration statement filed with the Securities and Exchange Commission has not yet become effective. The securities covered by the registration statement may not be sold, nor may offers to buy such securities be accepted prior to the time the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or Canadian province in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such state or Canadian province. This proposed offering will be made only by means of a prospectus. A copy of the prospectus may be obtained, when available, from: EarlyBirdCapital, Inc., 366 Madison Avenue, 8th Floor, New York, NY 10017, Attn: Syndicate Department, 212-661-0200.
A preliminary prospectus relating to the offering has also been filed with securities commissions or similar authorities in each of the provinces of Canada other than Québec. The preliminary prospectus is still subject to completion or amendment and thus has not yet become final for the purpose of a distribution of securities to the public. Any solicitation or sale would be unlawful in Canada prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or similar authority in such jurisdiction. Copies of the preliminary prospectus will be available on SEDAR at www.sedar.com. Copies of the preliminary prospectus may also be obtained from Echelon Wealth Partners Inc., at ECM@echelonpartners.com. There will not be any sale or any acceptance of an offer to buy the securities in Canada until a receipt for the final prospectus has been issued.
This press release contains “forward-looking information” and “forward looking statements” within the meaning of applicable Canadian and United States securities legislation. Statements contained herein that are not based on historical or current fact, including without limitation statements containing the words “anticipates,” “believes,” “may,” “continues,” “estimates,” “expects,” and “will” and words of similar import, constitute “forward-looking statements.” Forward-looking information may include, but is not limited to, statements regarding the preliminary prospectus and registration statement being cleared by Canadian and US securities regulatory authorities. Wherever possible, words such as “plans”, “expects”, “projects”, “assumes”, “budget”, “strategy”, “scheduled”, “estimates”, “forecasts”, “anticipates”, “believes”, “intends”, “targets” and similar expressions or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative forms of any of these terms and similar expressions, have been used to identify forward-looking statements and information. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be forward-looking information. Forward-looking information is subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those expressed or implied by the forward-looking information, including, without limitation, risks identified in the Company’s filings on SEDAR at www.sedar.com and in the United States at the SEC’s website at www.sec.gov. Actual results could differ materially from those projected in the forward-looking statements. The Company assumes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Merida Merger Corp. I