Not for Dissemination in the United States or for Distribution to U.S. Newswire Services

VANCOUVER, British Columbia, July 18, 2019 /CNW/ -- Sunniva Inc. ("Sunniva", the "Company", "we", "our" or "us") (CSE: SNN) (OTCQB: SNNVF), a North American provider of cannabis products and services, announced that it has received a non-refundable payment of deposit in the amount of CAD $1,000,000 under the share purchase agreement dated June 11, 2019, pursuant to which Sunniva has agreed to sell Sunniva Medical Inc. ("SMI") to CannaPharmaRx, Inc. The closing of the transaction is now anticipated to occur in August.

As a result of the delay in closing, Sunniva is announcing a non-brokered private placement (the "Offering") of up to CAD $5,000,000 for a total of 5,000,000 units of the Company ("Units"). Proceeds of the Offering will be used to provide short term working capital for operations in California, capital costs at the Sunniva California Campus and general corporate purposes. Each Unit consists of a principal amount of unsecured promissory notes of the Company ("Promissory Notes") and common share purchase warrants of the Company ("Warrants").  Certain members of Sunniva's senior management team including the CEO, CFO, President and CEO of Sunniva's U.S. Operations will be participating in the Offering, which is expected to close on or about July 26, 2019.

"As we approach the final steps towards completing our Cathedral City glasshouse and finalizing our California sales and marketing strategy, it is imperative that we allow for sufficient investment to get the glasshouse operational," Dr. Anthony Holler, CEO of Sunniva commented. "Finishing the glasshouse is our number one priority as we believe that this world class facility will provide the foundation for our growth in California and create significant value for shareholders."

The Units issued under the Offering have the following terms:

Promissory Notes

  • Maturity: 6 months from the closing date.
  • Interest Rate: 10% (annual rate).

Warrants

  • Number of Warrants: 0.40 Warrants per Unit (each Warrant entitles the holder to acquire one common share of the Company at the Warrant Exercise Price).
  • Warrant Exercise Price: CAD $2.50 per Warrant.
  • Warrant Term: 24 months from closing.

A finder's fee of 5% payable in cash will be paid to certain investment advisors for introducing certain purchasers of Units to the Company.

The Promissory Notes and Warrants have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Promissory Notes or Warrants in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

For more information please visit: www.sunniva.com.

To be added to the Sunniva email distribution list please register at www.sunniva.com/email-alerts.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

About Sunniva, Inc.

Sunniva, through its subsidiaries, is building a vertically integrated cannabis company operating in two of the world's largest legal cannabis markets – California and Canada.  In Canada, Sunniva's wholly owned subsidiary Natural Health Services Ltd. operates medical cannabis clinics that provide educational and clinical services to patients. In California, Sunniva is focused on creating sustainable premium cannabis brands supported by our large-scale, purpose-built cGMP designed greenhouse and extraction facilities. We offer a steadfast commitment to safety and quality assurance providing cannabis products free from pesticides, which positions Sunniva in California as a leading provider of safe, high quality, reproducible products at scale. Through production from Phase One of our strategically positioned 325,000 square foot high technology greenhouse which is nearing completion and our fully operational Extraction Facility in California, we are launching Sunniva branded products in various product categories and price points including flower, pre-rolls, vape cartridges and premium concentrates. Sunniva branded products will be showcased within our flagship dispensary to be located at the greenhouse and our in-house marketing and distribution team will strive to ensure the placement of Sunniva branded products at licensed dispensaries throughout the state. Sunniva's management and board of directors have a proven track record for creating significant shareholder value both in the healthcare and biotech industries.

Forward Looking Statements 

This press release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, statements regarding Sunniva's operations and growth opportunities, Sunniva's plans to launch Sunniva-branded products in various product categories including high quality distillate, premium concentrates, vape cartridges, flower, pre-rolls, and beverages, which will be showcased within Sunniva's flagship dispensary, the placement of Sunniva-branded products at licensed dispensaries throughout California, and statements regarding the anticipated closing date of the sale of SMI, the closing conditions of such sale, the anticipated closing date and use of proceeds of the Offering are "forward-looking statements." Forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Such risks and uncertainties include, among others, the risk factors included in the Sunniva's continuous disclosure documents available on www.sedar.com. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although Sunniva has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. Sunniva assumes no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

Company Contacts:

Sunniva Inc.

Investor Relations Contact

Dr. Anthony Holler

Rob Knowles       

Chairman and Chief Executive Officer

VP Corporate Development

Phone: (866) 786-6482

Phone: (587) 430-0680

Email: IR@Sunniva.com

SOURCE Sunniva Inc.