KELOWNA, BC, Nov. 15, 2021 /PRNewswire/ - (TSX: VLNS)
(OTCQX: VLNCF) (the "Company," "The Valens
Company" or "Valens"), a leading manufacturer of
cannabis products, today announced that as the next step in its
Nasdaq listing process, it will be completing a three for one
consolidation (the "Consolidation") of its common
shares ("Common Shares") on November
16, 2021 in order to meet Nasdaq listing requirements. The
Common Shares are expected to commence trading on the Toronto Stock
Exchange on a post-consolidation basis on November 18, 2021.
"This announcement represents a milestone towards the listing of
Valens' Common Shares on Nasdaq," said Tyler Robson, CEO of The Valens Company. "With
the recent progress in our application, paired with the share
consolidation to meet minimum listing requirements, Valens expects
to commence trading on Nasdaq before the end of 2021."
The board of directors of Valens (the "Board") believes
the Consolidation will result in a number of potential benefits to
Valens, particularly in connection with the Company's application
for a secondary listing of the Common Shares on Nasdaq. To be
accepted for listing on Nasdaq, the Company must meet certain
minimum trading price requirements, which are anticipated to be
satisfied as a result of the Consolidation. As discussed in greater
detail in the management information circular of the Company dated
April 19, 2021, the Board believes
there are potential benefits of a Nasdaq listing, including
increased visibility of the Company amongst U.S. analysts and
investors, increased access to capital and the potential for
greater trading volume and liquidity for the Common Shares. The
Consolidation has no impact on the dollar value of investor's
shares.
No fractional Common Shares will be issued upon the
Consolidation. All fractions of post-Consolidation Common Shares
will be rounded down. The Consolidation will not affect any
Shareholder's percentage ownership in the Company other than by the
minimal effect of the aforementioned elimination of fractional
Common Shares, even though such ownership will be represented by a
smaller number of Common Shares. Instead, the Consolidation will
reduce proportionately the number of Common Shares held by all
Shareholders.
The Consolidation was previously approved by the Board, as well
as by shareholders at the recent annual general and special meeting
of shareholders of the Company.
Additional Information for Shareholders
The Company's new CUSIP number for the post-consolidation Common
Shares is 91914P603 and the new ISIN number is CA91914P6030.
The Company will shortly mail a letter of transmittal
("Letter of Transmittal") to its registered holders of
Common Shares which must be completed and returned to Computershare
Investor Services Inc. ("Computershare") at the address
specified in the Letter of Transmittal, together with their share
certificates for the pre-Consolidation Common Shares, in order to
receive share certificates for the relevant number of
post-Consolidation Common Shares to which they are entitled to
receive. Questions on how to complete the Letter of
Transmittal, or requests for additional copies of the Letter of
Transmittal, may be directed to Computershare at 1-800-564-6253 or
by e-mail to corporateactions@computershare.com. A copy of
the Letter of Transmittal may also be obtained from the SEDAR
website at www.sedar.com or from the Company's website at
www.thevalenscompany.com.
Shareholders that hold their Common Shares through a broker,
trust company or other intermediary do not need to complete and
submit a Letter of Transmittal, as their intermediary will make
arrangements on their behalf for their accounts to be updated for
the relevant number of post-Consolidation Common Shares that they
beneficially hold, as applicable.
For any more information or frequently asked questions please
refer to the following link:
https://thevalenscompany.com/share-consolidation-faq/
About The Valens Company
The Valens Company is a leading cannabis consumer products
company, with significant expertise in manufacturing cannabinoid
based products and a mission to bring the benefits of cannabis to
the world. Valens provides proprietary cannabis processing services
and best-in-class product development, manufacturing, and
commercialization of cannabis consumer packaged goods. Valens'
high-quality products are formulated for the recreational, health
and wellness, and medical consumer segments and are offered across
all cannabis product categories, with a focus on quality and
product innovation. Valens also manufactures, distributes, and
sells a wide range of CBD products in the
United States through its subsidiary Green Roads, and
distributes medicinal cannabis products to international markets
through its subsidiary Valens Australia. In partnership with brand
houses, consumer packaged goods companies and licensed cannabis
producers around the globe, Valens continues to grow its diverse
product portfolio in alignment with evolving cannabis consumer
preferences. Through Valens Labs,
Valens is setting the standard in cannabis testing and research and
development with Canada's only
ISO17025 accredited analytical services lab, named The Centre of
Excellence in Plant-Based Science by partner and scientific world
leader Thermo Fisher Scientific. Discover more on The Valens
Company at http://www.thevalenscompany.com.
Notice regarding Forward Looking Statements
All information included in this press release, including any
information as to the future financial or operating performance and
other statements of The Valens Company that express management's
expectations or estimates of future performance, other than
statements of historical fact, constitute forward-looking
information or forward-looking statements within the meaning of
applicable securities laws and are based on expectations, estimates
and projections as of the date hereof. Forward-looking statements
are included for the purpose of providing information about
management's current expectations and plans relating to the future.
Wherever possible, words such as "plans", "expects", "scheduled",
"trends", "forecasts", "future", "indications", "potential",
"estimates", "predicts", "anticipate", "to establish", "believe",
"intend", "ability to", or statements that certain actions, events
or results "may", "should", "could", "would", "might", "will", or
are "likely" to be taken, occur or be achieved, or the negative of
these words or other variations thereof, have been used to identify
such forward-looking information. Specific forward-looking
statements include, without limitation, all disclosure regarding
future results of operations, future outcomes of transactions,
economic conditions, and anticipated courses of action. Investors
and other parties are advised that there is not necessarily any
correlation between the number of SKUs manufactured and shipped and
revenue and profit, and undue reliance should not be placed on such
information.
The risks and uncertainties that may affect forward-looking
statements include, among others, that the potential benefits of
the Consolidation, including the effect on the Company's
application to list its Common Shares on Nasdaq, will not be
achieved, Canadian regulatory risk, Australian regulatory risk,
U.S. regulatory risk, U.S. border crossing and travel bans, the
uncertainties, effects of and responses to the COVID-19 pandemic,
reliance on licenses, expansion of facilities, competition,
dependence on supply of cannabis and reliance on other key inputs,
dependence on senior management and key personnel, general business
risk and liability, regulation of the cannabis industry, change in
laws, regulations and guidelines, compliance with laws, limited
operating history, vulnerability to rising energy costs,
unfavourable publicity or consumer perception, product liability,
risks related to intellectual property, product recalls,
difficulties with forecasts, management of growth and litigation,
many of which are beyond the control of The Valens Company. For a
more comprehensive discussion of the risks faced by The Valens
Company, and which may cause the actual financial results,
performance or achievements of The Valens Company to be materially
different from estimated future results, performance or
achievements expressed or implied by forward-looking information or
forward-looking statements, please refer to The Valens Company's
latest Annual Information Form filed with Canadian securities
regulatory authorities at www.sedar.com or on The Valens Company's
website at www.thevalenscompany.com. The risks described in such
Annual Information Form are hereby incorporated by reference
herein. Although the forward-looking statements contained herein
reflect management's current beliefs and reasonable assumptions
based upon information available to management as of the date
hereof, The Valens Company cannot be certain that actual results
will be consistent with such forward-looking information. The
Valens Company cautions you not to place undue reliance upon any
such forward-looking statements. The Valens Company disclaims any
intention or obligation to update or revise any forward-looking
statements whether as a result of new information, future events or
otherwise, except as required by applicable law. Nothing herein
should be construed as either an offer to sell or a solicitation to
buy or sell securities of The Valens Company.
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SOURCE The Valens Company Inc.