Choom™ Announces Non-Brokered Private Placement
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
Vancouver, BC – January 25, 2018 – Choom™ (CSE: CHOO; OTCQB: CHOOF)ispleased to announce a non-brokered private placement (the “Offering”) of up to 5,000,000 units at a price of CAD$0.50 per unit (each a “Unit”) for aggregate gross proceeds of up to CAD$2,500,000. Each Unit of the Offering will be comprised of one common share (a "Common Share") and one-half of one Common Share purchase warrant (a "Warrant"), with each Warrant entitling the holder thereof to acquire a Common Share at a price of $0.75 per share for a period of 18 months from the date of issuance.
Closings are anticipated to commence on or before January 31, 2018 or at such other time or times the Company may determine.
The Offering is being made to “accredited investors” under applicable exemptions from prospectus requirements, and may include one or more subscriptions by insiders and other existing shareholders of the Company. All or a portion of this Offering could be subject to finder’s fees or commissions. The private placement is subject to the approval of the Canadian Securities Exchange and the securities will be subject to a four month hold period under securities laws.
The Company intends to use the net proceeds from the private placement to advance the Company’s development strategy and for general G & A purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold.
SAY HELLO TO CHOOMTM
Choom™ was created for and inspired by the Choom Gang; a group of buddies in Honolulu during the 1970’s who loved to smoke weed—or as the locals called it, “Choom”. Now, after four decades, ChoomTM is bringing the spirit of Hawaii to the Okanagan and Canada. We’re planting our flag in the rapidly growing legal cannabis industry in Canada with our own brand of high-grade handcrafted herb.
“ChrisBogart”
PresidentCEO
Contact: Choom Inc.
Chris Bogart
President & CEO
T: 604.683.2509
F: 604.683.2506
E:
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws. Forward-looking information is based on management's current expectations and beliefs and is subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Forward-looking information in this news release includes statements about: the expected size and terms of the Offering and the use of the proceeds therefrom; the anticipated closing times of the Offering; the payment of finder’s fees by the Company in relation to the Offering; the potential subscription by one or more insiders; receiving all necessary regulatory approvals for the Offering; and the expected fundamental value drivers of the Company.
With respect to the forward-looking information contained in this news release, Choom has made numerous assumptions regarding, among other things: receipt of all necessary regulatory approvals for the Offering; successful completion of the Offering; and continued economic and market stability. While Choom considers these assumptions to be reasonable, these assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies.
Additionally, there are known and unknown risk factors which could cause Choom’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. Known risk factors include, among others: Choom may not complete the Offering at the times or in the amounts expected, or at all; Choom may not receive all necessary regulatory approvals for the Offering; Choom may not use net proceeds received from the Offering as currently contemplated; and Choom’s bioinformatics platform, biosynthesis manufacturing process and drug development programs may not return their expected level of value.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein in the United States. The securities described herein have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities law and may not be offered or sold in the “United States”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.