CPE News (9/30/2020) – 6384269 Canada Inc. dba GURU Beverage Inc. has completed brokered private placement of 6,330,750 subscription receipts at $5.45 per receipt for gross proceeds of $34.5 million.
The offering, led by Stifel Nicolaus Canada Inc., was completed in anticipation of GURU’s going public transaction by way of reverse takeover (RTO) involving Mira X Acquisition Corp. (TSX-V: MIRA.P), subject to Mira X’s shareholder approval on October 28, 2020 and other conditions to closing of the going public transaction.
Founded by Joseph Zakher, Éric Graveline, Carl Goyette, Montreal based GURU pioneered the world’s first natural, plant-based energy drink. The company now markets organic energy drinks in Canada and across the United States through a distribution network of more than 15,000 points of sale.
Based on the price of subscript receipt financing, GURU is valued at approximately $154 million.
Following the closing of the RTO, shareholders of GURU and investors of subscription receipts financing will collectively own 81% and 18% of the outstanding shares of the resulting issuer.
photo credit: GURU Beverage
News Release
GURU Announces Closing of Subscription Receipt Financing
Company raises $34.5 million for its Canadian and U.S. expansion in advance of its Going Public Transaction
Not for distribution in the U.S. or to U.S. newswire services.
MONTREAL, Sept. 30, 2020 (GLOBE NEWSWIRE) — GURU Beverage Inc. (“GURU” or the “Company”) is pleased to announce the closing of the previously announced brokered private placement of 6,330,750 subscription receipts at $5.45 per receipt for gross proceeds of $34.5 million, completed through a syndicate of agents led by Stifel Nicolaus Canada Inc., and including CIBC World Markets Inc. and Laurentian Bank Securities Inc.
The financing was completed in anticipation of GURU`s going public transaction by way of reverse takeover involving Mira X Acquisition Corp. (TSXV: MIRA.P), subject to Mira X’s shareholder approval on October 28, 2020 and other conditions to closing of the going public transaction.
“We are extremely pleased with the strong interest shown by institutional investors in Canada and the U.S., as well as Canadian retail investors,” said Carl Goyette, President and CEO of GURU. “This capital raise will support our mission to clean up the energy drink industry, a growing industry valued at over US$15 billion(1), by expanding our presence across North America. Over the last three years, we have more than doubled sales of our GURU organic energy drinks in Quebec, and we intend to replicate that success in the rest of Canada and the U.S.”
“As we prepare for our going public transaction and embark on our new expansion journey, a number of major U.S. conventional grocery and retail stores have already introduced our products in their stores, and we have commitments for other targeted launches in the rest of Canada and the U.S. for 2021. In the meantime, we continue to invest in promoting our GURU brand through various marketing initiatives, including the Quebec launch in the coming weeks of a new plant-based energy drink,” added Mr. Goyette.
In addition to the private placement, certain shareholders of GURU will be offering and selling, on a prospectus exempt basis, approximately $5.3 million of GURU common shares held by them by way of a secondary offering to new investors prior to the closing.
About GURU
GURU is a dynamic, fast-growing beverage company launched in 1999, when it pioneered the world’s first natural, plant-based energy drink. The Company now markets organic energy drinks in Canada and across the United States through a distribution network of more than 15,000 points of sale. GURU has built a powerful brand with a clean list of organic plant-based ingredients. Its drinks offer consumers good energy that never comes at the expense of their health. The company is committed to achieving its mission of cleaning the energy drink industry in Canada and the United States. For more information about GURU, visit www.guruenergy.com.
(1) Mintel, May 2020. Does not include the energy shots segment.
Forward-Looking Statements
This release includes forward-looking information within the meaning of Canadian securities laws regarding Mira X and GURU and their respective businesses, which may include, but are not limited to, statements with respect to the completion of the proposed transaction and private placement, the terms on which the proposed transaction and private placement is intended to be completed, the ability to obtain regulatory and shareholder approvals and other factors. Often but not always, forward-looking information can be identified by the use of words such as “expect”, “intends”, “anticipated”, “believes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would” or “will” be taken, occur or be achieved. Such statements are based on the current expectations and views of future events of the management of each entity, and are based on assumptions and subject to risks and uncertainties. Although the management of each entity believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release, including completion of the proposed transaction and private placement (and the proposed terms upon which the proposed transaction and private placement is proposed to be completed), may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including risks regarding the threat detection technology industry, market conditions, economic factors, management’s ability to manage and to operate the business of the Resulting Issuer and the equity markets generally. Although Mira X and GURU have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and neither Mira X nor GURU undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
For further information, please contact:
GURU Beverage Inc.
Carl Goyette
President and Chief Executive Officer
514-845-4878, ext. 240
investors@guruenergy.com
Cautionary Statement
Completion of the proposed transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and shareholder approval. Where applicable, the proposed transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the proposed transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the proposed transaction, any information released or received with respect to the proposed transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Mira X should be considered highly speculative.
Neither the TSX nor the TSX Venture Exchange Inc. has in any way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.