AMERICANN, INC. (OTCMKTS:ACAN) Files An 8-K Entry into a Material Definitive AgreementITEM 1.01.
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On September 1, 2017, AmeriCann, Inc. (Company) entered into an equity line agreement with Mountain States Capital, LLC (MSC)
Under the equity line agreement, MSC agreed to provide the Company with up to $10,000,000 of funding through the purchase of shares of the Company’s common stock. MSC has the option to increase the equity line agreement for a total of $20,000,000.
During the term of the Agreement, at its sole discretion the Company may deliver a Put Notice to MSC, which will specify the dollar amount which the Company wants to draw down under the Equity Line. The amount the Company can draw down at any one time is the lesser of twice the average of the 10-day average daily trading volume (computed by multiplying the volume weighted average price for each day by the number of shares traded for that day), or $500,000.
A closing will occur on the date which is no earlier than five trading days following and no later than seven trading days following the applicable Put Notice. On each Closing Date, the Company will sell, and MSC will purchase, the shares of the Company’s common stock specified in the Put Notice.
The amount to be paid by MSC on a particular Closing Date will be determined by dividing the dollar amount specified in the Put Notice by the Purchase Price. The Purchase Price is90% of the lowest daily volume weighted average price of the Company’s common stock during the Pricing Period. The Pricing Period, with respect to a particular Put Notice, is five consecutive trading days including, and immediately following, the delivery of a Put Notice. However, no Put Notice may be delivered on a day that is not a Trading Day.
The Company may specify a Minimum Price when submitting a Put Notice, provided however that the Minimum Price must be more than 75% of the Closing Price of the Company’s Common Stock on the date immediately preceding the date of the delivery of the Put Notice. If the Purchase Price is less than the Minimum Price, the Company may, at its option,
sell shares to MSC on the Closing Date using the Purchase Price; or
provide MSC the opportunity to purchase some or all of the shares using the Minimum Price instead of the Purchase Price.
The Company is under no obligation to submit any Put Notices.
The equity line agreement has a term of 18 months, which will begin on the effective date of the registration statement which the Company has agreed to file with the Securities and Exchange Commission so that the shares of common stock to be sold to MSC may be sold in the public market.
Item 9.01Financial Statement and Exhibits
10.7Investment Agreement with Mountain States Capital, LLC
99.1 September 7, 2017 Press Release
AmeriCann, Inc. ExhibitEX-10.7 2 ex10-7.htm EXHIBIT 10.7 ex10-7.htm EXHIBIT 10.7 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the “Agreement”),…To view the full exhibit click
About AMERICANN, INC. (OTCMKTS:ACAN)
AmeriCann, Inc. develops, owns and supports medical cannabis cultivation and processing facilities. The Company has a multi-market portfolio of over 1,000,000 square feet of cannabis production infrastructure in various stages of development, which consists of approximately 125,000 square feet of approved cultivation and processing infrastructure on over five acres located at 5280 Monaco St. in Denver, and site approval for approximately 977,000 square feet of cultivation, processing and administration infrastructure at the Massachusetts Medical Cannabis Center (MMCC). To support local businesses that seek to serve cannabis patients in their communities, the Company initiated the AmeriCann Preferred Partner Program. The initial step in becoming a preferred partner involves an application on its Website. The Company focuses on leasing facilities to its Preferred Partners that will be designed with its cultivation and processing system called Cannopy.