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TORONTO, Jan. 23, 2019 /CNW/ – Cronos Group Inc. (NASDAQ: CRON) (TSX: CRON) (“Cronos Group” or the “Company“) today announced that it has entered into a credit agreement (the “Credit Agreement“) with Canadian Imperial Bank of Commerce (“CIBC“), as administrative agent and lender, and the Bank of Montreal, as lender (together with CIBC, the “Lenders“) in respect of a $65 million secured non-revolving term loan credit facility (the “Credit Facility“). The Company intends to use the funds available under the Credit Facility to repay the Company’s existing loan facility with Romspen Investment Corporation and for general corporate purposes pending the closing of the Company’s previously announced equity investment by Altria Group, Inc. (the “Investment“). The Company intends to repay the Credit Facility with a portion of the proceeds from the Investment.
The Credit Facility will mature on July 23, 2019, unless extended to September 7, 2019 with the consent of the Lenders.
The Credit Facility includes an accordion feature whereby, subject to the terms and conditions of the Credit Agreement, the Credit Facility may be increased by up to an additional maximum aggregate principal amount of $15 million. The Credit Facility will bear interest at varying margins based on the Canadian prime rate or the bankers’ acceptance rate, at the option of the Company. The Credit Facility is guaranteed by the Company’s wholly-owned Canadian subsidiaries, and the obligations under and in connection with the Credit Facility are secured by substantially all present and after-acquired property of the Company and its wholly-owned Canadian subsidiaries.
The Credit Agreement contains customary representations and warranties and financial and restrictive covenants. Advances under the Credit Facility are subject to customary conditions.
The Investment remains on track to close in the first half of 2019 and is subject to certain customary closing conditions, including the receipt of regulatory approval under the Investment Canada Act and approval by at least a majority of the votes cast by holders of common shares of the Company (the “Shareholders“), in person or by proxy, at the special meeting of Shareholders scheduled for February 21, 2019 (the “Meeting“). A management information circular dated December 31, 2018 (the “Circular“) has been filed in connection with the Meeting on SEDAR and EDGAR and can be accessed at www.sedar.com and www.sec.gov/edgar.