TerrAscend Closes Third Tranche of Non-Brokered Private Placement – New Cannabis Ventures

TORONTO, Nov. 26, 2019 /CNW/ – TerrAscend Corp. (CSE: TER; OTCQX: TRSSF) (“TerrAscend” or “the Company”), the first and only global cannabis company licensed for sales in Canada, the US, and the EU, today announced it has closed the third tranche of the previously announced non-brokered private placement of units of TerrAscend (the “Offering”) for additional gross proceeds of approximately $2.65 million. Each unit in the Offering is comprised of one unsecured convertible debenture of TerrAscend Canada Inc. (“TerrAscend Canada”) and 25.2 common share purchase warrants of TerrAscend. The Company previously closed a first tranche of the Offering for gross proceeds of US$10 million and a second tranche of approximately $4.76 million, which were units comprised of unsecured convertible debentures and warrants of TerrAscend. None of the subscribers in the third tranche were related-parties to the Company. For further details concerning the Offering, please refer to the Company’s news releases dated October 2, 2019 and November 7, 2019.

The net proceeds from the third tranche are expected to be used by TerrAscend Canada for general corporate purposes and will not be used, directly or indirectly, in connection with any cannabis or cannabis-related operations in the United States, unless and until such operations comply with all applicable laws of the United States.

The securities to be issued pursuant to the Offerings have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.

The Canadian Securities Exchange (“CSE”) has neither approved nor

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