Terranueva Obtains a Refinancing


L’ASSOMPTION, Quebec, Dec. 24, 2021 (GLOBE NEWSWIRE) — Terranueva Corporation (CSE: TEQ) (“Terranueva” or the “Company”) is pleased to announce it has agreed to $133,333 in principal amount of convertible debenture (the “Debentures”) maturing on March 31, 2023, convertible into common shares of the capital stock of Terranueva at a conversion price of $0.15 per share subject to a hold period of four months and one day as well as to a credit facilities of up to $700,000 at an interest rate of 12% and refundable at any time without notice nor penalty.

All parties are dealing at arm’s length with Terranueva, except the participation of a director, officer and important shareholder of Terranueva described below, and no commissions were payable. The proceeds will serve the Corporation’s working capital.

A director, officer and important shareholder of Terranueva has been issued $66,666 in principal amount of Debentures, which represents 50 % of the private placement, and offered all of the credit facility, which will have no impact on his undiluted shareholding in the Corporation (from 34.63% to 35.04% on a diluted basis should all convertible securities of the director would be converted). The Debentures and the credit facility to the insider constitutes a related party transaction but is exempt from the formal valuation and minority approval requirements of Regulation 61-101- Protection of Minority Security Holders in Special Transactions, as neither the fair market value of the units issued to the insiders, nor the fair market value of the entire private placement, exceeds 25% of the Corporation’s market capitalization. The Corporation did not file a material change report with respect to the participation of the insider at least 21 days prior to the private placement as the insider’s terms and conditions of participation were not determined at that time.

ABOUT TERRANUEVA

Terranueva relies on research and development, innovation and operational efficiency to become a major player in the emerging cannabis industry. Their goal is to provide the Canadian and international markets with premium quality medicinal and recreational cannabis. To achieve this goal, Terranueva is implementing a modular production approach that incorporates the latest advances and innovations in process automation. Terranueva Pharma Corporation, its wholly owned subsidiary, holds the necessary licenses from Health Canada to execute its mission.

For more on Terranueva, visit www.terranueva.ca

The CSE and its regulatory service providers (as this term is attributed in its policies) assume no responsibility for the relevance or accuracy of this press release.

For more information, please contact:

Jean-Luc Landry, Executive Chairman of the Board, Telephone: (450) 591-1011

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