Yerbaé announces overnight marketed special warrant financing of up to US$5.0 million, with a lead order from football superstar Aaron Rodgers, the quarterback for the New York Jets

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SCOTTSDALE, Ariz., Nov. 15, 2023 (GLOBE NEWSWIRE) -- Yerbaé Brands Corp. (TSXV: YERB.U; OTCQX: YERBF) (“Yerbaé” or the “Company”), a plant-based energy beverage company, is pleased to announce that it has entered into an agreement with Raymond James Ltd. (“Raymond James") and Echelon Wealth Partners Inc. (“Echelon”, together with Raymond James, the “Co-Lead Agents”) as co-lead agents and joint bookrunners, on behalf of a syndicate of agents (collectively, the “Agents”), to conduct a private placement on a commercially reasonable, “best efforts” agency basis to raise gross proceeds of up to US$5.0 million through the issuance of special warrants of the Company (the "Special Warrants") at a price (the “Issue Price”) to be determined in the context of the market (the "Offering"). Football superstar Aaron Rodgers, the quarterback for the New York Jets, is providing the lead order.

The Company has agreed to grant to the Agents an option (the “Agent’s Option”) to sell up to an additional 15% of the Special Warrants sold pursuant to the Offering at the Issue Price, exercisable in whole or in part at any time until 48 hours prior to the Closing Date by the Agents for a period ending 30 days from the closing of the Offering.

Each Special Warrant will be exercisable by the holder for one (1) common share of the Company (each, an “Underlying Share” and collectively, the “Underlying Shares”), for no additional consideration. The Special Warrants will be automatically exercised on the date (the “Qualification Date”) that is the earlier of: (a) the date that is four months and a day following the Closing Date, and (b) the third business day after (i) a receipt is issued for a final short form prospectus by the securities regulatory authorities in each of the provinces and territories of Canada, (the “Qualifying Jurisdictions”); (ii) a receipt is issued for a final base shelf prospectus by the securities regulatory authorities in each of the Qualifying Jurisdictions; or (iii) filing of a prospectus supplement in each of the Qualifying Jurisdictions, each qualifying the distribution of the Underlying Shares after a receipt is issued for a final base shelf prospectus by the securities regulatory authorities in each of the Qualifying Jurisdictions. The Company shall use reasonable best efforts to obtain the receipt for a final short form prospectus or a final base shelf prospectus and file a prospectus supplement qualifying the distribution of the Underlying Shares in each of the Qualifying Jurisdictions by January 31, 2024 (the “Penalty Date”). If the Company fails to qualify the distribution of the Underlying Shares in the Qualifying Jurisdictions by the Penalty Date, the holders of Special Warrants will be entitled to receive 1.1 Underlying Shares upon exercise of each Special Warrant without further payment on the part of the holder (the “Penalty Provision”).