PharmaCan Capital Announces $15 Million Bought Deal

TORONTO, ONTARIO--(Marketwired - Feb. 14, 2017) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

PharmaCan Capital Corp., doing business as Cronos Group (TSX VENTURE:MJN) ("Cronos" or the "Company") is pleased to announce that it has entered into a letter of engagement with Eight Capital on behalf of a syndicate of underwriters (together, the "Underwriters") under which the Underwriters have agreed to purchase 6,700,000 common shares of the Company (the "Shares"), on a "bought deal" basis pursuant to the filing of a short form prospectus, subject to all required regulatory approvals, at a price per Share of $2.25 (the "Offering Price"), for total gross proceeds of $15,075,000 (the "Offering").

The Company has granted the Underwriters an over-allotment option to purchase up to an additional 1,005,000 Shares at the Offering Price, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing of the Offering. If this option is exercised in full, an additional $2,261,250 will be raised pursuant to the Offering and the aggregate proceeds of the Offering will be $17,336,250.

The Company intends to use the net proceeds of the Offering for working capital and general corporate purposes.

The closing date of the Offering is scheduled to be on or about March 9, 2017 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

The Shares will be offered by way of a short form prospectus to be filed in all of the provinces of Canada, except Quebec, pursuant to National Instrument 44-101 - Short Form Prospectus Distributions. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.