Gage Growth Corp. Announces US $ 55 Million Senior Secured Debt Financing



Provides maximum flexibility to run on Gage’s growth strategy, Including Short term Retail acquisition Opportunities

DETROIT, and TORONTO, 22 November 2021 / PRNewswire / – Gage Growth Corp. (“Gauge“or the”Society“) (CSE: GAGE) (OTCQX: GAEGF), a leading premium cannabis brand and operator in Michigan, today announced that it has entered into a senior secured term loan (the “Term loan“) for the total gross proceeds of $ 55 million (the “Offer“). Gage intends to use the proceeds (i) to finance the Company’s retail acquisition strategy in Michigan, (ii) to support the future growth of the Company, and (iii) for general working capital purposes. All retail acquisitions are expected to be profitable for Gage and TerrAscend Corp. (“TerrAscend“) at the time and subject to the completion of its plan to acquire Gage.

Gage Growth Corp. (CNW Group / Gage Cannabis Co.)

“This non-dilutive financing gives Gage maximum flexibility to execute short-term acquisition opportunities,” said Fabien Monaco, CEO of Gage. “We have generated great interest and, through our advisors, have benefited from a healthy participation in this transaction by a high quality mix of institutional investors, led by Chicago Atlantic Advisors, LLC (“ ”Chicago Atlantic“). With TerrAscend, we are committed to building one of the most dominant cannabis companies in Michigan. With the closing of this debt financing, we are well positioned to execute quickly and create value for our shareholders. “

Jean Mazarakis, Chicago Atlantic Partner, added, “Gage has built an extraordinary organization focused on high quality products, culture and community, centered on a growing network of retail and culture assets. The terms of the term loan reflect Gage’s management team and its outstanding track record of employee performance and extraordinary commitment to serving its communities. “

The term loan bears interest at an annual rate equal to the greater of 7.00% plus the prime rate and 10.25%, payable monthly in arrears, with a maturity date of November 30, 2022. The term loan is secured by a first lien on all the assets of the Company.

The placement was organized by Canaccord Genuity Corp. and Chicago Atlantic as principal lender and administrative agent.

About Gage Growth Corp.

Gage Growth Corp. innovates and delivers the highest quality cannabis experiences possible for cannabis users in the state of Michigan and Canada, and market internationally renowned brands. Through years of progressive industry experience, the company’s founding partners have successfully built and developed operations with federal and state licenses, including cultivation, processing and retail sites. Gage’s portfolio includes city and state approvals for 19 “Class C” cultivation licenses, three processing licenses and 15 supply centers (dispensaries).

For more information on Gage Growth Corp., visit Where

Instagram: @gagemichigan
Facebook: @gageusa
Twitter: @gagecannabisco

About Chicago Atlantic and Green Ivy Capital LLC

Chicago Atlantic Advisers, LLC is an asset management firm specializing in direct lending and opportunistic private credit investing. Founded in 2018 by Tony cappell, Jean Mazarakis, and Andreas Bodmeier, the company seeks to capitalize on North American investment opportunities that are time sensitive, complex or in dislocated markets, where risk is fundamentally mispriced. Through its subsidiary Green Ivy Capital, LLC, the company manages a diverse portfolio of cannabis lending investments and actively invests throughout the value chain.

Caution regarding cannabis operations in United States

Investors should note that there are important legal restrictions and regulations that govern the cannabis industry in United States. Although legal in some states, cannabis remains a Schedule I drug under the United States Controlled Substance Act, making it illegal under federal law in United States for, among other things, cultivating, distributing or possessing cannabis. Financial transactions involving products generated by, or intended to promote, commercial activities related to cannabis in United States may form the basis of prosecution under applicable US federal money laundering law.

Explanatory note concerning the companyOperations

References in this press release to the Company, its operations and its portfolio include the operations and assets of certain licensed cannabis operators who operate under the Gage brand in accordance with contractual agreements with the Company. For more information, please refer to the Companydetailed dated prospectus March 26, 2021 and other information documents available on the Companyprofile from s to

Forward-looking information

This press release contains “forward-looking information” within the meaning of applicable securities laws. Forward-looking information contained in this press release may be identified by the use of words such as “could”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “Believe,” intention “,” plan “,” forecast “,” project “,” estimate “,” prospect “and other similar expressions, and include, without limitation, statements regarding the intended completion of the arrangement and the satisfaction of the closing conditions of the arrangement which include, but are not limited to: (i) the potential benefits of the term loan on the Company’s balance sheet, (ii) the planned growth strategy of the company, including planned retail acquisitions; (iii) the anticipated effects of the Term Loan and the closing of anticipated retail acquisitions on the Company, including the completion of the proposed acquisition of the Company by TerrAscend Corp. ; and (iv) the closing of planned retail acquisitions and the acquisition by TerrAscend Corp. the issued and outstanding security of Gage and the schedule thereof. Forward-looking information is not a guarantee of future performance and is based on a number of management’s estimates and assumptions in light of management’s experience and perception of trends, current conditions and trends. expected developments, as well as other factors relevant in the circumstances, including assumptions regarding current and future market conditions, the current and future regulatory environment; and the availability of licenses, approvals and permits.

Although the Company believes that the expectations and assumptions on which this forward-looking information is based are reasonable, one should not place undue reliance on forward-looking information as the Company cannot guarantee that it will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information, including, but not limited to, the risks disclosed in the society.the last management report filed and the other information documents available on the Companyprofile from s to The statements contained in this press release are made as of the date of this press release. The Company disclaims any intention or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.



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