UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of January 2020
Commission File Number: 001-38781
HEXO Corp.
(Translation of registrant’s name into English)
3000 Solandt Road
Ottawa, Ontario, Canada K2K 2X2
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXPLANATORY NOTE
Exhibit 99.1 included with this Report on Form 6-K is hereby incorporated by reference into the Registration Statement on Form F-10 of HEXO Corp. (File No. 333-228924).
|
Exhibit |
Description |
|
| 99.1 | Material Change Report dated January 6, 2020 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| HEXO Corp. | ||||||
| Date: January 8, 2020 | By: | /s/ Sebastien St-Louis | ||||
| Name: | Sebastien St-Louis | |||||
| Title: | President and Chief Executive Officer | |||||
Exhibit 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
| 1. |
Name and Address of Company |
HEXO Corp. (the “Company”)
3000 Solandt Road
Ottawa, Ontario
K2K 2X2
| 2. |
Date of Material Change |
December 31, 2019
| 3. |
News Release |
A news release dated January 2, 2020 was disseminated through the facilities of GlobeNewswire and was filed on the System for Electronic Document Analysis and Retrieval (“SEDAR”). A copy of the news release is available under the Company’s profile on SEDAR at www.sedar.com.
| 4. |
Summary of Material Change |
The Company closed its previously announced registered direct offering for gross proceeds of US$25.0 million.
| 5. |
Full Description of Material Change |
The Company closed its previously announced registered direct offering with institutional investors (the “Offering”). Under the Offering, the Company sold 14,970,062 common shares at an offering price of US$1.67 per share for gross proceeds of US$25.0 million before deducting fees and other estimated offering expenses. The Company also issued to the investors common share purchase warrants to purchase 7,485,032 common shares of the Company. The warrants will have a five year-term and an exercise price of US$2.45 per share. A.G.P./Alliance Global Partners acted as sole placement agent for the Offering.
The Offering was made in the United States only under the Company’s amended and restated short form base shelf prospectus dated December 14, 2018 (the “Base Shelf Prospectus”), filed with the securities regulatory authorities in each of the provinces and territories of Canada, and the corresponding registration statement on Form F-10 (the “Registration Statement”) filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) under the U.S./Canada Multijurisdictional Disclosure System (“MJDS”). A prospectus supplement (the “Supplement”) to the Base Shelf Prospectus was filed on a non-offering basis with applicable securities regulatory authorities in Canada and with the SEC as part of the Registration Statement under the MJDS. Copies of the Supplement and the Base Shelf Prospectus are or will be available on SEDAR at www.sedar.com and copies of the Supplement and the Registration Statement are or will be available on EDGAR at www.sec.gov.
| 6. |
Reliance on Subsection 7.1(2) of National Instrument 51-102 |
Not Applicable.
| 7. |
Omitted Information |
Not Applicable.
| 8. |
Executive Officer |
The name and business number of the executive officer of the Company who is knowledgeable about the material change and this report is:
Sébastien St-Louis, President and Chief Executive Officer
1-866-438-8429
invest@HEXO.com
| 9. |
Date of Report |
January 6, 2020
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