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TSXV: JK

VANCOUVER, BC, June 15, 2021 /CNW/ - Just Kitchen Holdings Corp. ("JustKitchen" or the "Company") (TSXV: JK) (OTC: JKHCF) (Frankfurt: 68Z), an operator of ghost kitchens specializing in the development of delivery-only food brands, is pleased to announce that it has closed its previously-announced C$16 million "bought-deal" public offering of common shares (the "Shares") led by Beacon Securities Limited (the "Lead Underwriter") and including Canaccord Genuity Corp. (together with the Lead Underwriter, the "Underwriters"). Including the over-allotment option the Company issued a total of 12,963,000 Shares at the price of $1.35 per Share for total gross proceeds of C$17.5 million (the "Offering"), excluding the previously announced C$4 million non-brokered portion that will be closing shortly.  

The proceeds raised from the sale of Shares under the Offering are expected to be used by the Company for build out of additional spoke kitchens in Taiwan, international expansion, software development, brand acquisition and development and general corporate purposes.

The Company paid the Underwriters a cash commission equal to 6.0% of the gross proceeds of the Offering and has issued 777,780 underwriters' warrants (the "Underwriters' Warrants"). Each Underwriters' Warrant is exercisable for one Share at the exercise price of $1.35 per Share for a period of 24 months following the closing of the Offering.

The Offering was completed by way of prospectus supplement dated June 10, 2021 (the "Prospectus Supplement") to the Company's short form base shelf prospectus dated May 21, 2021 (the "Base Shelf Prospectus"). Copies of the Base Shelf Prospectus and the Prospectus Supplement are available on SEDAR at www.sedar.com.

The securities offered have not been, nor will they be, registered under the US Securities Act, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. 

ABOUT JUSTKITCHEN

JustKitchen is primarily an operator of ghost kitchens specializing in the development and marketing of proprietary and franchised delivery-only food brands. The Company currently operates in Taiwan and Hong Kong with plans to expand operations to the United States and other Asian countries. JustKitchen uniquely utilizes a hub-and-spoke operating model, which features advanced food preparation taking place at larger hub kitchens and final meal preparation taking place at smaller spoke kitchens located in areas with higher population densities. The Company combines this operating model with online and mobile application-based food ordering fulfilled by third-party delivery companies, to minimize capital investments and operating expenses and reach more customers in underserved markets. The Company's other business, JustMarket, is an e-commerce grocery delivery platform that allows customers to purchase groceries for delivery or add select grocery items to meals ordered through JustKitchen.

For more information about the Company, please visit investors.justkitchen.com. JustKitchen's Base Shelf Prospectus, Prospectus Supplement, financial statements and management's discussion and analysis, among other documents, are all available on the Company's profile page on SEDAR at www.sedar.com.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

FORWARD-LOOKING STATEMENTS

This news release contains certain "forward-looking statements" within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as "anticipates", "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed", "positioned" and other similar words, or statements that certain events or conditions "may" or "will" occur. The forward-looking information contained in this press release includes expectations about the Company's business plans and the use of proceeds of the Offering. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks, including those risk factors identified in the Base Shelf Prospectus and Prospectus Supplement, and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

SOURCE Just Kitchen Holdings Corp.

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