Emblem Announces Increase in Bought Deal Offering to $12 Million

Press Release

TORONTO, Ontario, October 17, 2017 — Emblem Corp. (TSXV:EMC) (EMC.WT) (“Emblem” or the “Company”) is pleased to announce that it has entered into an amended letter of engagement with Eight Capital, under which Eight Capital has now agreed to purchase  6,857,160 units of the Company (the “Units”), on a “bought deal” basis, subject to all required regulatory approvals, at a price per Unit of $1.75 (the “Offering Price”) for total proceeds of $12,000,030 (the “Offering”).  Each Unit shall consist of one common share of the Company (a “Share”) and one common share purchase warrant (a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one Share at a price of $2.15 for a period of 36 months following the Closing Date.

The Company has also agreed to grant Eight Capital an increased over-allotment option entitling Eight Capital to purchase up to an additional 15% of the Units 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.

The closing date of the Offering is scheduled to be on or about November 7, 2017 and is subject to certain customary 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.

Notwithstanding the Company’s press release dated October 16, 2017 (the “October 16 Press Release”), the convertible debentures being issued in connection with the Offering will not be redeemable by the Company at any time, except in connection with a change of control transaction, as described in the October 16 Press Release.

All other terms of the Offering are as described in the October 16 Press Release.

About Emblem

Emblem is licensed under the Access to Cannabis for Medical Purposes Regulations (the “ACMPR”) to cultivate and sell medical cannabis. Emblem carries out its principal activities producing cannabis from its facilities in Paris, Ontario pursuant to the provisions of the ACMPR and the Controlled Drugs and Substances Act (Canada) and its regulations.

Forward-looking statements

This news release may contain “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian securities legislation. All information contained herein that is not clearly historical in nature may constitute forward-looking information. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive risks, uncertainties and contingencies that may cause actual financial results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. Except as required by law, the Company disclaims any obligation to update or revise any forward-looking statements. Readers are cautioned not to put undue reliance on these forward-looking statements. This news release contains information obtained by the Company from third parties and believes such information to be accurate but has not independently verified such information.

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

For further information contact:

Ali Mahdavi
Emblem Corp.
(416) 962-3300