TORONTO and GLIL YAM, Israel, July 31, 2025 -- IM Cannabis Corp. ("IM Cannabis" or the "Company") (NASDAQ: IMCC), a leading medical cannabis company with operations in Israel and Germany, is pleased to announce that, effective July 30, 2025 (the "Closing Date") it has closed a private placement offering (the "Offering"), through the issuance of 2,050,000 units (each a "Unit") at a price per Unit of C$2.7427 for gross proceeds of C$5,622,522, approximately US$4,100,000, based on an exchange rate of US$1.0000:C$1.3713 as of July 21, 2025, as published on the website of the Bank of Israel (the "Exchange Rate").
Each Unit consisted of one common share in the capital of the Company (each, a "Common Share"), or one pre-funded Common Share purchase warrant (each, a "Pre-Funded Warrant") in lieu thereof, and one Common Share purchase warrant (each, a "Warrant").
Each Warrant entitles its holder to acquire one Common Share (each, a "Warrant Share") at an exercise price of C$3.43 per Warrant Share for a period of sixty (60) months from its issuance.
Each Pre-Funded Warrant entitles its holder to purchase one Common Share (each, a "Pre-Funded Share") at a price of C$0.00001 per Pre-Funded Share at any time until exercised in full.
In connection with the Offering, Pure Equity Ltd., acted as a consultant to the Offering.
All securities issued under the Offering are subject to a hold period of four months and one day from the Closing Date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada. The Offering is being made in reliance on an exemption from registration under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"). Accordingly, the securities issued in the Offering may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
Pursuant to the subscription agreements between the Company and each investor signatory therein, the Company has agreed to file a resale registration statement on Form F-3 (or other available form) (the "Registration Statement") providing for the resale by the purchasers of the Common Shares, the Warrant Shares and the Pre-Funded Shares within thirty (30) calendar days of the Closing Date. The Company shall use commercially reasonable efforts to cause such Registration Statement to become effective as soon as practicable, but in no event later than the date, which shall be either: (i) in the event that the U.S. Securities and Exchange Commission does not review the Registration Statement, sixty (60) calendar days after the Closing Date, or (ii) in the event that the U.S. Securities and Exchange Commission reviews the Registration Statement, ninety (90) days after the Closing Date.
The Company intends to use the proceeds from the Offering for general working capital, repayment of existing indebtedness and general corporate purposes.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under securities laws of any such jurisdiction.
About IM Cannabis Corp.
IM Cannabis (Nasdaq: IMCC) is an international cannabis company that provides premium cannabis products to medical patients in Israel and Germany, two of the largest medical cannabis markets. The Company leverages a transnational ecosystem powered by a unique data-driven approach and a globally sourced product supply chain. With an unwavering commitment to responsible growth and compliance with the strictest regulatory environments, the Company strives to amplify its commercial and brand power to become a global high-quality cannabis player.
The IM Cannabis ecosystem operates in Israel through its subsidiaries, which imports and distributes cannabis to medical patients, leveraging years of proprietary data and patient insights. The Company also operates medical cannabis retail pharmacies, online platforms, distribution center, and logistical hubs in Israel that enable the safe delivery and quality control of IM Cannabis products throughout the entire value chain. In Germany, the IM Cannabis ecosystem operates through Adjupharm GmbH, where it distributes cannabis to pharmacies for medical cannabis patients.
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