Orchid Ventures Consolidated its Shares and Closes Over-Subscribed Private Placement of Units

VANCOUVER, BC / ACCESSWIRE / April 1, 2021 / Orchid Ventures, Inc. (the “Company” or “Orchid“) (CSE:ORCD OTC:ORVRF) is pleased to announce, further to its news release of March 3, 2021 and effective March 31, 2021, the Company consolidated its common shares in the capital of the Company (the “Shares“) on the basis of a one (1) post-consolidation Share for each four (4) pre-consolidation Shares (the “Consolidation“) effective March 31, 2021.

The Company is also pleased to announce that it has closed its previously announced non-brokered private placement of units of the Company (the “Units“) by the issuance of 16,838,000 Units at $0.25 per Unit for gross proceeds of $4,209,500.00 (the “Offering“).

Each Unit consists of one post Consolidation Share and one-half of one transferrable common share purchase warrant (each whole warrant, a “Warrant“). Each Warrant will entitle the holder to purchase one additional post Consolidation Share at a price of $0.40 on or before April 1, 2023.

The Company has paid eligible finders cash commission in the total amount of $276,850.00, being 7% of the aggregate proceeds from the sale of Units to purchasers introduced by the finders.

The Company has also issued non-transferable common share purchase warrants (the “Finder’s Warrants“) to the finders for the purchase of up to a total of 1,107,400 post Consolidation Shares, being 7% of the number of Units sold under the Offering. Each Finder’s Warrant will entitle the holder to purchase one post Consolidation Share at a price of $0.25 on or before April 1, 2023.

All securities issued in connection with the Offering are subject to a statutory hold period of four months and one day ending on August 2, 2021. The Company intends to use the net proceeds of the Offering for general working capital.

The Company’s post Consolidation Shares begin trading on the Canadian Securities Exchange (the “CSE“) on April 1, 2021. The name of the Company and trading symbol remain the same after the Consolidation. The post Consolidation CUSIP number is 68573L206, and the new ISIN number is CA68573L2066.

Letters of transmittal with respect to the Consolidation will be mailed to all registered shareholders of the Company. All registered shareholders will be required to send their respective certificates representing the pre Consolidation Shares along with a properly executed letter of transmittal to the Company’s transfer agent, Olympia Trust Company. (“Olympia“), in accordance with the instructions provided in the letter of transmittal. Additional copies of the letter of transmittal can be obtained through Olympia at 1‐587‐774‐2340 or by e‐mail to cssinquiries@olympiatrust.com. All shareholders who submit a duly completed letter of transmittal along with their respective pre-Consolidation Share certificate(s) to Olympia will receive a post Consolidation Share certificate or Direct Registration Advice representing the post Consolidation Shares.

“Today marks a significant day in the future of Orchid Ventures. We have managed to perform what we feel to be a very successful turnaround and strategic shift in our business. Now that we have proven to ourselves that we have a business model that can be successful and importantly sustainable, the next step was to properly capitalize the company in order to accelerate growth. This placement was dominated by strategic investors that share our vision of providing the best performing and safest vaporizers on the market, and leveraging our proprietary technologies and design capabilities to provide customers with high-value products that will help build their brands.” said Corey Mangold, CEO of Orchid Ventures, Inc. “With capital injected into our company, we can now aggressively market our revolutionary PurTec vaporizer products and the Orchid Brand Licensing Platform. We have the products, we have the technology, we have the services, we have the team, and with decades of marketing experience, we are confident that the capital raised will enable us to achieve our aggressive growth initiatives. We believe that we are now in the position to build the foundation necessary to deliver on our strategic growth priorities, thereby driving shareholder value. We will be hosting a virtual shareholder update meeting within the next 30 days and will announce details in the coming weeks.”

About Orchid Ventures, Inc.

Orchid Essentials is a California-based cannabis innovation company that has developed a mass-market brand and loyal consumer following with its premium cannabis products and unique vape hardware delivery systems. Orchid also owns 100% of PurTec Delivery Systems, a company that produces, markets, and sells clean vaporizer hardware that has been emissions tested against the most stringent standards in the world set forth by the EU and has unrivaled product quality and value pricing. Orchid’s management brings significant branding, product development, and distribution experience with a proven track record of scaling businesses and building sustainable revenue growth through value-generating partnerships and innovation that creates enterprise value. Learn more at https://orchidessentials.com/

ON BEHALF OF THE BOARD OF DIRECTORS – ORCHID VENTURES, INC.
Corey Mangold
CEO and Director
investors@orchidventures.com

Investor Relations
Corey Mangold
949-357-5818
corey@orchidventures.com

The securities issued in connection with the Offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “1933 Act”), or under any state securities laws, and may not be offered or sold directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.

CAUTIONARY STATEMENT REGARDING “FORWARD‐LOOKING” INFORMATION: This news release contains forward‐looking statements. The Company has provided the forward‐looking statements in reliance on assumptions that it believes are reasonable at this time. The reader is cautioned that the assumptions used in the preparation of the forward‐looking statements may prove to be incorrect. All such forward‐looking statements involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company’s control. Such risks and uncertainties include, without limitation, delays resulting from or inability to obtain required regulatory approval. The actual results, performance, or achievements could differ materially from those expressed in, or implied by, these forward‐looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward‐looking statements will transpire or occur, or if any of them do, what benefits, including the amount of proceeds, the Company will derive therefrom. Readers are cautioned that the foregoing list of factors is not exhaustive.

The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

SOURCE: Orchid Ventures, Inc.

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