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 June, 2019
Commission File Number: 000-55982
C21 Investments Inc.
(Translation of registrant's name into English)
595 Howe Street, Suite 303, Vancouver, BC, V6C 2T5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
[ ] Form 20-F [ x ] 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): [ ]
SUBMITTED HEREWITH
Exhibits
99.1 | Form 51-102F3 Material Change Report | |
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.
C21 Investments Inc. | ||
(Registrant) | ||
Date: June 10, 2019 | By: | /s/ Michael Kidd |
Michael Kidd | ||
Title: | Chief Financial Officer |
Form 51-102F3
Material Change Report
Item 1. | Name and Address of Company |
C21 Investments Inc. (the Company) | |
303 - 595 Howe Street | |
Vancouver, British Columbia | |
Canada V6C 2T5 | |
Item 2. | Date of Material Change |
May 28, 2019 | |
Item 3. | News Release |
News Release dated May 29, 2019 was disseminated through Cision. | |
Item 4. | Summary of Material Change |
The Company completed a non-brokered private placement offering of 5,589,493 units at a price of $1.38 per unit for gross proceeds of $7,713,500.54. | |
Item 5.1 | Full Description of Material Change |
The Company completed a non-brokered private placement (the Offering) of 5,589,493 units of the Company (each, a Unit) at a price of $1.38 per Unit, with each Unit being comprised of one common share of the Company (each, a Common Share) and one-half of one common share purchase warrant (each whole warrant, a Warrant), for total gross proceeds of $7,713,500.54. Each Warrant is exercisable to acquire one additional common share of the Company (each, a Warrant Share) at an exercise price of $1.83 per Warrant Share until May 28, 2020. | |
The net proceeds from the Offering will be used for general working capital. | |
The Common Shares and Warrants issued under the Offering, and the Warrant Shares issuable upon exercise of the Warrants, are subject to a hold period that expires on September 29, 2019. | |
Item 5.2 | Disclosure for Restructuring Transactions |
Not applicable. | |
Item 6. | Reliance on subsection 7.1(2) of National Instrument 51-102 |
Not applicable. | |
Item 7. | Omitted Information |
Not applicable. |
Item 8. | Executive Officer |
Michael Kidd, Chief Financial Officer | |
Telephone: (604) 336-8613 | |
Item 9. | Date of Report |
June 4, 2019 |
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