TORONTO, June 3, 2024 /CNW/ - Canna 8 Investment Trust (TSXV: RCR.P) ("Canna 8" or the "Trust") is pleased to announce that the Trust intends to complete a non-brokered private placement (the "Private Placement") through the issuance of up to 12,120,000 trust units of the Trust ("Trust Units") to collectively raise aggregate gross proceeds of up to a maximum of $121,200 at a price of $0.01 per Trust Unit.

The proceeds of the Private Placement will be used to identify and evaluate assets and business for the Trust's Qualifying Transaction (as such term is defined in the policies of the TSX Venture Exchange (the "Exchange")) and to fund general and administrative expenses as permitted under TSX Venture Policy 2.4. There will be no finder's fee payable in connection with the Private Placement.

Canna 8 intends to widely distribute the Trust Units issued pursuant to the Private Placement and no new Control Person (as such term is defined pursuant to the policies of the Exchange) is expected to be created as a result of the Private Placement.

It is anticipated that insiders of Canna 8 will subscribe for Trust Units in the Private Placement in an aggregate amount of $61,200. The Trust Units issued to insiders will be subject to escrow in accordance with the requirements of the Exchange. The issuances of Trust Units to insiders pursuant to the Private Placement will also be considered related party transactions within the meaning of TSX Venture Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Canna 8 intends to rely on exemptions from the formal valuation and minority approval requirements contained in Sections 5.5(b) and 5.7(1)(b), respectively, of MI 61-101 in respect of such insider participation.

The Private Placement is subject to the acceptance of the Exchange.

Canna 8 is a capital pool company pursuant to the policies of the Exchange. Except as specifically contemplated in such policies, until the completion of its Qualifying Transaction, the Trust will not carry-on business, other than the identification and evaluation of companies, businesses or assets with a view to completing a proposed Qualifying Transaction. Investors are cautioned that trading in the securities of a capital pool company is considered highly speculative. For further information please see all relevant documents, filed on SEDAR+ at .

Notice on forward-looking statements:

This press release includes forward-looking statements regarding Canna 8 which may include, but is not limited to, statements with respect to the Private Placement and the use of proceeds of the Private Placement. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations of management, and are based on assumptions and subject to risks and uncertainties (including the risk factors listed below). Although the management of the Trust believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including risks regarding the real estate industry, failure to obtain regulatory or unitholder approvals, market conditions, economic factors, the equity markets generally and risks associated with growth and competition. Although Canna 8 has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Forward-looking statements speak only as of the date on which they are made and, except as required by applicable securities laws, Canna 8 undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

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

SOURCE Canna 8 Investment Trust