(Note: This is NOT an IPO. This is a direct listing on the NASDAQ. IPOScoop has NO CALL on direct listings. Bright Green Corp. offered 158.249 million shares in a direct listing – with a NASDAQ reference price of $8.00 per share – and the expectation that the stock will start trading on the NASDAQ on Tuesday, May 17, 2022. EF Hutton served as the financial advisor. A direct listing does not involve an underwriter. In a NASDAQ direct listing, the NASDAQ publishes a reference price. The reference price is not the offering price. The stock opened at $15.99 on Tuesday, May 17, 2022, its first day of NASDAQ trading.)

**Note: There is no 180-day lock-up agreement for Bright Green’s shareholders.

Bright Green Corp., a start-up company, received conditional approval from the U.S. Drug Enforcement Administration (DEA) in May 2021 to produce federally legal cannabis for research and pharmaceutical purposes. (Incorporated in Delaware) 

We are one of a few companies that received conditional approval based on already agreed terms from the DEA to produce federally legal cannabis. We have entered into a Memorandum of Agreement (“MOA”) with the DEA which permits us to proceed towards a Federal Registration for the Bulk Manufacturing of cannabis under DEA Document Control Number W20078135E.

Bright Green’s mission is to be the premier federally authorized provider of cannabis, cannabis-related products, and other legal medicinal plant-based therapies, manufactured in exact formulations for research and pharmaceutical applications, as well as being an active ingredient to consumer-based solutions. The Company, through legal partnerships with state and federal agencies, can operate at scale in a manner unprecedented in this emerging market, addressing compliance, security and integrity. Our vision is to improve the quality of life across a broad spectrum of demographics through the opportunities presented by medicinal applications of plant-based therapies, particularly cannabis and cannabis-derived products.

Bright Green owns two parcels of land and a greenhouse in Grants, New Mexico.

“We selected New Mexico because of its ideal climate for growing cannabis due to both the abundance of sunshine and the consistent, predictable range of outdoor temperatures,” the prospectus says.

As a start-up company, Bright Green Corp. has no revenue. For the year ended Dec. 31, 2021, Bright Green Corp. had a net loss of $2.49 million and an accumulated deficit of $6.41 million. The company had a negative operating cash flow for two consecutive years: For the fiscal year ended Dec. 31, 2021, the negative operating cash flow was $1,656,575, and for the fiscal year ended Dec. 31, 2020, the negative cash flow was $513,337.

Unlike state-licensed cannabis companies that engage in commercial sales to consumers, and whose businesses are legal under state law but not federal law, we will operate legally under all applicable laws and be authorized by the federal government to sell cannabis commercially for research and manufacturing purposes, export cannabis for international cannabis research purposes, and sell cannabis to DEA-registered pharmaceutical companies for the production of medical cannabis products and preparations, subject to final registration and licensure with the DEA as set forth in the MOA.

We plan to focus on the development of cannabis strains and sales of products with high content of CBN (cannabinol) and CBG (cannabigerol). If and when permitted under federal law, we also plan to sell cannabis-derived CBN and CBG to consumers.

Because cannabis is a Schedule I Controlled Substance in the U.S., it has been historically under-researched. Though the majority of Americans live in states where cannabis is now legal in some form, the full potential of the cannabis plant for medicinal use remains understudied due to limited access to federally approved cannabis. The DEA recently issued a call for more cannabis research supply based on the increased demand for cannabis research in the U.S. As described herein, we received conditional approval from the DEA based on the agreed-upon terms set forth in the MOA. Final approval from the DEA is conditioned on, among other things, completed construction of manufacturing and production facilities and systems.