CROP Infrastructure Corp. (CSE:CROP, OTC:CRXPF, Frankfurt:2FR) (“CROP” or the “Company”) announces a proposed restructuring to divest itself of its underperforming assets, monetize its producing assets and consolidate its share capital in order to facilitate future equity financings.
To date, the Company has offered real estate solutions for lease-to-licensed cannabis producers and processors by building, leasing and managing cannabis and hemp production facilities through membership interests and unsecured loans totaling CAD $ 25,663,915 as of August 31, 2019 in a portfolio of six US-based limited liability entities as further summarized below (each, a “US LLC”).
After a strategic review of its assets, the Company intends to work with management and operators of the various US LLC’s in an effort to directly or indirectly sell such interests or the underlying assets thereof with the exception of Elite Ventures Group, LLC’s (Nevada) hemp related assets located in Nye County, Nevada.
The proposed sale of such assets will require the support and consent of the Company’s creditors. These include an aggregate of US$1,500,000 in promissory notes payable to certain arm’s length parties, which became due and payable on March 31, 2020 and an aggregate of CAD$5,250,000 in senior secured convertible debentures outstanding. The obligations under the debentures are collaterally secured by a general security agreement over all present and after acquired property of the Company; an unlimited guarantee from each of DVG LLC, Elite Ventures Group, LLC, Humboldt Holdings LLC, Ocean Green Management LLC, and Wheeler Park Properties, LLC (collectively, the “Secured LLCs”) collaterally secured by ancillary security agreements; a pledge of equity interest from the Company relating to its equity interests in each Secured LLC; and a first priority deed of trust lien on certain real property held by the Secured LLCs in California, Washington and Nevada (collectively, the “Security”).
To fund the proposed restructuring, the Company intends to consolidate its outstanding shares on a 15 for 1 basis pursuant to which it will issue one (1) post-consolidation share for every fifteen (15) pre-consolidation shares. The board of directors of the Company has fixed January 15, 2019 as the record date for the share consolidation. Following the consolidation, it is expected that the current 171,691,364 common shares currently issued and outstanding will be reduced to approximately 11,446,090 common shares. No fractional shares will be issued in connection with the consolidation with any such fractional shares being rounded to the nearest whole number. Shareholders do not need to take any action with respect to the consolidation. The Company’s transfer agent will send owners of common shares a DRS advice letter in lieu of a share certificate, which will represent the consolidated number of common shares to be received as a result of the consolidation. Until such time, each certificate representing common shares prior to the consolidation will be deemed for all purposes to represent the number of common shares to which the holder thereof is entitled as a result of the consolidation.
To fund the Company’s operations in the short term, it has accepted short term loans totaling $349,900. Following the proposed consolidation, the Company intends to pursue options for an equity financing on terms to be determined.
Pursuant to the policies of the Canadian Securities Exchange, the Company expects to change its name to “Vert Infrastructure Corp” and, effective at the commencement of trading following the share consolidation, is expected to trade its common shares under the new stock symbol “VVV”.
The Company is also considering changes to both its management and board of directors (the “Board”). In the event there are any changes to either the Board or management, the Company will advise shareholders of such change via subsequent news release.
Elite Ventures Group, LLC – 49% Membership Interest
Elite Ventures Group, LLC (“Elite”) is a Nevada limited liability company in which CROP holds a 49% membership interest with an option to increase its membership interest to 83%. Elite owns a 1,012-acre THC Cannabis farm located in Esmerelda County, Nevada (the “Esmerelda Property”) and a 315 acre Hemp CBD farm located in Nye County, Nevada (the “Nye Property”) as well as all infrastructure, buildings, chattels and farming equipment located thereon. Isogenics LLC, Elite’s Esmerelda Property operations partner, holds the THC cultivation, production and distribution licenses registered on the Esmerelda Property (the “Esmerelda License”). The Hempire LLC (“Hempire”), Elite’s Nye Property operations partner, holds a Hemp production license registered on the Nye Property (the “Nye License”). ELITE holds an option to acquire each of the Esmerelda License and the Nye License for US$100 and US$1.00 respectively.
Following the Nevada Hemp crop loss of September 2019, the Company has received a demand letter from Elite’s California off-take partner demanding the return of a CAD$720,000 deposit paid to Elite pursuant to a CBD isolate supply agreement dated May 8, 2019 (the “Supply Agreement”). The demand was issued due to Elite’s and Hempire’s inability to supply 5,000 kilograms of CBD isolate by November 15, 2019. Elite has also received a demand later from two of its former landlords in Nevada totaling US$262,000 and has trade payables in the amount of US$160,000. The debenture holders have a first priority deed of trust lien over the Nye Property.
The Company is currently working with Elite’s management to sell all of Elite’s THC related assets, which proceeds are intended to be used to settle all of its outstanding debts, including all monies owed to the debenture holders under the debentures and an aggregate of $13,639,184 of promissory notes payable to CROP. Elite intends to maintain its Hemp assets and its management is exploring various options to restructure its Hemp-related business operations.
Humboldt Holdings LLC – 49% Membership Interest
Humboldt Holdings LLC (“Humboldt”) is a California limited liability company in which the Company holds a 49% membership interest with an option to increase its membership interest to 70%. Humboldt owns an 8.46 acre THC Cannabis farm located in located in Humboldt County, California (the “Humboldt Property”). The Humboldt Property currently houses a 10,000 square foot greenhouse as well as a barn, garage and residence. On site are five 5,000-gallon water tanks, a well and pump house and a 30 x 60 foot drying shed. Hempire, Humboldt’s Humboldt Property operations partner, holds the THC production license registered on the Humboldt Property (the “Humboldt License”). Humboldt holds an option to acquire the Humboldt License for $1.00.
Hempire has harvested its 2019 THC Cannabis crop and is now assessing inventory of sellable flower, extractable material, filled vape cartridges and packaging. The Company has requested a full inventory report from Hempire so as to ascertain the timeline until it will be able to pay its lease and branding licensing payments. Humboldt has a final property payment of $370,000 due in December of 2019. Hempire has advised Humboldt that its farm employees have been put on leave until further notice. The debenture holders have a first priority deed of trust lien over the Humboldt Property.
The Company is currently working with Humboldt’s management to sell all of Humboldt’s California THC assets, including the Humboldt Property, which proceeds are intended to be used to settle all of its outstanding debts, including an aggregate of $3,274,568 in promissory notes payable to CROP.
Ocean Green Management LLC – 30% Membership Interest
Ocean Green Management LLC (“Ocean Green”) is a California limited liability company in which the Company holds a 30% membership interest. The primary business of Ocean Green was to complete the licensing process for retail locations in various counties that were accepting applications to hold the company’s tenant brands.
The Company has made advances to Ocean Green to fund its operations in the aggregate amount of $73,242. The Company was unsuccessful in being issued any retail cannabis permits and as such is planning to write off its investment in Ocean Green.
Wheeler Park Properties LLC – 49% Membership Interest
Wheeler Park Properties LLC (“Wheeler Park”) is a Washington limited liability company in which the Company holds a 49% membership interest with an option to increase its ownership to 70%. Wheeler Park owns 9 acres of land located in Grant County, Washington (the “Wheeler Park Property”). On site is a state-of-the-art 35,000 square foot cannabis greenhouse complete with hydroponic automation, 500 Gavita HPS grow lights and 5 flowering bays. The Company’s tenant grower, DRGG LLC dba Select Label (“Select Label”), holds a Tier 3 producer/processor license registered on the Wheeler Park Property.
The Company has requested Select Label provide a complete inventory report of the harvest and an update as to Select Label’s intention to derive profits sufficient to pay its lease and branding fees accrued and owing to Wheeler Park in the amount of US$642,000. The Company has also requested Wheeler Park provide an update as to its intentions to cure notices of default on certain of its Washington assets. The debenture holders have a first priority deed of trust lien over the Wheeler Park Property.
The Company is currently working with Wheeler Park’s management to sell all of Wheeler Park’s assets, which proceeds are intended to be used to settle all of its outstanding debts, including an aggregate of $6,507,938 in promissory notes payable to CROP.
DVG LLC – 30% Membership Interest
DVG LLC (“DVG”) is a Washington limited liability company in which the Company holds a 30% membership interest. DVG holds a lease with an option to purchase four acres of land located in Moses Lake, Washington (the “Moses Lake Property”). The Moses Lake Property is zoned for commercial cannabis production.
The Company is currently working with DVG’s management to sell all of DVG’s assets.
Oklahoma Ventures Group, LLC- 49% Membership Interest
Oklahoma Ventures Group, LLC (“OVG”) is an Oklahoma limited liability company in which the Company holds a 49% membership interest. OVG owns the leases, fencing and security equipment at its 20 acre THC Cannabis farm located in Purcell, Oklahoma (the “Purcell Property”). Handmade Cannabis Co. (“Handmade”), OVG’s Purcell Property operations partner, holds a medicinal Cannabis license registered on the Purcell Property.
Both OVG and Handmade have been unresponsive to CROP’s communications, requests and demands. The Company intends to pursue legal action to recuperate CAD $338,225 advanced by CROP to OVG and receive its portion of the 2019 harvest or of OVG’s revenues once the Company is capitalized to do so.
About CROP Infrastructure Corp.
CROP is publicly listed on the CSE and trades under the symbol “CROP”, in the US on the OTC under the symbol “CRXPF”, and on the Frankfurt exchange under the symbol “2FR”. CROP has developed a portfolio of asset investments including; two in Washington State, medical and recreational in California, a 1,012-acre Nevada Cannabis farm and a 315-acre Hemp CBD farm.
Michael Yorke – CEO and Director
Disclaimer for Forward-Looking Information
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation. Forward-looking statements in this news release include, but are not limited to, statements regarding the Company’s: (i) proposed share consolidation, name change and share capital information; (ii) the proposed restructuring including the sale of underperforming assets, monetization of operating assets, and receiving the consent and approval from creditors for the proposed restructuring; and (ii) the Company’s business plan going forward. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: the inability to fund operations as a going concern; inability to market and sell assets; ability of creditors and regulators to delay or prevent the proposed restructuring; general business, economic, competitive, political and social uncertainties; delay or failure to receive shareholder or regulatory approvals; ability of the Company to give effect to its business plan; and the uncertainties surrounding the cannabis industry in North America. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
The CSE (operated by CNSX Markets Inc.) has neither approved nor disapproved of the contents of this news release.
Ayurcann Holdings Corp. (CSE: AYUR) (the “Company” or “Ayurcann”) an integrated Canadian extraction company specializing in the processing of cannabis and hemp for the production of oils and various derivative products, announces the granting of stock options and restricted share units.
The Company has announced that it has granted incentive stock options to directors, officers, employees and consultants of the Company to purchase an aggregate of 1,000,100 common shares under the Company’s Stock Option Plan. Each option is exercisable at a price of $0.16 per common share, expires three years from the date of grant and vest six months from the date of the grant.
The Company has also granted restricted share unit grants, pursuant to the Company’s Restricted Share Unit plan, dated April 1, 2021, totaling 1,548,875 to certain eligible participants.
For further information, please contact:
Igal Sudman, Chairman, Chief Executive Officer and Corporate Secretary
Ayurcann Holdings Corp.
About Ayurcann Holdings Corp.:
Ayurcann is a leading post-harvest solution provider with a focus on providing and creating custom processes and pharma grade products for the adult use and medical cannabis industry in Canada. Ayurcann is focused on becoming the partner of choice for leading Canadian cannabis brands by providing best-in-class, proprietary services including ethanol extraction, formulation, product development and custom manufacturing.
Neither the Canadian Securities Exchange nor its Regulation Services Provider have reviewed or accept responsibility for the adequacy or accuracy of this release.
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A planned business merger between two leading cannabis producers hit a small delay this week as a critical vote got moved.
Keep reading to find out more cannabis highlights from the past five days.
Tilray delays critical shareholder meeting
On Thursday (April 15), Tilray (NASDAQ:TLRY) announced it will be postponing its shareholder vote on the fate of its merger with Aphria (NASDAQ:APHA,TSX:APHA). It will take place on April 30 instead of April 16.
Neither cannabis company offered an explanation for the change. Tilray has asked shareholders to participate in this vote regardless of how many shares they may hold. “Tilray stockholders who have not already voted, or wish to change their vote, are strongly encouraged to do so,” the company said.
This news came days after Aphria shareholders overwhelmingly voted in favor of the business transaction, with a total of 99.38 percent of shareholders voting for the deal to continue. Confirmation from Aphria Chairman and CEO Irwin Simon indicated the partnership was en route to being complete.
This past week Aphria also released financial results for the third quarter of its 2021 fiscal year, in which the firm highlights the overall direction of the company with the Tilray deal.
“We expect to have a tremendous runway for long-term sustainable growth as we build upon our existing foundation in Canada and internationally by increasing the scale of our global operations,” Simon said in a statement.
Cannabis retailer celebrates digital trend
Bidding for the piece, named “Non-Fungible Toke“ started at a price of C$4.20. The retailer plans to donate the proceeds to two charities, Second Harvest and Less.
The latter is designed to counter the carbon footprint of blockchain technology, a common criticism drawn against the rise of NFTs and other novel technologies.
As of 11:00 a.m. EST on Friday (April 16), the NFT bid was up to C$169.11.
Cannabis company news
- The Valens Company (TSX:VLNS,OTCQX:VLNCF) issued its financial report for the first quarter of its 2021 fiscal year. In its results, the company highlights a net revenue uptick of 24.7 percent from the previous quarter, resulting in C$20 million for the period.
- Trulieve Cannabis (CSE:TRUL,OTCQX:TCNNF) closed a public offering of 5 million subordinate voting shares at a price of C$50 each for total gross proceeds of C$287.5 million. The company celebrated its financial position after an offering in January, which will lead to the pursuit of merger and acquisition targets.
- Australis Capital (CSE:AUSA,OTCQB:AUSAF) appointed Jason Dyck as its new chief science officer and chairman of the firm’s scientific advisory board. Dyck previously served as an executive at Aurora Cannabis (NASDAQ:ACB,TSX:ACB), leading the scientific efforts for the cannabis producer. “I look forward to providing AUSA with advice and direction in its scientific efforts towards bringing innovations to market with immediate and significant commercial appeal,” Dyck said.
- Truss Beverage, a cannabis drinks venture co-owned by Molson Coors Beverage Company (NYSE:TAP,TSX:TPX) and HEXO (NYSE:HEXO,TSX:HEXO), released the details of its new lineup of infused beverages. Six new drinks will become available around the summer and are intended to pair with the season.
Don’t forget to follow us @INN_Cannabis for real-time updates!
Securities Disclosure: I, Bryan Mc Govern, hold no direct investment interest in any company mentioned in this article.
Partnerships with Minardi Law , Minorities for Medical Marijuana, CultivatED, and the Georgia Justice Project will include clinics and virtual events across Florida , Georgia , and Massachusetts
Trulieve Cannabis Corp. (CSE: TRUL) (OTCQX: TCNNF) (“Trulieve” or “the Company”), a leading and top-performing cannabis company based in the United States announced today a series of expungment clinics located throughout south and central Florida as well as virtual events in Georgia and Massachusetts . The clinics are part of the Company’s celebration of the 50 th anniversary of 420.
During the month of April, Minardi Law has hosted expungment clinics and will be hosting two more as follows:
- Releaf Patient Appreciation Day, April 17 th ( Valrico )
- First Annual 4/20 Event ( St. Petersburg Beach )
At these clinics, an attorney will be present to review records and see if someone is eligible for a sealing or expungment of their records. As part of the events, Trulieve will be helping cover the costs for finger prints, legal fees, and court costs.
Trulieve is working with Minorities for Medical Marijuana (“M4MM”) to host a 4/20 Expungement Clinic, part of M4MM’s Project Clean Slate. This event will take place on Saturday, April 24, 2021 , from 9:30am – 4:30pm at Riviera Beach City Hall. Anyone seeking to take place in this event is required to register in advance at http://trulieve.cc/expungementpreregistration .
In addition, Trulieve is sponsoring the First Friday Series , a weekly virtual event from the Georgia Justice Project to help Georgia citizens with record restrictions, and is also sponsoring the Fellowship Presentation and Expungement Clinic being offered through CultivateEd and GBLS on Friday, April 23 from 3:00pm – 4:00pm . You can register for the Massachusetts expungement clinic in advance here: HTTPS://BIT.LY/2Q655KK
“Our mission as a company has always been to improve people’s lives,” said Trulieve CEO Kim Rivers . “We’ve always been dedicated to improving the communities we call home. Partnering with Minardi Law , Minorities for Medical Marijuana, Georgia Justice Project and CultivatED on these clinics was a simple decision for us; we encourage anyone seeking help with the expungement process to attend one of these clinics in your own state to start the process.”
For more information about Trulieve and the April expungment clinics, please visit www.Trulieve.com .
Trulieve is primarily a vertically integrated “seed-to-sale” company in the U.S. and is the first and largest fully licensed medical cannabis company in the State of Florida . Trulieve cultivates and produces all of its products in-house and distributes those products to Trulieve-branded stores (dispensaries) throughout the State of Florida , as well as directly to patients via home delivery. Trulieve also has operations in California , Massachusetts , Connecticut and Pennsylvania. Trulieve is listed on the Canadian Securities Exchange under the symbol TRUL and trades on the OTCQX market under the symbol TCNNF.
To learn more about Trulieve, visit www.Trulieve.com .
SOURCE Trulieve Cannabis Corp.
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Seth Rogen’s New Cannabis Brand are Now Available at Apothecarium Dispensaries in San Francisco , Berkeley and Capitola
The Apothecarium is offering cannabis from Houseplant, the cannabis lifestyle brand founded by Seth Rogen and Evan Goldberg at its five California dispensaries. The Apothecarium has three San Francisco locations (Castro, SOMA and Marina ) and one each in Berkeley and Capitola (outside of Santa Cruz ).
“With the vast number of dispensaries in California , we put a lot of effort into identifying the right ones that align with Houseplant’s values,” said Seth Rogen , Co-Founder of Houseplant. “The Apothecarium shares the same commitment to creating a strong consumer experience that we pride ourselves on and we are thrilled to bring our three initial strains to their stores in the Bay Area.”
Houseplant is launching with three flower strains, all of which will be available at The Apothecarium, including: Diablo Wind (sativa), Pancake Ice (sativa) and Pink Moon (indica). Like their founder’s groundbreaking film “Pineapple Express”, Houseplant strains are named after weather phenomena. Each strain will be sold in a custom tin.
“We are so proud to be one of the very first dispensaries in California to offer Houseplant to our customers,” said Ryan Hudson , CEO and co-founder of The Apothecarium. “Seth, Evan and everyone at Houseplant love and respect cannabis as much as we do. We simply cannot wait to share their beautiful and delicious flowers with our guests.”
“We’ve been working with the Houseplant team for more than a year and are grateful to have a partner that shares so many of our values, including an emphasis on cannabis education, quality, reform of cannabis laws and beautifully designed, recyclable packaging.”
“Seth has been hands-on during the process, spending time with our store managers to make sure they know the products and how much care has gone into vetting and selecting the best strains. We think our guests are going to love Houseplant.”
About The Apothecarium
The Apothecarium is recognized as one of the nation’s premier cannabis dispensaries, with an emphasis on education via in-depth one-on-one consultations from highly trained cannabis consultants. The company was founded by three first cousins and two family friends in 2011. Our dispensaries are known for providing educational events that are open to the public at no cost — and for welcoming seniors, first-time dispensary visitors, and people with serious medical conditions. The Apothecarium’s flagship San Francisco dispensary was named the best-designed dispensary in the country by Architectural Digest . Patients and customers may order at our dispensaries or online for pickup or delivery at apothecarium.com [apothecarium.com] .
The Apothecarium is committed to giving back to the communities we serve. We have donated more than $400,000 in cash to community groups and nonprofits — plus more than $300,000 worth of in-kind donations.
All Apothecarium dispensaries continue to implement safety measures to protect guests and team members. Protocols include strict social distancing inside and outside the dispensaries, a mask requirement for everyone inside the dispensaries, no contact check-in procedures and ongoing sanitizing throughout the day.
CA Licenses: C10-0000523-LIC; C10-0000522-LIC; C10-0000515-LIC, C10-0000738-LIC, C10-0000706-LIC
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MISSISSAUGA, Ontario TheNewswire – April 16, 2021 Sire Bioscience Inc. (CSE:SIRE) (OTC:BLLXF) (FSE:BR1B) (CNSX:SIRE.CN) (“SIRE” or the “Company”) announces that Brian Nugent has resigned as a member of the Company’s board of directors (the “ Board ”). It has been a pleasure and a blessing to have worked with Brian Nugent over the past few years, his business acumen and tremendous experience will certainly be missed, SIRE wishes him nothing but the best in all his future endeavors.
About Sire Bioscience
SIRE is headquartered in Mississauga, Ontario with its wholly owned subsidiary PLANTFUEL® based in Denver, Colorado. SIRE is managed by a group of successful entrepreneurs who have extensive experience in the areas of consumer-packaged goods, manufacturing, logistics, and distribution. SIRE is a CPG life science company focused on the plant-based foods and supplements industry.
For additional information contact:
Sire Bioscience Inc.
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