WeedMD Inc. (TSXV:AMN.P) (formerly Aumento Capital V Corporation (“ACC”)) (the “Company”), is pleased to announce that it has closed its previously announced business combination (the “Transaction”) with WeedMD Rx Inc. (“RX”). The Transaction consisted of the acquisition by the Company of all of the issued and outstanding securities in the capital of RX by way of a three-cornered amalgamation, pursuant to which a wholly-owned subsidiary of the Company amalgamated with RX.
Pursuant to the Transaction, each RX shareholder received 1.25 common shares in the capital of the Company for each RX common share held, resulting in the issuance of an aggregate of 58,577,376 common shares of the Company to shareholders of RX. As part of the Transaction, warrants, compensation options and stock options of RX were replaced with common share purchase warrants, compensation options and stock options of the Company with adjustments to their exercise or conversion terms to reflect the exchange ratio for the RX common shares under the Transaction, resulting in the issuance of: (i) common share purchase warrants exercisable to purchase up to 14,888,486 common shares at an exercise price of $0.80 per share; (ii) stock options exercisable to purchase up to 3,312,500 common shares at an exercise price of $0.60 per share; and (iii) 440,000 compensation options exercisable into units at an exercise price of $0.60 per unit, with each unit comprised of a common share and one-half of one warrant, with each whole warrant exercisable into a common share at an exercise price of $0.80.
As part of the Transaction, the Company changed its name from “Aumento Capital V Corporation” to “WeedMD Inc.”.
As a result of the Transaction, RX is now a wholly-owned subsidiary of the Company, and the Company will continue the business of RX which is licensed under the Access to Cannabis for Medical Purposes Regulations to cultivate marijuana seeds and plants and dried marijuana product from its facilities located in Aylmer, Ontario. RX has applied for an amendment to its ACMPR license to allow for the sale of plants/dried materials (the “Sales License”). RX has completed the review and inspection process with Health Canada with respect to the Sales License. Upon RX satisfying any further documentary or other requests of Health Canada, WeedMD expects to receive its Sales License in the second quarter of 2017. There are no mandated timelines in the ACMPR for the license review process.
Prior to the Transaction, ACC was a Capital Pool Company (as defined under the policies of the TSX Venture Exchange (the “Exchange”)), and had not commenced commercial operations and had no assets other than cash. The Transaction constituted ACC’s “Qualifying Transaction”, as such term is defined in Policy 2.4 of the Exchange.
Final acceptance of the Transaction will occur upon the issuance of a Final Exchange Bulletin by the Exchange. Upon issuance of the Final Exchange Bulletin, the Company will cease to be a Capital Pool Company and will recommence trading on the Exchange as a Tier 1 life sciences issuer. Trading in the common shares of the Company will begin on the Exchange on April 27, 2017 under the symbol “WMD”.
Following the completion of the Transaction (on a post-acquisition basis), the Company has a total of 60,517,058 common shares outstanding, as well as: (i) common share purchase warrants exercisable to purchase up to 14,888,486 common shares at an exercise price of $0.80 per share; (ii) stock options exercisable to purchase up to 3,497,332 common shares at an exercise price of $0.60 per share; (iii) 440,000 compensation options exercisable into units at an exercise price of $0.60 per unit, with each unit comprised of a common share and one-half of one warrant, with each whole warrant exercisable into a common share at an exercise price of $0.80; and (iv) 1,125,000 common shares issuable to certain officers of the Company upon RX receiving the Sales License (the “Compensation Shares”).
An aggregate of 23,388,441 common shares are subject to escrow pursuant to Exchange escrow requirements (not including the Compensation Shares which will also become subject to escrow upon issuance).
As a result of the closing of the Transaction, the directors and executive officers of the Company are now:
Michael Kraft Chairman
Bruce Dawson-Scully Chief Executive Officer and Director
Keith Merker Chief Financial Officer and Director
Luc Duchesne Chief Scientific Officer
Gail Paech Director
David Danziger Director
Rick Moscone Director
Further details about the Transaction and the Company as the resulting issuer from the Transaction are available in the filing statement of ACC dated March 31, 2017 filed in respect of the Transaction which has been filed under ACC’s profile on SEDAR at www.sedar.com. The summary of the Transaction set out herein is qualified in its entirety by reference to the description of the Transaction in the filing statement.
This press release contains forward-looking information based on current expectations. Statements about the date of trading of the Company’s common shares on the Exchange and final regulatory approvals, among others, are forward-looking information. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Chief Financial Officer
519-765-2440 Ext. 222
Some pretty important news out of health and wellness; beverage and natural products company BevCanna Enterprises Inc. (CSE:BEV, Q:BVNNF, FSE:7BC) this week. For those of you following the Company with us, stay tuned.
As investors continue to prioritize cannabis opportunities in the US, market watchers expect mergers and acquisitions (M&A) to play a role in the future for Canadian companies.
A consolidation trend has been expected in the Canadian cannabis space for some time now based on the size of the market compared to the number of operations in the country.
BioHarvest Sciences Inc. Unveils the Unique Polyphenolic Content of Its Upcoming Olive-Based Nutraceutical
The product will include polyphenols known to have significant health benefits.
BioHarvest Sciences Inc. (CSE: BHSC) (“BioHarvest” or the “Company”) has reached an important milestone in its development program of additional Nutraceuticals. The olive-based Nutraceutical product scheduled for market availability in the second half of 2022 will contain the following unique matrix of polyphenols: hydroxytyrosol, trosol, and verbascoside. These compounds are the major polyphenols in naturally grown olives and are responsible for the high antioxidant activity of olives and olive oil. Importantly, the BioHarvest olive-based Nutraceutical product will provide all the benefits of olives and olive oil with a low calorie count per serving.
Cresco Labs (CSE:CL) (OTCQX:CRLBF) (“Cresco” or the “Company”), one of the largest vertically integrated multistate cannabis operators in the United States, announced today that it will report financial results for the fourth quarter and full year ended December 31 st , 2020 on Thursday March 25 th , 2021 before the market opens.
The Company will host a conference call and webcast to discuss its financial results and provide investors with key business highlights on Thursday March 25 th , 2021 at 8:30am Eastern Time (7:30am Central Time).
Canopy Growth to Participate in BofA Securities Virtual Consumer & Retail Technology Conference on March 11, 2021
Canopy Growth Corporation (TSX: WEED) (NASDAQ: CGC) (“Canopy Growth” or “the Corporation”) announced today that EVP & CFO Mike Lee will be participating in a fireside chat at the BofA Securities Virtual Consumer & Retail Technology Conference on Thursday, March 11, 2021 at 9:30am ET .