VANCOUVER, July 18, 2018 /CNW/ - INVICTUS MD STRATEGIES
CORP. ("Invictus" or the "Company") (TSXV: GENE; OTC: IVITF; FRA:
8IS1) is pleased to announce that further to its news release
dated May 16, 2018, it has
successfully entered into a definitive option agreement with a
Late-Stage Applicant ("OptionCo") under the Access to
Cannabis for Medical Purposes Regulations ("ACMPR") to
acquire 100% (the "Option") of the outstanding shares of
OptionCo from its current shareholders (the "Vendors").
OptionCo has a cannabis production and research facility located
in Delta, British Columbia (the
"Delta Facility"), and an additional property located in
Mission, British Columbia (the
"Mission Location") that is currently awaiting construction
of a 350,000 square foot purpose-built indoor facility, which will
be built in multiple phases with completion set for the fourth
quarter of 2019. The Mission Location is located on 32-acres of
buildable land. The property is eligible for wholesale energy costs
with 38 MG Watt service at the property line, and access to an
ample water supply from underground aquifers.
The Option will be exercisable at the sole option of Invictus
within 30-days of OptionCo notifying the Company that the Delta
Facility has received its license to cultivate under the ACMPR. The
exercise price of the Option (the "Exercise Price") will be
payable by the Company as follows:
a)
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C$2.5 million in
cash, less a C$100,000 deposit already paid by the Company to the
Vendors, to repay agreed upon debts of OptionCo;
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b)
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C$10 million in
common shares of the Company ("Common Shares") issued to the
Vendors on the date (the "Issue Date") that is within 10
business days of exercising the Option, valued at a price per
Common Share being the greater of: (i) C$1.65 per Common Share; and
(ii) the 10-day Volume Weighted Average Trading Price
("VWAP") of the Common Shares on the TSX Venture Exchange
(the "Exchange") immediately prior to the Issue Date with
the following release schedule:
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a. 25% of the Common Shares
on the Issue Date; and
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b.
25% of the Common Shares every 4 months thereafter.
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c)
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investment in the sum
of C$10 million (the "Investment") in cash into OptionCo to
be used for a 50,000 square foot expansion of the Mission Location
and working capital purposes. The Investment will be in the form of
a commitment from the Company and will be paid into OptionCo over
time on an as-needed basis; and
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d)
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C$7 million in Common
Shares issued to the Vendors on the date that is within 10 business
days of the Mission Location receiving its cultivation license
under the ACMPR (the "Mission License Date"), valued at the
10 trading days VWAP on the Exchange immediately prior to the
License Date.
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The Delta Facility has completed its pre-license inspection from
Health Canada and expects to receive its license to cultivate
medical cannabis under the ACMPR in short order.
About Invictus
Invictus owns and operates two cannabis production facilities,
both with sales licenses, under the ACMPR in Canada, with the vision of producing a variety
of high quality and low-cost cannabis products to the global
market, as regulations permit. The Company's wholly owned
subsidiary, Acreage Pharms Ltd. ("Acreage Pharms"), is
located in West-Central Alberta. The Company's 50% owned AB
Laboratories Inc. ("AB Labs"), is located in Hamilton, Ontario. AB Ventures Inc. ("AB
Ventures") owns 100 acres of land near Hamilton, Ontario, to be used for future
cannabis cultivation. Recently, the Company announced that it has
entered into a definitive option agreement to acquire an applicant
("OptionCo") under the ACMPR. Combined, the Company expects
to have approximately 211,000 and 915,000 square feet of cannabis
production capacity by the end of 2018 and 2019, respectively.
Gene Simmons, music legend and
media mogul, conveys the vision of Invictus as the Chief Evangelist
Officer.
The Company's wholly owned subsidiary, Poda Technologies Ltd.
("Poda"), has developed the world's first zero-cleaning
vaporizer system. Poda's fully biodegradable pods are
self-contained, and do not contaminate the vaporizer with odor,
flavor or residue.
Finally, the Company's 82.5% owned Future Harvest Development
Ltd. ("Future Harvest") is a high-quality Fertilizer and
Nutrients manufacturer, based in Kelowna, British Columbia. Future Harvest has
been in operation for over 20 years under the brand Plant Life
Products and Holland Secret.
Invictus' Canadian Production Footprint:
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Square
Footage
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Company
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Phase
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Province
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Current
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31-Dec-18
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31-Dec-19
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Acreage
Pharms
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1
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Alberta
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7,000
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7,000
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7,000
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Acreage
Pharms
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2
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Alberta
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33,000
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33,000
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33,000
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Acreage
Pharms
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3
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Alberta
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90,000
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90,000
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Acreage
Pharms
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4
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Alberta
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270,000
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Total Acreage
Pharms
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40,000
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130,000
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400,000
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AB Labs
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1
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Ontario
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16,000
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16,000
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16,000
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AB Labs
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2
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Ontario
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40,000
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40,000
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Total AB
Labs
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16,000
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56,000
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56,000
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AB
Ventures
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1
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Ontario
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21,000
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21,000
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AB
Ventures
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2
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Ontario
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84,000
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Total AB
Ventures
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21,000
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105,000
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OptionCo
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1
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British
Columbia
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4,000
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54,000
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OptionCo
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2
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British
Columbia
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300,000
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Total
OptionCo
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4,000
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354,000
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Total
Combined
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56,000
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211,000
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915,000
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For more information, please visit www.invictus-md.com.
On Behalf of the Board,
Dan Kriznic
Chairman & CEO
Jessica Martin
Vice President, Public Relations and Regulatory Affairs
(647) 828-9655
Cautionary Note Regarding Forward-Looking Statements: This
release includes certain statements and information that may
constitute forward-looking information within the meaning of
applicable Canadian securities laws or forward-looking statements
within the meaning of the United States Private Securities
Litigation Reform Act of 1995. All statements in this news release,
other than statements of historical facts, including statements
regarding future estimates, plans, objectives, timing, assumptions
or expectations of future performance, including the potential
acquisition of OptionCo pursuant to the exercise of the Option, and
the potential production capacity of OptionCo, AB Labs, AB Ventures
and Acreage Pharms, are forward-looking statements and contain
forward-looking information. Generally, forward-looking statements
and information can be identified by the use of forward-looking
terminology such as "intends" or "anticipates", or variations of
such words and phrases or statements that certain actions, events
or results "may", "could", "should", "would" or "occur".
Forward-looking statements are based on certain material
assumptions and analysis made by the Company and the opinions and
estimates of management as of the date of this press release,
including that the Company will be successful in exercising the
Option and obtaining TSX Venture Exchange approval of the
acquisition, that OptionCo and AB Labs will be successful in
reaching their potential production capacity, OptionCo, AB Ventures
and Acreage Pharms' production facilities will be completed as
anticipated, regulatory approval will be granted as anticipated,
OptionCo and AB Labs will reach full production capacity on the
timeline anticipated by the Company, OptionCo will be granted its
first and second licenses, AB Labs will be granted its secondary
license on the terms and timeline anticipated by the Company, no
unforeseen construction delays will be experienced, and OptionCo
and Acreage Pharms will be granted its sales license under the
ACMPR on the terms and timeline anticipated by the Company,.
These forward-looking statements are subject to known and unknown
risks, uncertainties and other factors that may cause the actual
results, level of activity, performance or achievements of the
Company to be materially different from those expressed or implied
by such forward-looking statements or forward-looking information.
Important factors that may cause actual results to vary, include,
without limitation, the Company will not complete the
acquisition of OptionCo, OptionCo and AB Labs will not be
successful in reaching its potential production capacity, OptionCo,
AB Ventures and Acreage Pharms' production facilities will not be
completed as anticipated, construction delays, regulatory approval
will not be granted as anticipated and therefore, the anticipated
timing of OptionCo and AB Labs reaching full production capacity
will be delayed, AB Labs will not be granted their secondary
license, OptionCo will not be granted its first and second
licenses and OptionCo and Acreage Pharms will not be granted its
sales license under the ACMPR, and licenses or approvals being
granted on terms or timelines that are materially worse than
expected by the Company. Although management of the Company
has attempted to identify important factors that could cause actual
results to differ materially from those contained in
forward-looking statements or forward-looking information, there
may be other factors that cause results not to be as anticipated,
estimated or intended. 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 and forward-looking information. Readers
are cautioned that reliance on such information may not be
appropriate for other purposes. The Company does not undertake to
update any forward-looking statement, forward-looking information
or financial out-look that are incorporated by reference herein,
except in accordance with applicable securities laws.
Neither the 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.
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SOURCE Invictus MD Strategies