Invictus Announces Definitive Option Agreement with Late-Stage Application under the ACMPR
July 18 2018 - 11:42AM
InvestorsHub NewsWire
Invictus Announces Definitive Option Agreement with
Late-Stage Application under the
ACMPR
Vancouver, BC
-- July 18, 2018 -- InvestorsHub NewsWire -- 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:
- 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;
- 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:
- 25% of the Common Shares on the Issue Date;
and
- 25% of the Common
Shares every 4 months thereafter.
- 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
- 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.
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:
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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