Vancouver, BC -- July 20, 2018 -- InvestorsHub NewsWire -- INVICTUS
MD STRATEGIES CORP. (“Invictus” or the “Company”) (TSXV: GENE; OTC: IVITF; FRA: 8IS1)
is pleased to announce that it has
entered into a binding letter of intent (“LOI”) to
acquire 100% (the “Acquisition”) of the issued and
outstanding shares of a medical clinic and cannabis retail company
(“Clinic and Retail Co”) that operates medical
clinics in, Alberta, and is awaiting final review and approval for
a retail cannabis license from the Alberta Gaming and Liquor
Commission (“AGLC).
The
medical clinics’ patient-first business model features educators
and physicians on-site to educate patients about medical cannabis
and how to access it safely in Canada. In four easy steps, patients
can see a physician, access educational support, and register with
a licensed producer to begin receiving product. The cannabis clinic
has 3,400 patients registered under Access to Cannabis for Medical
Purposes Regulations (“ACMPR”), providing a direct
channel to Invictus owned Licensed Producers
(“LPs”), fully licensed under
ACMPR.
Invictus’ multifaceted sales approach to
cannabis is defined by five pillars of distribution as
follows:
- Medical cannabis
through business to customer sales, as permitted by the
ACMPR;
- Sales agreements
with government agencies to supply the adult recreational market in
Canada, as evidenced by the recent Memorandum of Understanding with
British Columbia, with other provinces to follow
suit;
- Distribution
agreements beyond Canada's borders, starting with Germany in 2018,
as announced in recent press release, dated June 19,
2018;
- LP to LP
partnerships working together with other LP’s to tap into their distribution channels, such
as our subsidiary AB Laboratories Inc.’s (“AB
Labs”) partnership with Canopy Growth Corporation (TSX:
WEED); and
- Retail stores in
Western Canada with the initial launch of our flagship retail store
that will commence operations upon Clinic and Retail Co receiving
final licensing from the AGLC and will feature our lifestyle brands
and locally grown product from Acreage Pharms Ltd. (“Acreage
Pharms”), in Alberta.
Under
the terms of the LOI, the purchase price includes an upfront cash
payment of $500,000 paid on closing, and $750,000 in common shares
of Invictus on closing based on the 3-day volume weighted average
price (“VWAP”) of the Company prior to the Closing
Date. In addition, future consideration will be paid based on the
achievement of certain performance milestones. The performance
milestones include certain patient metrics and the establishment of
additional medical clinics and retail locations.
The
closing of the Acquisition (the “Closing Date”)
shall take place on or before August 31, 2018. Within 30 days of
the Closing Date, the two executive officers (“the
Officers”) of Clinic and Retail Co will enter into
a management services agreement (“MSA”) to operate
the day-to-day operations of the retail business, and to open more
retail storefronts and expand operations. In addition, Invictus
will provide a capital commitment of $2,000,000 (the
“Investment”) for expansion of the existing
medical clinic business, retail storefront construction, and
working capital purposes, to be funded over time, as
required.
Dan
Kriznic, Chairman and CEO commented “The industry is now shifting
to a focus on brands and distribution. There are talks of a
shortage of supply during the first 18 months after Canada
legalizes cannabis recreationally and we are fortunate to have
approximately 100,000 square feet of production space with an
additional 100,000 square feet by the end of 2018 ready for this
demand. We continue to see a need to support the medical market as
more and more seniors are requesting information about cannabis.
The acquisition of Clinic and Retail Co fits within our 5 pillar
Sales and Distribution Strategy and will be an integral part of our
operations moving forward. We have started down the path with the
Authentic Brands Group with regards to our overall medical and
lifestyle brands, which we will be launching in the coming weeks
and months.”
For
more information, please visit www.invictus-md.com.
On
Behalf of the Board,
Dan
Kriznic
Chairman and CEO
Jessica
Martin
Vice
President, Public Relations and Regulatory
Affairs
(647)
828-9655
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 (the
“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:
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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