NEW YORK, Nov. 13, 2018 /PRNewswire/ -- MTech Acquisition
Corp. (NASDAQ: MTEC) ("MTech"), the first US-listed Special Purpose
Acquisition Company focused on acquiring a business ancillary to
the cannabis industry, and MJ Freeway LLC ("MJ Freeway"), a leading
seed-to-sale technology provider and developer of the cannabis
industry's first enterprise resource planning platform, today
announced "Akerna" as the name of the Nasdaq-listed public company
following the consummation of the proposed merger of MTech and MJ
Freeway. MTech and MJ Freeway also announced that they will
be attending the largest cannabis conference and expo in the world,
The Marijuana Business Conference and Exposition ("MJBizCon"),
taking place from November 14-16,
2018, at the Las Vegas
Convention Center in Las Vegas,
Nevada.
The companies' presence at the conference includes two
booths:
- Booth # 1849 will showcase the MJ Platform® technology with
four interactive experiences highlighting how seed-to-sale data can
enable better business performance
- Booth # 2019 will feature Akerna, the company that will be
created by the proposed merger of MTech and MJ Freeway.
Scott Sozio, Chief Executive
Officer of MTech says, "Today's announcement of Akerna marks a key
milestone in the merger process. The name Akerna with 'kern' at its
center has dual meanings that are significant, both as the core of
a computer's operating system and its relationship to agriculture
and growth. This new name reflects the full scope of MTech and MJ
Freeway's goals of providing the technology infrastructure for the
cannabis industry while pursuing an aggressive growth strategy of
accretive acquisition opportunities."
Jessica Billingsley, CEO &
Co-Founder of MJ Freeway, commented, "MJBizCon Vegas is an event MJ
Freeway's participated in for many years, and we are excited Akerna
is now a part. When we started the company, our core focus was on
providing compliance and technology solutions to the new cannabis
market. With this proposed merger, we believe we will have the
capital resources to expand and position ourselves as the dominant
market leader in the cannabis SaaS space through a combination of
continued organic growth and strategic acquisitions."
Leadership from both MTech and MJ Freeway will be onsite for
investor and press meetings.
As previously announced, MJ Freeway has entered into definitive
agreements for a proposed merger with MTech.
About MJ Freeway
Founded in 2010, MJ Freeway is a leading cannabis technology
company that creates and sells software, consulting and data
solutions for cannabis businesses and government agencies,
including cultivation management, point of sale, patient
management, inventory tracking systems, and regulatory compliance
reporting and monitoring. MJ Freeway serves domestic clients
in 29 states and the District of
Columbia, as well as international clients in Australia, Canada, Chile, Colombia, Denmark, New
Zealand, South Africa,
Spain, Switzerland and Uruguay. Its regulatory
software platform to state government regulatory agencies, Leaf
Data Systems®, and seed-to-sale tracking software platform to
commercial private businesses, MJ Platform®, have processed more
than $13 billion in medicinal and
recreational cannabis sales to date.
About MTech Acquisition Corp.
MTech Acquisition Corp. is a blank check company formed in
September 2017 for the purpose of
acquiring, through a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization, recapitalization,
exchangeable share transaction or other similar business
transaction, one or more businesses or assets. MTech's efforts to
identify a prospective target business will not be limited to a
particular industry or geographic region, although it intends to
focus its search on companies ancillary to the cannabis industry,
with a particular sector focus that includes compliance, business
intelligence, brand development and media. MTech is led by Chairman
Steven Van Dyke and Chief Executive
Officer Scott Sozio.
Forward Looking Statements
Certain statements made in this release are "forward looking
statements" within the meaning of the "safe harbor" provisions of
the United States Private Securities Litigation Reform Act of 1995.
When used in this press release, the words "estimates,"
"projected," "expects," "anticipates," "forecasts," "plans,"
"intends," "believes," "seeks," "may," "will," "should," "future,"
"propose" and variations of these words or similar expressions (or
the negative versions of such words or expressions) are intended to
identify forward-looking statements. These forward-looking
statements are not guarantees of future performance, conditions or
results, and involve a number of known and unknown risks,
uncertainties, assumptions and other important factors, many of
which are outside MJ Freeway's control, that could cause actual
results or outcomes to differ materially from those discussed in
the forward-looking statements. Important factors, among others,
that may affect actual results or outcomes include: the inability
to obtain MTech stockholder approval of the business combination
with MJ Freeway; the inability to complete the transaction
contemplated by the merger agreement governing such business
combination because of failure of closing conditions or other
reasons; the inability to recognize the anticipated benefits of the
proposed business combination, which may be affected by, among
other things, the amount of cash available following any
redemptions by MTech stockholders; the ability of the new public
company formed for the proposed MJ Freeway-MTech business
combination ("Pubco") to meet the listing standards of The Nasdaq
Stock Market following the consummation of the transactions
contemplated by the merger agreement; costs related to the proposed
business combination; MJ Freeway's ability to manage growth; the
reaction of MJ Freeway's customers and suppliers to the business
combination; Pubco's ability to identify and integrate other future
acquisitions; rising costs adversely affecting MJ Freeway's
profitability; adverse changes to the legal environment for the
cannabis industry; and general economic and market conditions
impacting demand for MJ Freeway's products and services. See
the risk factors that have been disclosed in the registration
statement on Form S-4 that was filed with the U.S. Securities and
Exchange Commission on November 6,
2018 for additional risks associated with the business
combination. None of MTech, Pubco or MJ Freeway undertakes
any 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.
Additional Information
For additional information on the proposed transaction, see
MTech's Current Report on Form 8-K, which was filed with the SEC on
October 11, 2018.
Investors and security holders of MTech are advised to read the
draft of the registration statement, the preliminary proxy
statement and amendments thereto, and, when available, the
prospectus and the definitive proxy statement in connection with
MTech's solicitation of proxies for its special meeting of
stockholders to be held to approve the proposed transaction because
the proxy statement/prospectus will contain important information
about the proposed transaction and the parties to the proposed
transaction. The definitive proxy statement/prospectus will be
mailed to stockholders of MTech as of a record date to be
established for voting on the proposed transaction. Stockholders
will also be able to obtain copies of the registration statement
and proxy statement/prospectus, without charge, once available, at
the SEC's website at www.sec.gov or by directing a request to:
MTech Acquisition Corp, c/o MTech Sponsor LLC, 10124 Foxhurst
Court, Orlando, Florida 32836.
Participants in the Solicitation
MTech, Pubco, MTech's sponsor, and their respective directors,
executive officers, other members of management, and employees,
under SEC rules, may be deemed to be participants in the
solicitation of proxies of MTech's stockholders in connection with
the proposed transaction. Investors and security holders
may obtain more detailed information regarding the names and
interests in the proposed transaction of MTech's directors and
officers in MTech's filings with the SEC, including MTech's final
prospectus for its initial public offering dated as of January 29, 2018 and that was filed with the SEC
on January 30, 2018, and MTech's
Quarterly Reports on Form 10-Q, which were filed with the SEC on
May 15, 2018 and August 8, 2018, and such information is also in
the Registration Statement on Form S-4 filed with the SEC on
November 6, 2018 which includes the
proxy statement/prospectus of MTech for the proposed
transaction.
No Offer or Solicitation
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which the offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
Media Contact:
Jon Goldberg
KCSA Strategic Communications
Tel. 212.896.1282
Email: jgoldberg@kcsa.com
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SOURCE MTech Acquisition Corp.