Organic Flower Investments Group Completes Strategic Investment in Agraflora Organics International Inc.
March 22 2019 - 6:09PM
Organic Flower Investments Group Inc. (the
“Company”) is pleased to announce that, further to its
news release dated December 7, 2018 and in connection with its
recent acquisition of all of the issued and outstanding shares of
1180782 B.C. Ltd. d/b/a Delta Organic Cannabis
(“
DOC”), the Company, through its wholly owned
subsidiary DOC, has acquired an additional 44,852,040 common shares
of Agraflora Organics International Inc. (“
Agra”)
(CSE: AGRA) in consideration for a cash payment $20,000,000
pursuant to an equity participation and earn-in agreement (the
“
Earn-In Agreement”) between DOC and
Agra.
To date, DOC has advanced $40,000,000 for
89,704,080 common shares of Agra under the terms of the Earn-In
Agreement. Agra, a growth-oriented and
diversified company focused on the international cannabis industry,
will use the proceeds of the Earn-In Agreement for the development
of a large scale 2.2 million square foot commercial medical
cannabis cultivation operation in Delta, British Columbia. The
retrofit of the 2,200,000 square foot complex has been split into
three phases: Phase 1 includes the retrofit of 350,000 square feet,
including post-production facilities, completion scheduled for Q1
2019; Phase 2 includes an additional 1,450,000 square feet to be
completed by Q4 2019; and the final phase consisting of 400,000
square feet. Initial activities of the retrofit include site
preparation for propagation operations including 250,000 square
feet of flowering area, development of standard operation
procedures and completion of security audit and development of
overall plan, plus ordering of long lead time items and planning
with plant genetic experts in preparation for the first crop.
In addition to an equity interest in Agra itself, DOC will receive
a 20% direct interest in the facility itself.
Additionally, Agra has ownership in several cannabis companies,
including AAA Heidelberg and Propagation Services Canada in Canada,
a large-scale greenhouse project in Australia, and is actively
pursuing other opportunities within the cannabis industry.
Following the completion of the Company’s
acquisition of DOC on March 18, 2019, the Company disposed of
44,852,040 common shares of Agra pursuant to a purchase and sale
agreement resulting in the Company holding nil common shares of
Agra. Immediately following completion of the aforementioned
advance pursuant to the Earn-In Agreement, the Company had control
and direction, through DOC, of 44,852,040 common shares of Agra
representing 10.12% of the issued and outstanding shares of
Agra on a non-diluted basis. The Company acquired
control and direction over the common shares in connection with the
Earn-In Agreement and for investment purposes. The Company
may sell its securities of Agra either on the open market or
through private dispositions in the future depending on market
conditions, reformulation of plans and/or other relevant
factors.
For further information, please contact: Organic Flower
Investments Group Inc. Theo van der Linde, Director Phone:
604-687-2038
THE CANADIAN SECURITIES EXCHANGE HAS NOT REVIEWED
AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ACCURACY OR ADEQUACY OF
THIS RELEASE.
Forward Looking Statements
This news release contains certain
forward-looking information and statements within the meaning of
applicable securities laws. The use of any of the words “expect”,
“anticipate”, “continue”, “estimate”, “may”, “might”, “will”,
“project”, “should”, “believe”, “plans”, “intends” and similar
expressions are intended to identify forward-looking information
and/or statements. Forward-looking statements and/or
information are based on a number of material factors, expectations
and/or assumptions of the Company which have been used to develop
such statements and/or information but which may prove to be
incorrect. Although the Company believes that the expectations
reflected in such forward-looking statements and/or information are
reasonable, undue reliance should not be placed on forward-looking
statements as the Company can give no assurance that such
expectations will prove to be correct. In addition to other factors
and assumptions which may be identified herein, assumptions have
been made regarding, among other things: execution of a definitive
agreement and receipt of all applicable regulatory and shareholder
approvals to complete the Acquisition; satisfaction of conditions
precedent to the completion of the Acquisition and other matters
disclosed in the continuous disclosure filings of the Company from
time to time. The forward-looking information and statements
included in this news release are not guarantees of future
performance and should not be unduly relied upon. Such information
and/or statements, including the assumptions made in respect
thereof, involve known and unknown risks, uncertainties and other
factors that may cause actual results and/or events to differ
materially from those anticipated in such forward-looking
information and/or statements including, without limitation: risks
associated with the uncertainty of obtaining all applicable
regulatory and shareholder approvals and satisfying other
conditions of closing and/or certain other risks detailed from
time-to-time in the Company’s public disclosure documents
(including, without limitation, those risks identified in this news
release and the Company’s’s current management’s discussion and
analysis). Furthermore, the forward-looking statements contained in
this news release are made as at the date of this news release and
the Company does not undertake any obligations to publicly update
and/or revise any of the included forward-looking statements,
whether as a result of additional information, future events and/or
otherwise, except as may be required by applicable securities
laws.
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