ICC Labs Announces Update to Terms of Investment with Strategic European Partner
March 28 2018 - 12:56PM
ICC Labs Inc. (“
ICC Labs” or the
“
Company”) (TSX-V:ICC) (Frankfurt:2Q9) is pleased
to provide an update on its previously announced proposed strategic
investment in
Global Group Kalapa S.L. (“KALAPA”),
a private company headquartered in Barcelona.
In accordance with a term sheet signed by ICC
Labs and KALAPA, ICC Labs intends to acquire an initial 25% equity
stake in KALAPA at an agreed upon valuation for KALAPA of
€3,500,000 to be paid with a combination of cash, pure CBD produced
by ICC Labs, and common shares of ICC Labs valued at an agreed upon
price per common share of Cdn.$1.40. The allocation of the
consideration is to be determined by the parties pursuant to a
definitive acquisition agreement.
In addition, ICC Labs will be granted an option
to acquire the remaining 75% of KALAPA at the same valuation prior
to the end of 2018 in a combination of cash and securities of ICC
Labs.
The closing of the investment remains subject
customary closing conditions, including approval of the TSX Venture
Exchange (the “TSX-V”), negotiating and entering
into definitive transaction documents and the completion of due
diligence.
ABOUT GLOBAL GROUP KALAPA
S.L.
Global Group Kalapa SL is a holding company
based in Barcelona, Spain. It is owner of Kalapa Clinic - the first
pan-European medical consultancy specializing in treatments with
cannabinoids - as well as of KSK Labs, a producer and manufacturer
of products based on CBD. Kalapa furthermore is a joint venture
partner in other projects with medicinal cannabis, one of them
being CanPharma, an applicant for an import and distribution
license in Germany.
ABOUT ICC LABS INC.
ICC Labs is a fully licensed producer and
distributor of medicinal cannabinoid extracts, recreational
cannabis and industrial hemp products in Uruguay as well as a fully
licensed producer of medicinal cannabis in Colombia. The Company
has active operations in Uruguay, and is focused on becoming the
worldwide leading producer of cannabinoids extracts, giving support
and promoting the responsible use for medicinal purposes, backed by
scientific research and innovation, while following strict
compliance and the highest standards for quality and safety.
For more information, please visit
www.icclabs.com.
Contact:ICC Labs Inc.Alejandro Antalich, Chief
Executive Officer t: 598-2900-0000e: ir@icclabs.com
Neither the TSX-V nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX-V) accepts responsibility for the adequacy or accuracy of this
release.
Certain statements in this press release
constitute forward-looking information. All statements other than
statements of historical fact contained in this press release,
including, without limitation, those regarding the Company’s future
production and sales, results of operations, strategy, plans,
objectives, goals and targets, and any statements preceded by,
followed by or that include the words “believe”, “expect”, “aim”,
“intend”, “plan”, “continue”, “will”, “may”, “would”, “anticipate”,
“estimate”, “forecast”, “predict”, “project”, “seek”, “should” or
similar expressions or the negative thereof, are forward-looking
statements. These statements are not historical facts but instead
represent only the Company’s expectations, estimates and
projections regarding future events. These statements are not
guarantees of future performance and involve assumptions, risks and
uncertainties that are difficult to predict. Therefore, actual
results may differ materially from what is expressed, implied or
forecasted in such forward-looking statements.
Additional factors that could cause actual
results, performance or achievements to differ materially include,
but are not limited to: the Company’s ability to complete the
transactions contemplated by the Term Sheet on the terms disclosed
herein or at all, inaccuracies in the information that KALAPA has
provided to the Company with respect to its business and
operations, an inability of the Company to integrate KALAPA into
its operations, and receipt of the requisite regulatory approvals
required to complete the transactions, including of the TSX-V and
various import/export agencies. Additional information identifying
risks and uncertainties is contained in the Company’s filings with
Canadian securities regulators, and available at www.sedar.com.
Management provides forward-looking statements because it believes
they provide useful information to investors when considering their
investment objectives and cautions investors not to place undue
reliance on forward-looking information. Consequently, all of the
forward-looking statements made in this press release are qualified
by these cautionary statements and other cautionary statements or
factors contained herein, and there can be no assurance that the
actual results or developments will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on, the Company. These forward-looking
statements are made as of the date of this press release and the
Company assumes no obligation to update or revise them to reflect
subsequent information, events or circumstances or otherwise,
except as required by law.