For Immediate Release April 2, 2018
HADLEY COMPLETES ACQUISITION OF ACMPR LICENSE APPLICANT AND RELATED
PROPERTY ACQUISITION, SET TO BEGIN TRADING UNDER SYMBOL “EASY”
Vancouver, B.C., April 2, 2018 – Hadley Mining Inc. (CSE: HM) (Frankfurt: 39H) (the “Company”) is
pleased to announce that, further to its press releases dated June 23, 2017, August 15, 2017 and November
6, 2017, the Company has completed its previously announced acquisition of an application for a license
under Access to Cannabis for Medical Purposes Regulations (Canada) (“ACMPR”), indirectly through the
acquisition of 10161233 Canada Ltd. (the “Acquisition”) as well as the purchase of the 290 acre property
to which ACMPR license application relates (the “Property”). The Company has also changed its name
from Hadley Mining Inc. to “Speakeasy Cannabis Club Ltd.”. The Company expects to commence trading
on the Canadian Securities Exchange (“CSE”) on April 4, 2018 under the symbol “EASY”. The company
will also update their Frankfurt trading symbol, WKN and ISIN number once available.
Acquisition
As previously announced, under the provisions of the Acquisition, the Company acquired all of the issued
and outstanding securities of 10161233 Canada Ltd. (the “Target”) in consideration of the issuance of
12,000,000 common shares of the Company (the “Payment Shares”). The Target is now a wholly owned
subsidiary of the Company. 8,000,000 of the Payment Shares are subject to escrow pursuant to the policies
of the CSE and will be released from escrow based on the passage of time, such that 10% of the securities
were released on closing and the balance will be released in six equal tranches of 15% every six months
thereafter.
The Target holds an application for a license under the ACMPR which has successfully advanced past the
review stage and is currently in the issuance of license to produce stage of the licencing process.
When the application is approved by Health Canada and a license to cultivate is granted, the Company will
issue a further 6,000,000 shares to Marc Geen, one of the vendors of the Target, and 500,000 shares to
Anthony Jackson. Additionally, when the sales license is granted by Health Canada the Company will issue
4,000,00 shares to Marc Geen and 500,000 shares to Anthony Jackson.
The Target’s fully completed 10,000 square foot facility is currently capable of producing 1,100 Kg and is
located on 290 acres in the Agricultural Land Reserve in Rock Creek, British Columbia. The Property was
also acquired by the Company, indirectly through the Target, in consideration of the payment of $2,000,000
in cash to a private entity previously affiliated with the Target.
The Target has commenced an 80,000 square foot expansion on the Property that includes growing,
extraction and genetic facilities that will be capable of producing more than 10,000 kg annually.
Upon the completion of the closing of the Acquisition, the Company issued 1,000,000 common shares to
1141582 B.C. Ltd. (the “Finder”) pursuant to a finder’s fee agreement dated July 4, 2017 entered into in
association with the Acquisition. These shares are subject to a hold period under securities laws ending on
July 27, 2018. Additionally, the Finder is entitled to a further 1,000,000 common shares upon the granting
of a license to cultivate to the Target and a further and final 1,000,000 common shares upon the granting
of a license to sell to the Target.
Capitalization
Following completion of the Acquisition, the Company now has 42,760,868 issued and outstanding common
shares. Assuming that all of the outstanding options and warrants of the Company were exercised, but prior
to the issuance of any bonus or finder shares relating to the issuance of the cultivation or sales licenses,
the Company would have 62,215,397 common shares outstanding on a fully diluted basis. Once the
cultivation and sales licenses are issued, the Company would have 75,215,397 common shares
outstanding on a fully diluted basis.
Details of the Acquisition and related purchase of the Property are contained in the Company’s listing
statement dated March 31, 2018 which will be filed on the Company’s profile on www.sedar.com and the
website of the CSE at www.thecse.com.
Changes to Board and Management
Following the completion of the Acquisition, Quinn Field-Dyte resigned as President and Chief Executive
Officer of the Company and as director, Von Torres resigned as Chief Financial Officer of the Company
and as director and Jeremy Andrew resigned as a director.
Marc Geen, President and a founder of the Target has been appointed as the Company’s President and
CEO and Anthony Jackson has been appointed as the Company’s Chief Financial Officer and Corporate
Secretary.
The Company’s board of directors has been reconstituted and now comprises, Marc Geen, Mervyn Geen,
who shall serve as the board’s chairman, Anthony Jackson, Jeremy Ross and Alexander Kaulins.
Grant of Options
A total of 1,605,000 incentive stock options were granted to directors, officers and consultants of the
Company pursuant to its stock option plan. The options are exercisable at a price of $0.95 per share for a
period of five years.
ON BEHALF OF HADLEY MINING INC.
(signed) “Marc Geen Chief Executive Officer
