Press Release: International Cannabis Signs Definitive Agreement to Acquire 49.9% of International Asset and Licence Portfolio From Wayland Group
12:05 am ET April 23, 2019 (Dow Jones) Print
International Cannabis Signs Definitive Agreement to Acquire 49.9% of International Asset and Licence Portfolio From Wayland Group
VANCOUVER, British Columbia, April 23, 2019 (GLOBE NEWSWIRE) -- ICC International Cannabis Corp. (CSE: WRLD.U)(FWB: 8K51)(OTC: WLDCF) ("ICC" or "International Cannabis" the "Company") is pleased to announce that the Company has signed a definitive agreement to acquire 49.9% of Wayland Group Corp.'s (CSE: WAYL)(FWB: 75M)(OTCQB: MRRCF) ("Wayland") international asset and license portfolio. The terms of the definitive agreement are consistent with the Letter of Intent ("LOI") announced on January 15, 2019.
Under the terms of the definitive agreement, International Cannabis will issue Wayland 300,000,000 shares in the capital of ICC, representing approximately 38% of the current outstanding ICC shares on a fully diluted basis.
Under the proposed transaction, Wayland also will enter into a three-year supply agreement with ICC that will supply ICC with 10,000kg annually of EU-GMP compliant dried cannabis flower grown at Wayland's EU-GMP certified Langton, Ontario licensed production facility. The aggregate of 30,000,000 grams will be destined for high value distribution channels in the European medical marketplace, with an approximate economic benefit to ICC upwards of 8 Euro per gram.
Prior to closing, Wayland's international asset and license portfolio will be reorganized into "Wayland International," a subsidiary which will be jointly owned and operated by ICC and Wayland. Wayland will retain the right to appoint the board of directors and management of the Wayland international subsidiary.
David Shpilt, Chief Executive Officer of ICC stated: "This is a landmark acquisition for International Cannabis. Wayland has assembled an international portfolio of strategic and high-value assets across all of the cannabis value chain. Wayland's achievements to date, to which ICC will bring capital and operational ability is highlighted by the Company's selection in the German tender process for domestic cultivation through its joint venture with DEMECAN GmbH.
"Together, ICC and Wayland boast operations in 18 distinct geographies, all with a central function to supply high quality cannabis to the global market. Equipped with experienced cross-functional teams, healthy treasuries, and the most robust licence and asset portfolio in the industry, the companies will collectively champion the global consumer's THC/CBD experience."
The Companies expect to realize material synergies from this transaction, resulting in accelerated revenues, as well as the continued enhancement of shareholder value. International Cannabis and Wayland will capitalize on economies of scale to develop optimized production and distribution strategies, develop and license a house of brands, and gain market share with an early adopter status in new and emerging cannabis markets and verticals.
The proposed transaction with Wayland remains subject to conditions to closing, including receipt of any applicable third party, securityholder and regulatory consents and approvals, the completion of a reorganization of Wayland's international business and the receipt by each of ICC and Wayland of fairness opinions from their respective financial advisors and other customary conditions to closing a transaction of this nature. A copy of the definitive agreement will be filed under Wayland's profile on SEDAR at www.sedar.com.
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