DENVER, August 24, 2021 (GLOBE NEWSWIRE) – Mydecine Innovations Group Inc. (NEO: MYCO) (OTC: MYCOF) (“Mydecine” or the “society“), Is pleased to announce that its management information circular (the”Information circular“) And related meeting and voting documents for the annual general meeting and special meeting of shareholders of the company, which will be held virtually on Monday, September 20, 2021 at 11:00 am (Pacific time) (the”To meet“).
The purpose of the general meeting is, among other things, the previously announced spin-off transaction of the company (the “transaction“) By way of a court-approved settlement arrangement under the Business Corporations Act (British Columbia) under an amended and rewritten agreement dated August 9, 2021 (the”Arrangement agreement“) Between Mydecine and Alt House Cannabis Inc. (“Spinco“). Spinco is a wholly owned subsidiary of Mydecine that was recently incorporated for the purpose of the transaction. As part of the transaction, Mydecine will transfer all of Spinco’s shares to: (i) 1176392 BC Ltd; (ii) Alternative Distribution Company, LLC; (iii) Drink Fresh Water, LLC; (iv) Tealief Brands, LLC; (v) Relyfe Brands, LLC; (vi) We are Kured, LLC; and (vii) Trellis Holdings Oregon OP, LLC (collectively the “U.S. cannabis subsidiaries“) In exchange for 2,500,000 common shares of Spinco (the”Spinco shares“). Current Mydecine shareholders will receive these 2,500,000 Spinco shares in proportion to their interest in Mydecine, ie 0.010416 Spinco shares for each Mydecine common share held. Holders of Mydecine warrants (NEO: MYCO.WT) who validly exercise them after the transaction will receive one entire Mydecine common share for each warrant held and 0.010416 Spinco shares without additional consideration.
Upon completion of the transaction, Mydecine’s primary business will focus on developing and commercializing solutions to treat mental health issues through its psilocybin research and development and will no longer be involved in the manufacture or sale of cannabis and CBD products .
The purpose of the transaction is, among other things, to enable the company to pursue business and financing opportunities that are not available to it, while continuing to hold an interest in the U.S. cannabis subsidiaries, including the proposed listing on NASDAQ Capital Markets and the London Stock Exchange. The information circular contains, among other things, a detailed description of the transaction, including additional reasons for doing so, as well as further information on Mydecine and Spinco after the transaction.
On August 20, 2021, the company received an interim order (the “Intermediate order“The Supreme Court of British Columbia which, among other things, authorizes the convening and holding of the meeting, the rights of objection granted to shareholders in the Company, and specifies certain other matters relating to the conduct of the meeting. The transaction remains subject to the approval of Mydecine’s shareholders at the meeting under the injunction. The transaction also remains pending approval from the Aequitas Neo Exchange and final approval from the British Columbia Supreme Court.
The transaction is expected to close on or about September 27, 2021.
After the transaction, Spinco is expected to be an unlisted public company. Spinco intends to apply for a listing of its common stock on the Canadian Securities Exchange or the Aequitas Neo Exchange upon conclusion of the agreement, although there can be no representations that such listing will be achieved.
ON BEHALF OF THE MANAGEMENT BOARD OF THE MYDECINE INNOVATIONS GROUP
“David Joshua Bartch”
David Joshua Bartsch, Chief Executive Officer
For more informations:
Charles Lee, Investor Relations
Allison Soss / Erika Kay
KCSA Strategic Communication
About the Mydecine Innovations Group
Mydecine Innovations Group ™ (NEO: MYCO) (OTC: MYCOF) (FSE: 0NFA) is an emerging biotech and life science company dedicated to developing and commercializing innovative solutions to treat mental health problems and increase vitality Has. The company’s world-renowned medical and scientific advisory board is building a solid R&D pipeline of psychedelic-assisted therapeutics from natural sources, novel compounds, therapy protocols and unique delivery systems. Mydecine has exclusive access to a full cGMP certified pharmaceutical manufacturing facility with the ability to import / export, cultivate, extract / isolate and analyze active fungal compounds with full government approval from Health Canada. Mydecine also operates from a state-of-the-art mycology laboratory in Denver, Colorado to focus on genetic research to scale the commercial cultivation of rare (non-psychedelic) medicinal mushrooms.
Find out more at: https://www.mydecine.com/ and follow us on Facebook, Twitter and Instagram.
This press release contains forward-looking information within the meaning of Canadian securities laws relating to the company and its business that relates to future events or future performance and reflects management’s current expectations and beliefs. Often, but not always, forward-looking information can be identified by the use of words such as “expect,” “intend,” “expects,” “believes” or variations (including negative variations) on such words and phrases, or indicate that certain acts, Events or results “could”, “could”, “would” or “will” be carried out, occur or achieved. Forward-looking information in this press release includes, but is not limited to: statements relating to the conclusion of the agreement; Advantages of the arrangement; Obtaining shareholder approval and final judicial approval of the agreement; the listing of Spinco shares on a stock exchange and its timing; the listing of Mydecine shares on NASDAQ Capital Markets and the London Stock Exchange; and time of the conclusion of the agreement. Such forward-looking statements reflect the current views of management and are based on assumptions and information currently available to the company. Readers are cautioned that these forward-looking statements are neither promises nor guarantees and are subject to risks and uncertainties that could cause future results to differ materially from those anticipated, including, without limitation, risks related to the COVID-19 pandemic , the availability and continuity of funding, the company’s ability to adequately protect and enforce its intellectual property, the company’s ability to bring its products to commercial production, the continued growth of global adaptive pathway medicine, natural health products and the digital healthcare industry as well as the risks posed by the highly regulated and competitive market in relation to the development, production, sale and use of the company’s products. While the company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information, other factors could cause results not to be in accordance with expectations, estimates or intentions. There can be no assurance that this information will prove to be accurate, as actual results and future events could differ materially from those anticipated in this information. These forward-looking statements are made as of the date of this publication and the company undertakes no obligation to update or revise them to reflect new events or circumstances, except as required by applicable securities laws.