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TORONTO, March 18, 2019 /CNW/ - Cannabis Strategies Acquisition Corp. (NEO: CSA.A, CSA.WT, CSA.RT) ("CSA") is pleased to announce that its shareholders have overwhelmingly approved its qualifying transaction to concurrently acquire the target businesses of Washoe Wellness, LLC, The Canopy NV, LLC, Sira Naturals, Inc., LivFree Wellness, LLC and CannaPunch of Nevada LLC (collectively, the "Qualifying Transaction") at its special meeting of shareholders held on March 18, 2019. Over 99.9% of the votes cast by CSA's shareholders were in favour of the Qualifying Transaction, the amendment of CSA's articles (including the creation of the multiple voting shares and subordinate voting shares of CSA), and the continuance of CSA from Ontario to British Columbia, and over 93.4% of the votes cast were in favour of CSA's proposed equity incentive plan, in each case, as further described in CSA's management information circular dated February 19, 2019, which is available on SEDAR at www.sedar.com under CSA's profile.
A copy of the complete report on voting at the shareholders' meeting will be made available under CSA's profile on SEDAR at www.sedar.com.
CSA is further pleased to announce funding certainty for its Qualifying Transaction, as only 1,000 Class A Restricted Voting shares of CSA ("Class A Restricted Voting Shares") of the total 13,475,000 Class A Restricted Voting Shares issued and outstanding have been elected for redemption, representing a mere 0.0074% of the Class A Restricted Voting Shares.
CSA Chairman and CEO Jonathan Sandelman commented: "We are excited to reach this milestone for CSA, our operating partners and our investors. Today's vote represents overwhelming support from our shareholders, over 99.9% of whom voted in favor of the transaction. These votes in favor, as well as the over 99.9% of investors who chose to retain their shares in the company rather than redeem, are a strong statement of confidence in our corporate strategy and are unprecedented among SPAC investors. We are pleased to have such strong support from our investors, and look forward to the opportunity to continue to create value for our shareholders."
CSA is targeting an April closing of the Qualifying Transaction, subject to the satisfaction or waiver of certain closing conditions as set out in the definitive agreements for the Qualifying Transaction as well as the conditional approval of Neo Exchange Inc.
CSA further advises that it will make available to shareholders under CSA's profile on SEDAR forms and instructions on how to exercise their warrants of CSA, which are exercisable 65 days following closing of the Qualifying Transaction, and convert their rights of CSA, which are convertible upon the completion of the Qualifying Transaction, in each case, in accordance with their respective governing agreements.
About Cannabis Strategies Acquisition Corp.
CSA is a special purpose acquisition corporation incorporated for the purpose of effecting a qualifying transaction. Following the Transaction, CSA is anticipated to be a vertically-integrated cannabis company with an initial anchor portfolio in the Eastern and Western United States.
About Washoe Wellness, LLC
Washoe is a vertically-integrated cultivator, producer and distributor of cannabis in northern Nevada, focused in Reno in Washoe County and distributing to Las Vegas. Washoe specializes in producing a full spectrum of premium, quality cannabis-based products, including cannabis flower, plant material, concentrates, edibles and topical products through efficient & compliant cultivation, extraction and manufacturing processes. Washoe's products include premium cannabis flower, pre-rolls, and a full line of vape pens, disposable vape pens, concentrates, edibles, topicals, and tinctures, all made from quality cannabis oil, derived from over 30 different strains of premium THC and CBD cannabis. Washoe is licensed to possess, cultivate, process, and dispense medical and adult-use cannabis throughout Nevada via its well-established KYND brands and through a licensing deal with the recognizable brand, Willies Reserve. Washoe began medical sales in the first quarter of 2016 and recreational sales in the third quarter of 2017.
About The Canopy NV, LLC
Canopy operates two dispensaries in the city of Reno, Nevada: one in downtown Reno, adjacent to the casino-resort corridor, and a second in the North Valleys. Both are under the MYNT brand, which was named Best Dispensary in Reno in 2018. The first dispensary, in downtown Reno, opened for medical sales in the first quarter of 2017, with adult-use recreational sales following in the third quarter of 2017. Adult-use recreational sales for the North Valleys location began in the third quarter of 2018. Canopy is licensed to sell both medical and adult-use cannabis in Nevada.
About Sira Naturals, Inc.
Sira is a vertically-integrated producer and seller of medical cannabis and related products in Massachusetts. Sira was among the earliest recipients of licenses to cultivate, manufacture, transport and sell medical marijuana in Massachusetts, and is consistently cited as a best-in-class operator in the State. Sira has also secured licenses to cultivate, manufacturing and transport cannabis and cannabis products for adult-use purposes in Massachusetts and intends to apply for licenses to operate adult-use cannabis retail establishments. Sira's products include cannabis and cannabis products, including oil, edibles, and vaporizer products.
About LivFree Wellness, LLC
LivFree operates three dispensaries in the State of Nevada: one in Clark County, one in Henderson and one in Reno. In addition, LivFree is separately licensed to operate four additional facilities (two production facilities and two cultivation facilities). LivFree's dispensaries opened in 2016. There will be no impact on the status of the LivFree licenses until the parameters, terms and structure of this transaction is approved by the State of Nevada and all applicable authorities.
About CannaPunch of Nevada LLC
Cannapunch assists licensees with the manufacture of, and licenses its brands to manufacturers of, cannabis-infused products in Nevada. The CSA purchase entitles CSA to the rights to the Cannapunch suite of brands in all U.S. States that have legalized cannabis use other than Colorado. Cannapunch's key brands include Cannapunch (beverages), Highly Edible (gummies), Dutch Girl (edibles), Nordic Goddess (topical salve), and Tumbleweed (oil and other extracts).
Certain information contained in this news release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always identified by the use of words such as "target", "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may" and "should" and similar expressions or words suggesting future outcomes. This news release includes forward-looking information and statements pertaining to, among other things, the Qualifying Transaction, the receipt of applicable regulatory and third party approvals for the Qualifying Transaction and completion of the Qualifying Transaction, certain anticipated strategic, operational, and competitive advantages and benefits created by the Qualifying Transaction and future opportunities for CSA.
Numerous risks and uncertainties could cause the actual events and results to differ materially from the estimates, beliefs and assumptions expressed or implied in the forward-looking statements, including, but not limited to: the conditions to the consummation of the Qualifying Transaction may not be satisfied or waived; risks relating to the failure to obtain necessary third party and regulatory approvals for the Qualifying Transaction; anticipated strategic, operational and competitive benefits may not be realized; the Qualifying Transaction may be modified, restructured or terminated; events or series of events may cause business interruptions; and CSA's ability to raise additional capital.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
SOURCE Cannabis Strategies Acquisition Corp.
For further information: Jonathan Sandelman, Chief Executive Officer, Chairman, Director and Corporate Secretary, Cannabis Strategies Acquisition Corp.; Chief Executive Officer, Mercer Park CB, L.P., 590 Madison Avenue, 26th Floor, New York, New York, 10022, (212) 299-7666 or [email protected]