Avicanna Inc. (“
Avicanna” or the
“
Company”) (TSX: AVCN) (OTCQX: AVCNF) (FSE: 0NN),
a commercial stage, international biopharmaceutical company focused
on the development, advancement, and commercialization of
evidence-based, cannabinoid-based products, is pleased to announce
that all of management’s nominees listed in the Company’s
management information circular dated April 14, 2023 (the
“
Circular”) were elected as directors of the
Company at Avicanna’s annual general and special meeting of
shareholders held on May 17, 2023 (the “
Meeting”).
The detailed results of the vote for the
election of directors held at the Meeting are set out below.
Name of Nominee |
Votes cast FOR |
% votes castFOR |
VotesWITHHELD |
% votesWITHHELD |
Dr. Chandrakant Panchal |
21,211,596 |
92.74 |
1,661,188 |
7.26 |
Aras Azadian |
22,699,137 |
99.24 |
173,647 |
0.76 |
Giancarlo Davila Char |
22,706,191 |
99.27 |
166,593 |
0.73 |
Eileen McCormack |
22,826,079 |
99.80 |
46,705 |
0.20 |
John McVicar |
22,702,791 |
99.26 |
169,993 |
0.74 |
At the Meeting, the Company’s shareholders also
approved:
(i) fixing the number
of directors for the ensuing year at five and empowering the board
of directors of the Company to adjust such number between
shareholder meetings by way of resolution in accordance with the
Company’s constating documents;
(ii) the
reappointment of Kingston Ross Pasnak LLP as the Company’s auditors
for the ensuing year and authorized the board of directors to fix
the auditors’ remuneration;
(iii) on a
disinterested basis, the amendment of 136,250 common share purchase
warrants held by ThreeD Capital Inc. (the “Insider
Warrants”) to reprice the Insider Warrants from the
previous exercise price of $1.10 per Common Share to $0.55 per
Common Share, and extend the expiry date of the Insider Warrants
from January 28, 2025 to January 28, 2026;
(iv) the name change
of the Company to such name as the board of directors, in its
discretion, may resolve and as may be acceptable to regulatory
authorities, if required; and
(v) on a
disinterested basis, the Company’s proposed early warrant exercise
incentive program and participation of certain insiders of the
Company therein, as more particularly described in the Circular
(the “Incentive Program”).
Early Warrant Exercise Incentive
Program
The Incentive Program is applicable to all of
the issued and outstanding common share purchase warrants having an
exercise price of $0.40 (the “Warrants”). The
Incentive Program is designed to encourage the early exercise of
the Warrants during a 7-day period (the “Program
Period”) which will commence on May 18, 2023.
Under the Incentive Program, holders of the
Warrants (the “Warrantholders”) will be entitled
to receive one-half (0.5) of one new warrant (each whole warrant,
an “Incentive Warrant”) upon the exercise of each
Warrant during the Incentive Period. Each Incentive Warrant will be
exercisable into one common share of Avicanna at a price of $0.50
per share for a period of three years from the date of
issuance.
The Company intends to use the proceeds from the
Incentive Program for general working capital purposes.
The Company anticipates that certain
Warrantholders who are insiders of the Company may wish to
participate in the Incentive Program. Pursuant to the policies of
the Toronto Stock Exchange, disinterested shareholder approval was
required for insiders to participate in the Incentive Program. The
board of directors of Avicanna approved the terms of the Incentive
Program and the disinterested shareholders of the Company approved
the Incentive Program and participation of insiders therein at the
Meeting. The Incentive Program is subject to the receipt of all
required regulatory approvals and consents, including approval of
the Toronto Stock Exchange.
Avicanna has determined that while the Incentive
Program may be a related party transaction pursuant to
Multilateral Instrument 61-101 – Special Transactions (“MI
61-101”), Avicanna is not required to obtain a formal
valuation under subsection 5.4(1) of MI 61-101 or minority approval
under subsection 5.7(1)(a) of MI 61-101 because pursuant to the
exemptions set forth in MI 61-101, neither the fair market value
nor the fair market value of the consideration paid for the
Warrants exceeds 25% of the Company’s market capitalization.
About Avicanna Inc.
Avicanna is a commercial-stage international
biopharmaceutical company focused on the advancement and
commercialization of evidence-based cannabinoid-based products for
the global medical and pharmaceutical market segments. Avicanna has
an established scientific platform including R&D and clinical
development that has led to the commercialization of more than
thirty products across various market segments:
Medical Cannabis & Wellness
Products: Marketed under the RHO Phyto™ brand these
medical and wellness products are a line of pharmaceutical-grade
cannabinoid products containing varying ratios of cannabidiol
(“CBD”) and tetrahydrocannabinol (“THC”). The product portfolio
contains a full formulary of products including oral, sublingual,
topical, and transdermal deliveries that have controlled dosing,
enhanced absorption and stability studies supported by pre-clinical
data. The formulary is marketed with consumer, patient and
medical-community education and training.
Pharmaceutical Pipeline:
Leveraging Avicanna’s scientific platform, vertical integration,
and real-world evidence, Avicanna has created a pipeline of
patent-pending drug candidates that are indication-specific and in
various stages of clinical development and commercialization. These
cannabinoid-based drug candidates look to address unmet medical
needs in the areas of dermatology, chronic pain, and various
neurological disorders. Avicanna’s first pharmaceutical preparation
(Trunerox™) is in the drug registration stage in South America.
Click to watch Avicanna’s Corporate Video
2022
SOURCE Avicanna Inc.
Stay Connected
For more information about Avicanna, visit
www.avicanna.com, contact Ivana Maric by email at info@avicanna.com
or follow us on social media on LinkedIn, Twitter, Facebook or
Instagram.
If you are a Healthcare Professional and would
like to learn more about using medical cannabis in your practice,
please visit Avicenna Academy.
The Company posts updates through videos from
the official Company YouTube channel.
Cautionary Note Regarding
Forward-Looking Information and Statements
This news release contains “forward-looking
information” within the meaning of applicable securities laws.
Forward-looking information contained in this news release may be
identified by the use of words such as, “may”, “would”, “could”,
“will”, “likely”, “expect”, “anticipate”, “believe,” “intend”,
“plan”, “forecast”, “project”, “estimate”, “outlook” and other
similar expressions. Forward-looking information contained in this
news release includes, without limitation, statements related to
the Incentive Program, including the timing and commencement
thereof, the participation of insiders therein, the use of proceeds
of the Incentive Program, the receipt of all approvals of the
Toronto Stock Exchange in connection with the Incentive Program,
statements with respect to the Company's future business
operations, the opinions or beliefs of management and future
business goals. Although the Company believes that the expectations
and assumptions on which such forward looking information is based
are reasonable, undue reliance should not be placed on the
forward-looking information because the Company can give no
assurance that they will prove to be correct. Actual results and
developments may differ materially from those contemplated by these
statements. Forward-looking information is subject to a variety of
risks and uncertainties that could cause actual events or results
to differ materially from those projected in the forward-looking
information. Such risks and uncertainties include, but are not
limited to current and future market conditions, including the
market price of the common shares of the Company, and the risk
factors set out in the Company’s annual information form dated
March 31, 2023 and final short form prospectus dated November 27,
2020, filed with the Canadian securities regulators and available
under the Company’s profile on SEDAR at www.sedar.com. The
statements in this news release are made as of the date of this
release. The Company disclaims any intent or obligation to update
any forward-looking information, whether as a result of new
information, future events or results or otherwise, other than as
required by applicable securities laws.
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