10552763 Canada Corp. Receives Shares of Delta 9 Cannabis Inc. in Exchange for Certain Assets
September 13 2022 - 9:08PM
Pursuant to the early warning requirements of applicable Canadian
securities laws, 10552763 Canada Corp. (the “Acquiror”), 3150 S.
Sheridan Boulevard, Unit 1, Denver, Colorado 80212, announces that
on September 6, 2022 it acquired 17,944,785 common shares ("Common
Shares") of Delta 9 Cannabis Inc. (“Delta 9”), P.O. Box 68096
Osborne Village, Winnipeg, Manitoba R3L 2V9 from treasury pursuant
to an asset purchase agreement between the Acquiror and Delta 9
dated August 12, 2022, whereby Delta 9 acquired all or
substantially all of the Acquiror’s assets relating to the
operation of three Garden Variety branded retail cannabis stores
located in Manitoba, two in Winnipeg and one in Brandon (the
“Transaction”). The purchase price paid by Delta 9 relating to the
Transaction was $3,250,000, subject to customary adjustments (the
"Purchase Price"). $2,925,000 of the Purchase Price was satisfied
through the issuance of 17,944,785 Common Shares at a deemed price
of $0.163 per Common Share, representing the ten (10) day volume
weighted average price of the Common Shares on the Toronto Stock
Exchange on September 2, 2022 (the “Common Share Price”). $325,000
of the Purchase Price will be satisfied through the issuance of
1,993,865 Common Shares at a deemed price of the Common Share Price
per Common Share, which will be issued in approximately six months.
The completion of the Transaction was previously announced by
Delta 9 pursuant to a news release dated September 7, 2022.
The Acquiror is a corporation duly incorporated under the
federal laws of Canada. which prior to completion of the
Transaction held no Common Shares. Following the completion of the
Transaction, the Acquiror now holds 17,944,785 Common Shares
representing approximately 12.49% of the total issued and
outstanding Common Shares at the date of the completion of the
Transaction. The Acquiror and its affiliates operate and maintain
medical and recreational cannabis dispensaries in North
America.
In accordance with applicable securities laws, the Acquiror and
any joint actors may, from time to time and at any time, acquire
additional Common Shares and/or other equity, debt or other
securities or instruments (collectively, “Securities”) of Delta 9
in the open market or otherwise, and the Acquiror and its joint
actors reserve the right to dispose of any or all of its Securities
in the open market or otherwise at any time and from time to time,
and to engage in similar transactions with respect to the
Securities, the whole depending on market conditions, the business
and prospects of Delta 9 and other relevant factors.
For additional information, please see the early warning report
in relation to the Transaction which will be filed by the Acquiror
on Delta 9’s SEDAR profile at www.sedar.com.
For more information contact:
Leilani J. Kagan 1700-242 Hargrave Street Winnipeg, MB, R3C 0V3
1-204-934-2363
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