KITCHENER, ON, May 19, 2020 /CNW/ - James E. Wagner
Cultivation Corporation (the "Corporation") (NEX:
JWCA.H; OTCQX: JWCAF) announced today that, in connection with its
consensual restructuring under the Companies' Creditors
Arrangement Act (the "CCAA") and previously announced
Sales and Investor Solicitation Process (the "SISP"),
Trichome Financial Corp. ("Trichome Financial") has emerged
as the "Successful Bidder".
On April 1, 2020, the Corporation
announced that it and its subsidiaries (the "JWC Group") had
obtained an initial order from the Ontario Superior Court of
Justice (Commercial List) (the "Court") for protection under
the CCAA in order to restructure the JWC Group's business and
financial affairs. In connection with the announcement of the CCAA
proceedings, the Corporation also announced that Trichome Financial
had agreed to purchase the assets of the JWC Group pursuant to an
asset purchase agreement ("Asset Purchase Agreement").
Trichome Financial was to be the "stalking horse" bidder in the
SISP and the transaction contemplated by the Asset Purchase
Agreement was to be the "stalking horse" bid (the
"Bid").
On April 13, 2020, the Corporation
announced that it had obtained a further Court order approving the
SISP (including the stalking horse process which would seek higher
and better bids than the Bid), and the SISP was conducted within
the CCAA proceedings by Stoic Advisory Inc., the JWC Group's
financial advisor, under the supervision of the Special Committee
of the Board of Directors of the Corporation and KSV Kofman Inc.,
the Court-appointed CCAA monitor (the "Monitor"). Following
the bid deadline in the SISP, Trichome Financial was declared the
"Successful Bidder". The JWC Group now intends to appear before the
Court as soon as possible to seek an order approving the
Bid.
Based on the consideration to be received by the JWC Group under
the Bid, holders of the Corporation's common shares will not
receive any payments for, or distributions on, their common shares
in connection with the transaction or the CCAA proceedings.
Further details of the SISP and the Asset Purchase Agreement are
available under the Corporation's profile on the System for
Electronic Document Analysis and Retrieval (www.sedar.ca) and are
also available, along with additional information respecting the
CCAA proceedings, on the Monitor's website
(https://www.ksvadvisory.com/insolvency-cases/case/james-e-wagner-cultivation-corporation).
Readers are urged to consult the full text of all documents
available on SEDAR and the Monitor's website for further, more
detailed, information.
About James E. Wagner Cultivation Corporation
James E. Wagner Cultivation Corporation's wholly owned
subsidiary is a Licensed Producer under the Cannabis Regulations,
formerly the Access to Cannabis for Medical Purposes
Regulations ("ACMPR"). JWC is a premium cannabis brand,
focusing on producing clean, consistent cannabis using an advanced
and proprietary aeroponic platform named GrowthSTORM™. JWC
began as a collective of patients and growers under the Marihuana
Medical Access Regulations (the precursor to ACMPR). Since its
inception, JWC has remained focused on providing the best possible
patient experience. JWC is a family-founded company with deep roots
planted in the local community. JWC's operations are based in
Kitchener, Ontario. Learn more
at www.jwc.ca. For additional information about JWC, please
refer to JWC's profile on SEDAR (www.sedar.com) or the
Corporation's website: www.jwc.ca.
Notice Regarding Forward-Looking Statements
This press release contains statements including forward-looking
information for purposes of applicable securities laws
("forward-looking statements") about JWC and its business
and operations, which include, among other things, statements
regarding the CCAA proceedings, the SISP, the Asset Purchase
Agreement and the Corporation's intention to appear before the
Court on or before June 5, 2020 to
seek an order approving the Bid. The forward-looking statements can
be identified by the use of such words as "will", "expected",
"approximately", "may", "could", "would" or similar words and
phrases. Forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
results to differ materially from those implied in the
forward-looking statements. There may be factors that cause
actions, events or results to differ from those anticipated,
estimated or intended. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of the date of this press release and are based on current
assumptions which management believes to be reasonable. The
Corporation disclaims any intention or obligation, except to the
extent required by law, to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE James E. Wagner Cultivation Corporation