- The acquisition will accelerate Khiron's growth in Europe by controlling the complete value chain
for its products and gaining direct access to German
pharmacies
- The acquisition will provide Khiron with an EU GMP-certified
European manufacturing and distribution hub for various
pharmaceutical products
- The target is an experienced player in the European
pharmaceutical market, and the acquisition will help to
significantly expand the medical portfolio of Khiron's brand
- The first new product is expected to be the full spectrum
extract KHIRIOX 25/1, which will soon be available for pharmacies
and patients in both Germany and
the United Kingdom
TORONTO, May 31, 2022
/CNW/ - Khiron Life Sciences Corp. ("Khiron" or the "Company")
(TSXV: KHRN) (OTCQX: KHRNF) (Frankfurt: A2JMZC), a global leader in medical
cannabis throughout Europe and
Latin America, announces that it
has entered into an agreement to acquire Pharmadrug GmbH
("Pharmadrug GmbH") from its parent PharmaDrug Inc. (CSE:PHRX)
(OTC:LMLLF) ("PharmaDrug").
Pharmadrug GmbH has been active worldwide for almost 40 years as
a manufacturer and wholesaler of medicinal products and active
pharmaceutical ingredients. Pharmadrug GmbH is EU-GMP (Good
Manufacturing Practice) and EU-GDP (Good Distribution Practice)
certified, fulfilling the European guidelines for the highest
quality standards and holds a license to handle narcotics in
Germany.
Franziska Katterbach, President of Khiron Europe, stated: "This
acquisition will provide us with a European manufacturing and
distribution centre for cannabinoid-based medicines with EU-GMP
certification. This will have a direct positive impact on our
revenues and higher gross margins. The long-established German
company will be instrumental in expanding Khiron's product
portfolio with new dosage formats and bringing Khiron's
full-spectrum extracts to Germany
and the United Kingdom to grow the
patient base. Our team in Europe
is excited to join forces with new colleagues from Pharmadrug GmbH,
with their valuable expertise in the German pharmaceutical
market."
Under the terms of the deal, Khiron will acquire all of the
shares of Pharmadrug GmbH from PharmaDrug, in consideration for
common shares of Khiron ("Khiron Shares") and a promissory note. An
aggregate of 5,500,000 Khiron Shares are expected to be issued at
closing (subject to certain adjustments to account for certain
payments that may be made between signing and closing, referred to
as the "Closing Adjustments"), at a deemed price per Khiron Share
of $0.16. The promissory note will be
issued at closing in the principal amount of $1,100,000 (subject to certain other Closing
Adjustments) and will be non-interest bearing and repayable one
year from the date of issue in cash or, at Khiron's option,
additional Khiron Shares issued at the 10-day volume-weighted
average trading price per Khiron Share on the TSX Venture Exchange
at the time of issue. The transaction is subject to customary
closing conditions, including the approval of the TSX Venture
Exchange. It is expected that the acquisition of Pharmadrug GmbH
will constitute an "Expedited Acquisition" under the policies of
the TSX Venture Exchange. The parties are targeting a closing on or
before the end of July, 2022. There can be no assurance that
the Transaction will be completed as proposed or at all. The
agreement was signed on May
31st, 2022.
About Khiron Life Sciences Corp.
Khiron is a leading global medical cannabis company with core
operations in Latin America and
Europe. Leveraging wholly-owned
medical health clinics and proprietary telemedicine platforms,
Khiron combines a patient-oriented approach, physician education
programs, scientific expertise, product innovation, and focus on
creating access to drive prescriptions and brand loyalty with
patients worldwide. The Company has a sales presence in
Colombia, Germany, the United
Kingdom, Peru, and
Brazil and is positioned to
commence sales in Mexico. The
Company is led by its co-founder and Chief Executive Officer,
Alvaro Torres, together with an
experienced and diverse executive team and board of directors.
Visit Khiron online at https://investors.khiron.ca
Linkedin
https://www.linkedin.com/company/khiron-life-sciences-corp/
NEITHER THE TSX VENTURE EXCHANGE, NOR ITS REGULATION SERVICES
PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX
VEMTIRE EXCHANGE), ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR
ACCURACY OF THIS PRESS RELEASE.
Cautionary Statement Regarding Forward-Looking
Statements
This press release may contain "forward-looking information"
within the meaning of applicable securities legislation. All
information contained herein that is not historical in nature
constitutes forward-looking information. Forward-looking
information contained in this news release include statements
pertaining to the acquisition of Pharmadrug GmbH, the expected
synergies and benefits to the Company from the acquisition, as well
as statements concerning the expected timing to complete the
acquisition. Forward-looking information and statements contained
in this news release reflect management's current beliefs and is
based on information currently available and on assumptions that
management believes to be reasonable. These assumptions include,
but are not limited to, the Company's ability to satisfy various
closing conditions regarding the acquisition of Pharmadrug, the
expected benefits to be realized by the Company's business as a
result of the acquisition, and assumptions regarding market
opportunities in the jurisdictions in which the Company operates
and where it seeks to operate.
Although management believes that its expectations and
assumptions to be reasonable, forward-looking information is always
subject to known and unknown risks, uncertainties, and other
factors, many of which are beyond the control of management, that
may cause actual results to differ materially from those expressed
or implied in such forward-looking information. Such risks and
uncertainties include but are not limited to the following: general
economic conditions, adverse conditions in capital markets,
political uncertainties, counterparty risk, failing to obtain
required regulatory requirements and approvals, failure to maintain
required permits and licences, business integration risks, as well
as those other risk factors discussed in Khiron's most recent
information form which is available on Khiron's SEDAR profile at
www.sedar.com.
As a result of the foregoing and other risks and uncertainties,
readers are cautioned not to place undue reliance on
forward-looking information contained in this press release.
Readers are further cautioned that the foregoing risks and
uncertainties is not exhaustive, and there may be other risks and
uncertainties, presently unknown to management of the Company, that
may cause actual results to differ materially from those expressed
or implied in forward-looking statements contained in this press
release. The forward-looking information contained in this press
release is expressly qualified by this cautionary statement. Khiron
disclaims any intention to update or revise any forward-looking
information disclosed herein, whether as a result of new
information, future events or otherwise, except as required by
law.
Investor Contact:
Paola Ricardo
E: investors@khiron.ca
T: +1 (647) 556-5750
Media Contact:
Carolina
Gomez
Latam Communications
E: mgomez@khiron.ca
Peter Leis
Europe Communications
E: pleis@khiron.ca
Khiron Europe:
Franziska Katterbach, President
E: fkatterbach@khiron.ca
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SOURCE Khiron Life Sciences Corp.