Sumtra Diversified Inc. Provides Update on Proposed Reverse Takeover Transaction with MJardin Group
May 24 2018 - 7:20AM
Sumtra Diversified Inc. (“
Sumtra” or the
“
Company”) (NEX:SDV.H) today announced that
further to its press release of January 10, 2018, it wishes to
provide an update on its proposed reverse takeover transaction (the
“
Transaction”) with MJardin Group
(“
MJardin”). Sumtra and MJardin have agreed
to an amendment to the terms of the previously announced binding
letter of intent (the “
LOI”) in order to extend
the time required to finalize the terms of the Transaction and
enter into the definitive agreement until June 30, 2018. The
amended LOI also provides that a “break fee” of C$200,000 shall be
payable to Sumtra in certain circumstances as described in the
amended LOI, a copy of which is available on Sumtra’s SEDAR profile
at www.sedar.com. All other terms of the LOI remain in
effect.
The closing of the Transaction is subject to the
execution of definitive documentation, the completion of due
diligence, and the receipt of all necessary regulatory, shareholder
and third party consents and approvals. The Transaction is expected
to close in or around September 2018.
About MJardin Group
MJardin is a highly specialized
professional operating company that operates more licensed
cultivation, processing and retail cannabis facilities than any
other party in the sector throughout North America. MJardin
provides turnkey cannabis cultivation, processing and
distribution solutions including licensure support,
facility design, systems implementation, facility
ramp-up and the day-to-day operational management
required in a large-scale, professionally managed
cannabis facility. MJardin is headquartered in Denver, Colorado
with an additional office in Toronto, Ontario. For more
information, please visit MJardin.com.
Further Information
Sumtra and MJardin will provide further details
in respect of the Transaction including a summary of material terms
thereof once definitive agreements have been entered into.
Trading in the Sumtra Shares has been halted pursuant to the
policies of the TSXV and the Company expects that trading will
remain halted pending the completion of the Transaction. There can
be no assurance that the Transaction will be completed as proposed
or at all.
Investors are cautioned that, except as
disclosed in the management information circular or filing
statement to be prepared in connection with the Transaction, any
information released or received with respect to the Transaction
may not be accurate or complete and should not be relied upon.
No stock exchange has in any way passed upon the
merits of the Transaction or approved or disapproved the contents
of this press release.
For further information, please
contact:
Robert G. Shoniker, PresidentSumtra Diversified
Inc.Tel: 416 863-6096E-mail: bshoniker@couragecapital.com
Forward Looking InformationThis
news release contains certain forward-looking statements that
reflect the current views and/or expectations of management with
respect to performance, business and future events, including but
not limited to express or implied statements and assumptions
regarding the Company's intention to negotiate for or complete the
Transaction. Forward-looking statements are based on the
then-current expectations, beliefs, assumptions, estimates and
forecasts about the business and the industry and markets in which
the Company operates. Forward-looking statements are not guarantees
of future performance and involve risks, uncertainties and
assumptions which are difficult to predict. In particular, there is
no guarantee that the parties will successfully negotiate and enter
into a definitive agreement or complete the Transaction
contemplated herein, that the Company's due diligence will be
satisfactory or that the Company will obtain any required
shareholder or regulatory approvals. Accordingly, readers should
not place undue reliance on forward-looking statements and
information, which are qualified in their entirety by this
cautionary statement. The Company does not undertake any
obligations to release publicly any revisions for updating any
voluntary forward-looking statements, except as required by
applicable securities law.
All information contained in this press release
with respect to MJardin, its business and proposed corporate
reorganization and financing was supplied by MJardin for inclusion
herein. Sumtra has not conducted due diligence on the information
provided and does not assume any responsibility for the accuracy or
completeness of such information.
MJardin Media ContactCory
ZiskindICR646-277-1232MJardin@icrinc.com
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