Business
Wildflower Brands Announces the Closing of its Acquisition of City Cannabis and Satisfaction of Escrow Release Conditions
Wildflower Brands Announces the Closing of its Acquisition of City Cannabis and Satisfaction of Escrow Release Conditions.
About this update from Wildflower Brands Inc
[{"type":"text","content":"\nTHIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO THE UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES\n VANCOUVER, British Columbia, June 28, 2019 (GLOBE NEWSWIRE) -- Wildflower Brands Inc. (CSE: SUN, OTC: WLDFF) (the “Company” or “Wildflower”) is pleased to announce the closing of its acquisition of City Cannabis Corp. (“City Cannabis”), pursuant to which the Company acquired all of the issued and outstanding shares of City Cannabis in exchange for 60 million common shares of the Company (the “Consideration Shares”) at a deemed price of $0.75 per Consideration Share for aggregate consideration of $45 million (the “Acquisition”). The Acquisition was previously announced by the Company on April 9, 2019, May 28, 2019 and June 18, 2019, respectively. 98% of the Consideration Shares will be subject to a voluntary lock-up in connection with the closing of the Acquisition as the large majority of the shareholders receiving the Consideration Shares are existing Wildflower shareholders. Pursuant to the lock-up arrangement, 10% of the Consideration Shares will be available as of June 28, 2019 and 15% of the Consideration Shares will be released every six months thereafter for three years.  City Cannabis has two operating retail cannabis stores, two new retail cannabis stores anticipated to open in July 2019 and another five leases with retail applications at various stages of the regulatory process. With Wildflower and City Cannabis achieving combined revenues in excess of $1.5 million in May 2019, Wildflower expects to have a solid cash flow base for the continued expansion of its business.  The Company convened an Annual General and Special Meeting of its shareholders on June 26, 2019 during which the Acquisition was approved by a simple majority of votes cast by shareholders, excluding the votes held or controlled by “interested parties” as defined under the rules of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. In connection with the closing of the Acquisition, Wildflower has subsequently delivered an escrow release notice (the “Escrow Release Notice”) to Odyssey Trust Company (the “Subscription Receipt ...