Tickers: XCNQ:IMH, PINX:IVITF
Tags: Medicinal Marijuana
December 1, 2016 / TheNewswire / Vancouver, BC - INVICTUS MD STRATEGIES CORP. ("Invictus MD" or the "Company") (CSE: IMH; OTC: IVITF; FRA: 8IS) is pleased to announce the closing of its previously announced non-brokered private placement of 11,428,571 units for gross proceeds of $12,000,000. Each unit entitles the holder to one common share and one-half warrant exercisable for one additional common share at $1.75 expiring in 18 months. If the closing price of the common share is equal to or greater than $2.75 for a period of ten (10) consecutive trading days, the Company will have the right to accelerate the expiry.
In connection with the private placement, the Company paid finders' fees to Eventus Capital Corp. of $607,475 and 578,548 finder's warrants. The finder's warrants have the same terms as each whole warrant issued in the private placement.
The Company intends to use the proceeds of the private placement to carry out its acquisition strategy including the most recently announced transactions with a cultivation facility in Las Vegas, Nevada as well as AB Laboratories Inc. ("AB Labs"), a licensed producer in Canada under the Access to Cannabis for Medical Purposes Regulations ("ACMPR").
The Las Vegas, Nevada cultivation facility is owned by GreenTec Nevada Holdings, a subsidiary of the GreenTec Bio-Pharmaceuticals Group. The existing cultivation facility has the capacity to produce 1,250 kg's annually. The expansion plan has the potential to reach 2,500kg annually.
AB Labs is currently working on an expansion plan through AB Farms Inc. ("AB Farms") to acquire 100 acres in Hamilton, Ontario for cannabis cultivation under the ACMPR. Invictus MD has agreed to provide the required capital to fund the purchase of the land and the construction of the buildings related to this expansion plan. The expansion of AB Farms will enable the company enough expansion capacity to compete with the current top tier Licensed Producers.
Dan Kriznic, CEO commented "This cash injection will allow us to fulfill our licensed cannabis cultivation acquisition strategy. We recently announced an option to acquire up to 60% of GreenTec Nevada Holdings, which holds a cultivation license in Las Vegas, Nevada. The facility has a provisional license with the State of Nevada and is currently under final construction. We expect the facility to be fully licensed and operational in the first quarter of 2017. Recently the State of Nevada announced the legalization of recreational use in Nevada. Having a strong presence in one of the most visited States is key in our growth strategy. We are also working diligently on closing the acquisition of interests in AB Labs and AB Farms and expect to sign a definitive agreement by December 23, 2016. Acquiring an equity stake in a Canadian licensed producer has been our goal since we started Invictus MD."
Dan Kriznic (Director, Chief Executive Officer, Chief Financial Officer and Executive Chairman) (the "Related Party"), participated in the private placement by subscribing for 150,000 units. The Related Party's subscription is considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities to be distributed in the private placement nor the consideration to be received for those securities, in so far as the private placement involves the Related Party, exceeds 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the private placement as the details of the private placement and the participation therein by the Related Party was not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons and in a timeframe consistent with usual market practices for transactions of this nature.
The Company also announces that a total of 1,650,000 incentive stock options have been granted to directors, officers and consultants of the Company pursuant to the Company's Stock Option Plan. The options are exercisable for a period of five years at a price of $1.38 per share.
About Invictus MD Strategies Corp.
Invictus MD targets cannabis companies with proven brands, strong customer focus, and significant growth potential. We not only provide capital to meet these objectives but also years of management experience from a team that has been successful in all facets of business from start-ups to running large international organizations. The fundamental core of our operations is centered on the vast opportunities within fragmented industries in the cannabis space.
Invictus MD works in partnership with management teams to increase shareholder value through business planning and process integration, developing and executing growth strategies, leveraging our experience and relationships, and structuring and deploying the proper capital to support long-term growth. Our prudent approach to both investing in and developing successful companies ensures successful execution of the business plan in both times of economic expansion and contraction.
For more information please visit www.invictus-md.com.
On Behalf of the Board,
Dan Kriznic
Chairman & CEO
Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the use of proceeds from the private placement, the timing and completion of the proposed acquisitions of interests in AB Farms and AB Labs and GreenTec Nevada Holdings and the plans and future performance of AB Farms and AB Labs and GreenTec Nevada Holdings, are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that all approvals, agreements and funding required to complete the proposed acquisitions will be obtained, that the proposed acquisitions will complete as anticipated and that the plans and future performance of AB Farms, AB Labs and GreenTec Nevada Holdings will occur as anticipated, and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that required approvals, agreements and funding may not be obtained in a timely manner or at all, the proposed acquisitions may not occur as planned and the future performance of AB Farms, AB Labs and GreenTec Nevada Holdings may not be as anticipated. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbour.
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