MONTRÉAL, December 12, 2018 /PRNewswire/ --
- LGC Capital completes all-stock transaction for 30% of Viridi's stock plus 5%
royalty on Viridi's net sales
/NOT FOR DISTRIBUTION IN THE UNITED STATES/
LGC Capital Ltd. ("LGC") is pleased to announce that it has closed its previously announced transaction with Swiss cannabis producer, Viridi Unit SA ("Viridi"). LGC has issued 35,167,001 shares of its common stock at a price of $0.1143 each to Viridi in exchange for a 30% equity interest in Viridi plus a 5% royalty on Viridi's net sales over ten years. All final documentation in respect of the transaction will be submitted today to the TSX Venture Exchange.
Viridi's Market Presence in Switzerland and Europe
Viridi produces, processes, and distributes high-CBD legal cannabis products under the ONXI Premium Cannabis brand in over 500 retail locations across Switzerland.
Recently in October, LGC announced that Viridi had harvested and processed 20,000 plants that were growing at their Geneva cannabis cultivation facility, consisting of 65,000 square feet of canopy space. This recent harvest yielded 2,700 kg of high-CBD dried cannabis flowers to be used as inputs to the ONXI Premium Cannabis products as well as for wholesale markets across Europe.
Viridi uses a proprietary breeding system for its high quality, high-CBD strains and seeds that comply with the Swiss regulations of <1% THC and European Union regulations of <0.02% THC. Viridi will also be launching its CBD cosmetics line called Viridi Care for the global market in early 2019.
LGC Capital's Investment in Viridi
On August 1, 2018, LGC announced a binding agreement to acquire a 30% interest in Viridi, a vertically integrated legal cannabis supplier to the Swiss and European markets.
Under the terms of the agreement, LGC has acquired its 30% interest through the issuance to Viridi of 35,167,001 common shares of LGC at an issue price of $0.1143 each for a total consideration corresponding to CHF 3 million ($4,019,588.22).
The number of shares issued is based on the 5-day VWAP of LGC's common shares at close of markets on December 5, 2018. The shares issued to Viridi represent approximately 8.45% of the number of issued and outstanding LGC shares on a post-closing basis.
LGC has also been granted a 5% royalty on Viridi's net sales for a period of ten years.
For this transaction, LGC has paid a finder's fee to an arm's length party equal to 3% of the total consideration in cash and 2% of the total consideration by the issuance of 703,340 common shares of LGC.
All common shares issued by LGC in connection with the transaction are subject to a four-month hold period.
John McMullen, CEO of LGC stated: "The LGC team and I are very pleased with the closing of our strategic investment in Viridi. With partners like Viridi in Switzerland, we at LGC are solidifying our presence in the legal European cannabis market which is estimated to grow upwards of $98 billion by 2025 according to a recent BMO report. As the cannabis market grows rapidly inside Switzerland and the European Union, Viridi and its ONXI Premium Cannabis are building a strong name as a leading provider of high quality, high CBD, compliant cannabis products in Europe.
About LGC Capital Ltd. (http://www.lgc-capital.com)
LGC Capital is a leading cannabis investment firm with a focus on the Legal Global Cannabis market. Through its growing portfolio investment companies, LGC is building a vertically integrated system of interconnected legal cannabis companies with cultivation, processing and distribution in Australia, Jamaica, Switzerland, Italy, and Canada serving domestic and export markets. LGC Capital Ltd. is a Canadian incorporated public company listed on the TSX Venture Exchange .
Through its partners and assuming pending transactions under review by the TSXV are approved, LGC currently will have interests in over 450,000 square feet of planted cannabis in Jamaica, Switzerland, Italy, and Australia, with that number expected to increase to over 2,100,000 square feet by 2021, as its portfolio companies execute their expansion plans, in addition to the anticipated licensing of Tricho-Med's operations in Quebec, Canada.
LGC partners currently sell cannabis products in over 1,000 points of sale across Switzerland and Italy under the ONE Premium Cannabis and EasyJoint brands as well as medical cannabis oils in Australia under the Little Green Pharma brand. LGC's partners' branded products are available in a variety of formats including dry cannabis flower, tinctures, oils, seeds, and beverages.
Notice Regarding Forward Looking Statements
This press release may contain forward-looking statements with respect to LGC and their respective operations, strategy, investments, financial performance and condition. These statements can generally be identified by use of forward- looking words such as "may", "will", "expect", "estimate", "anticipate", "intends", "believe" or "continue" or the negative thereof or similar variations. The actual results and performance of LGC and Viridi could differ materially from those expressed or implied by such statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Some important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, government regulation and the factors described under "Risk Factors and Risk Management" in LGC's Management's Discussion and Analysis for the three and nine months ended June 30, 2018, as filed on SEDAR (http://www.sedar.com). The cautionary statements qualify all forward-looking statements attributable to LGC and persons acting on its behalf. Unless otherwise stated, all forward-looking statements speak only as of the date of this press release and neither LGC nor Viridi has any obligation to update such statements, except to the extent required by applicable securities laws.
Caution Regarding Press Releases
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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