WEEDMD INC. ("WMD")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: February 13, 2020
TSX Venture Tier 1 Company
TSX Venture Exchange has accepted for filing documentation pertaining to an Acquisition Agreement (the "Agreement"), dated November 29, 2019, between the Company and Starseed Holdings Inc. (the "Starseed"), whereby the Company will acquire all issued and outstanding shares of the Starseed, federally licensed cannabis producer in Canada, located in Bowmanville, Ontario, by way of a three-corner amalgamation through the Company's wholly-owned subsidiary.
Under the terms of the Agreement, the Company has agreed to acquire the Starseed by issuing 71,833,194 common shares and granting 6,575,186 stock options in exchange for common shares and stock options of the Starseed. The Company has also agreed to enter into a Nomination Rights and Voting Agreement (the "Voting Trust Agreement") with certain shareholders of the Starseed, whereby, among other things, the Company will grant three board nomination rights. Majority of minority shareholders approved the Voting Trust Agreement at the Special Meeting of Shareholders held on February 4, 2020.
Additionally, the Company has agreed to issue 538,756 common shares to Stoic Advisory Inc. as consideration for financial advisory services provided in connection with the acquisition.
For more information, please refer to the Company's news releases dated November 29, 2019, December 23, 2019, and February 10, 2020.
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