Synstream Energy Corp. (TSX-V:SHM) terminated the non-binding letter of intent to acquire up to a 66.6% stake in Kamcan Products Inc. from Sundial Growers Inc.
December 03, 2017
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Synstream Energy Corp. (TSX-V:SHM) (Synstream') has entered into a non-binding letter of intent (LOI') to acquire up to a 66.6% stake in Kamcan Products Inc. (Kamcan') from Sundial Growers Inc. (Sundial') on October 25, 2017. The transaction is structured as the purchase of 66.6% of the issued and outstanding common shares of 10370738 Canada Inc. (Holdco'), the sole shareholder of Kamcan. The letter of intent contemplates that Synstream will fund construction of the required building as contemplated by Kamcan's ACMPR application in exchange for common shares of Holdco. Pursuant to the transaction 1262430 Alberta Ltd., a corporation wholly owned by Johannes Kingma, would acquire 13.4% of Holdco shares and Sundial would hold 20% of the Holdco shares. As part of the transaction, Synstream intends to raise up to CAD 7.5 million through the issuance of common share units and through unsecured convertible debentures. Each common share unit will consist of one common share and one common sharepurchase warrant entitling the holder thereof to acquire one additional common share of Synstream for a period of one year after the issuance subject to acceleration of that expiry date in certain circumstances.
Completion of the transaction is subject to a number of conditions including negotiation and execution of a definitive agreement, receipt of all required regulatory approvals, including approval of the TSX Venture Exchange and completion of due diligence by each of Sundial, 1262430 Alberta and Synstream.
Synstream Energy Corp. (TSX-V:SHM) terminated the non-binding letter of intent to acquire up to a 66.6% stake in Kamcan Products Inc. from Sundial Growers Inc. on December 4, 2017. The transaction was terminated because Synstream was unable to obtain timely regulatory approval and the consequent effect on its ability to raise the required financing to close the transaction.
SNDL Inc. is a Canada-based private-sector liquor and cannabis retailer in Canada with retail banners, which include Ace Liquor, Wine and Beyond, Liquor Depot, Value Buds, Spiritleaf, and Firesale Cannabis. Its segments include Liquor Retail, Cannabis Retail, Cannabis Operations and Investments. The Liquor Retail segment includes the sale of wines, beers and spirits through liquor stores. The Cannabis Retail segment includes the private sale of recreational cannabis through and franchise retail cannabis stores. The Cannabis Operations segment includes the cultivation, distribution and sale of cannabis for the adult-use and medical markets domestically and for export, and providing cannabis processing services, in addition to product development, manufacturing, and commercialization of cannabis consumer packaged goods. The Investments segment includes the deployment of capital to investment opportunities. Its cannabis brand portfolio includes Top Leaf, Vacay, Grasslands and others.
Synstream Energy Corp. (TSX-V: SHM) terminated the non-binding letter of intent to acquire up to a 66.6% stake in Kamcan Products Inc. from Sundial Growers Inc.