Not for distribution to U.S. Newswire Services or for dissemination in the United States.
VANCOUVER, British Columbia, May 28, 2018 (GLOBE NEWSWIRE) -- Kramer Capital Corp. (" Kramer " or the " Company ") (NEX:KRM.H) is pleased to announce that it has received conditional approval from the TSX Venture Exchange (the " Exchange ") in respect of its qualifying transaction (the " Transaction ") with 48North Cannabis Corp. (" 48North "). Following completion of the Transaction, Kramer is expected to carry on the medical cannabis business of 48North.
In connection with the Transaction, the Company has filed a filing statement dated May 28, 2018 under the Company's profile on SEDAR at www.sedar.com (the " Filing Statement "). Additional information about the Transaction can be obtained from the Filing Statement.
The Company will issue a further comprehensive press release announcing closing of the Transaction and the date on which trading in the Company's common shares will resume in due course.
The closing of the Transaction remains subject to the satisfaction of a number of customary closing conditions, including the satisfaction of Exchange conditions. Subject to receipt of all approvals, the Transaction is expected to close on or about June 5, 2018.
About Kramer
Kramer was incorporated under the laws of Alberta and continued into British Columbia in August, 2016. It is a Capital Pool Company under Policy 2.4 of the Exchange. Kramer is a reporting issuer in the provinces of British Columbia, Alberta and Ontario, and its common shares are listed and posted for trading on the NEX board of the Exchange. Kramer's head office in located in Vancouver, B.C.
About 48North
48North is a private, vertically integrated cannabis company with 150 shareholders. Its first ACMPR-licensed facility is located on 800 acres of owned land near Kirkland Lake, Ont., and is operated by its wholly owned subsidiary, DelShen Therapeutics Corp. 48North grows unique genetics sourced from MariPharm BV, a Netherlands-based phytopharmaceutical company with over 25 years of experience in the research and cultivation of cannabis for medical purposes. Its genetics are grown to exacting standards, ensuring patients can count on receiving the highest- quality cannabis products. 48North's values are rooted in the land they are planted on, and 48North has entered into a first-of-its-kind community benefits agreement with certain of its first nations investors.
DelShen was incorporated on Nov. 18, 2013, under the laws of the Province of Ontario. The company's head office, principal address and records are located at 76 Stafford St., Suite 101, Toronto, Ontario, Canada, M6J 2S1.
DelShen is authorized by Health Canada as a licensed producer of dried and fresh cannabis and cannabis oil for medical purposes pursuant to the ACMPR. DelShen's licence to produce cannabis was granted on Feb. 28, 2017, and pertains to the facility, a state-of-the-art, closed-box, 40,000-square-foot building with an additional 200,000 square feet of production space planned within the current security perimeter.
Additional Information
In accordance with the policies of the Exchange, the common shares of Kramer are currently halted from trading and will remain halted until further notice.
All information provided in this press release related to 48North has been provided by management of 48North and has not been independently verified by management of Kramer. Investors are cautioned that, except as disclosed in the Filing Statement, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
For Further Information, Please Contact: Kramer Capital Corp. Richard Graham, Director Telephone: (604) 689-1428
Cautionary statements
This press release contains "forward-looking information" within the meaning of applicable securities laws relating to the proposal to complete the Qualifying Transaction and associated transactions, including statements regarding the terms and conditions of the Qualifying Transaction. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties will not proceed with the Qualifying Transaction and associated transactions, that the ultimate terms of the Qualifying Transaction, and associated transactions will differ from those that currently are contemplated, and that the Qualifying Transaction and associated transactions will not be successfully completed for any reason (including the failure to obtain the required approvals or clearances from regulatory authorities). The statements in this press release are made as of the date of this release.
Completion of the Qualifying Transaction is subject to a number of conditions including, but not limited to, Exchange approval. There can be no assurance that the Qualifying Transaction will be completed as proposed or at all.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the Qualifying Transaction and has neither approved or disapproved the contents of this press release.
The Resulting Issuer Shares have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirement. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
