Page 37 - SFHN1118pagesFINAL.qxp_SFHN 0608 Friday 5.0

Continued from previous page Archos, Verano’s management team con- Verano, under which Scythian will will be satisfied by a combination of
sists of successful executives with acquire the remaining 40% of 3 Boys CAD$29.27 million in Scythian common
become one of the top-five largest U.S.
cannabis businesses in 2019. Along with diverse backgrounds in cannabis and Farms (subject to the satisfaction of cus- shares at a deemed price of $4.00 per
Scythian’s sizable investment, Verano’s other highly-regulated, consumer-cen- tomary conditions including receipt of common share, USD$52.1 million in
ownership and/or management of nine tric, industries. Scythian’s renowned all necessary regulatory approvals from Verano class B units and USD$19.2 mil-
profitable licensed cannabis facilities experience in navigating, forming part- the Florida OMMU) and, when complet- lion in cash, which will be held back and
developed by Verano management will nerships and identifying strategic invest- ed, sell and convey its entire interest in 3 applied by Scythian against the acquisi-
consolidate with 3 Boys Farms’ sizable ments in the cannabis industry will be Boys Farms to Verano in exchange for tion of the remaining 40% of 3 Boys
footprint across Florida and enable essential in aiding Verano’s exceptional USD$100 million of Verano Class B Farms. The completion of the acquisition
Verano to reach a population exceeding management team and accelerating their units. The transactions contemplated of CannCure is subject to a number of
67 million. Facilities include: growth potential in the U.S. cannabis under the contribution agreement are closing conditions, including receipt of
• Illinois: one cultivation and produc- industry. subject to receipt of all required govern- all required governmental approvals,
tion facility and three dispensaries; mental approvals, including from the including from the Florida OMMU.
• Florida: one cultivation and produc- Verano Transaction Details Florida OMMU. Closing is expected to Closing is expected to occur on or about
tion facility and up to 30 dispensary Scythian’s investment of USD$88 mil- occur on or about December 15, 2018 or November 15, 2018 or such other date as
facilities under current law; lion in Class B units of Verano is part of such other date as may be agreed to by may be agreed to by the parties.
• Maryland: one cultivation and pro- a larger brokered private placement of the parties. As a result of these transactions,
duction facility and two dispensaries; securities of Verano to accredited Scythian will own USD$135.9 million of
• Nevada: one cultivation and produc- investors for an aggregate amount of CannCure Transaction Details Class B units in Verano. To complete the
tion facility and one dispensary; USD$100 million. Scythian has entered into a binding transactions, Scythian will pay
• Michigan: license(s) under develop- Clarus Securities Inc. acted as the sole share purchase agreement today to USD$107.2 million in cash and will issue
ment; agent in the financing. Closing of the acquire all of the issued and outstanding CAD$29.27 million in common shares of
• Ohio: license(s) under development; offering is expected to occur on or about common shares in CannCure. CannCure the Company. The cash components will
• Puerto Rico: license(s) under devel- October 26, 2018. owns 60% of 3 Boys Farms and holds an be funded from cash currently on hand.
opment. Scythian also entered into a member- indirect contractual right and obligation Each of Verano, CannCure and 3 Boys
Led by Chief Executive Officer George ship interest contribution agreement to purchase the remaining 40% of 3 Boys Farms is arms’ length from Scythian.
between, among others, Scythian and Farms. The CannCure purchase price

South Florida Hospital News southfloridahospitalnews.com November 2018 37