Cresco Labs Inc. (the “Company” or “Cresco”), formerly Randsburg International Gold Corp., is pleased to announce that its business combination with Cresco Labs, LLC (the “Business Combination”) has been completed and that its subordinate voting shares (the “Subordinate Voting Shares”) have been approved for listing on the Canadian Securities Exchange (“CSE”) under the symbol “CL.” The Subordinate Voting Shares are expected to begin trading on the CSE on Monday, December 3, 2018.
In connection with the Business Combination, on November 26, 2018, Cresco Labs Finco Ltd. completed a subscription receipt offering whereby it issued an aggregate of 12,624,054 subscription receipts (the “Subscription Receipts”) for gross proceeds of C$107.3 million (the “Offering”). The Offering was completed by a syndicate led by Canaccord Genuity Corp. and GMP Securities L.P. as co-lead agents, and including Cormark Securities Inc. and Beacon Securities Limited. On closing of the Business Combination, the investors in the Offering received one (1) Subordinate Voting Share of the Company for each Subscription Receipt held.
“Our public listing represents the culmination of nearly three years of unmatched success in winning state licenses in the most competitive, highly regulated cannabis markets and firmly establishing Cresco as an early leader in this emerging industry,” said Charles Bachtell, CEO of Cresco Labs. “Early on, by realizing that cannabis is a natural fit in the consumer-packaged goods industry, we developed a differentiated and upscale brand strategy that moves across the value chain covering all price points. At the same time, we developed a well-honed business blueprint that enables our rapid entry into new markets where we can capture leading market share right from the start. With our outstanding team of recognized leaders in diverse fields, with backgrounds in highly regulated and public markets, and an esteemed board of directors, our interests are closely aligned with shareholders as well as regulators, legislators and consumers.”
“Better access to the capital markets as a public company will help drive our expansion strategy,” Bachtell added. “At the same time, we intend to continue our support of consumer education, medical advisory, and public education and research that can be highly impactful on the direction of the cannabis industry.”
The Business Combination was structured as a series of transactions, including Canadian three-cornered amalgamation transactions and a series of U.S. reorganization steps, which resulted in the Company indirectly acquiring all of the voting securities of Cresco Labs, LLC.
As part of the Business Combination, the Company, among other things: (i) amended the Company’s notice of articles and articles to (a) amend the rights and restrictions of the then-existing class of common shares and redesignate such class as Subordinate Voting Shares, (b) create a class of super voting shares (the “Super Voting Shares”), and, (c) create a class of proportionate voting shares (the “Proportionate Voting Shares”); (ii) changed the Company’s name to Cresco Labs Inc.; and (iii) appointed MNP LLP as the auditors of the Company.
In connection with the closing of the Business Combination, the following individuals were appointed to the board of directors of the Company: Charles Bachtell; Joe Caltabiano; Dominic Sergi; Brian McCormack; Robert M. Sampson; John R. Walter; Gerald Corcoran; Thomas Manning; and, Randy Podolsky.
The Company is also pleased to announce the appointment of the following officers: Charles Bachtell – Chief Executive Officer; Joe Caltabiano – President; Ken Amman – Chief Financial Officer; Zach Marburger – Chief Information Officer; David Ellis – Chief Operating Officer; Jason Erkes – Chief Communications Officer; and, John Schetz – General Counsel.
The Business Combination was completed in the manner described in the Company’s listing statement (the “Listing Statement”) filed with the Canadian Securities Exchange (“CSE”) and available under the Company’s profile on www.sedar.com.
About Cresco Labs, LLC:
Cresco Labs, based in Chicago, is leading the U.S. cannabis industry through experienced management, access to capital and a demonstrated growth strategy. As a differentiated grower, processor and retailer of premium cannabis with operations in six states (Illinois, Ohio, Pennsylvania, Nevada, California and Arizona) and approval pending for acquisitions in three more states (New York, Massachusetts, Maryland), the company focuses on entering markets with outsized demand potential, significant supply constraints and high barriers to entry. Its unparalleled speed-to-market — seven months from license to market — gives Cresco a distinct competitive advantage as it replicates its model to expand its national footprint. Cresco’s proven ability to execute is complemented by a well-defined brand strategy that is tailored to all major consumer segments: everyday cannabis, medicinally focused, connoisseur grade, and chef inspired edibles by James Beard Award-winning pastry chef Mindy Segal. Learn more about Cresco Labs at crescolabs.com.
Forward Looking Statements
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as, ‘may,’ ‘will,’ ‘should,’ ‘could,’ ‘would,’ ‘expects,’ ‘plans,’ ‘anticipates,’ ‘believes,’ ‘estimates,’ ‘projects,’ ‘predicts,’ ‘potential’ or ‘continue’ or the negative of those forms or other comparable terms. The Company’s forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including but not limited to: the illegality of the Company’s business at the U.S. federal level and the risk of prosecution; the U.S. State level regulatory uncertainty; clearing of the securities; risks to Canadian investors being barred from entering the U.S.; restricted access to banking; the availability of additional financing; the lack of approval by the U.S. Food and Drug Administration; constraints on marketing products; limited trademark protection; unfavorable tax treatment; the tax classification of the Company in the U.S.; lack of access to U.S. bankruptcy protections; proceeds of crime statutes; liability and enforcement; risks inherent in the agricultural business; environmental risks and regulations; access to third-party service providers; product liability; personal information breaches; liability for fraudulent or illegal activity by employees, contractors and consultants; the Company’s limited operating history; the difficulty quantifying the target market; planned expansion; the limited market for securities; security risks; public and consumer perceptions; contracts may not be legally enforceable; restricted transfer of securities; voting control; reliance on management; risks related to the Illinois Medical Cannabis Pilot Program; reliance on management; the risks discussed under “Risk Factors” in the company’s CSE Listing Statement filed with SEDAR; and other factors, many of which are beyond the control of the Company. Readers are cautioned that the foregoing list of factors is not exhaustive. Because of these uncertainties, you should not place undue reliance on the Company’s forward-looking statements. The Company does not intend to update any of these factors or to publicly announce the result of any revisions to any of the Company’s forward-looking statements contained herein, whether as a result of new information, any future event or otherwise. Except as otherwise indicated, this press release speaks as of the date hereof. The distribution of this press release does not imply that there has been no change in the affairs of the Company after the date hereof or create any duty to update or supplement any information provided in this press release or otherwise.
Chief Communications Officer
Vice President, Investor Relations
Kim Esterkin, Kristen Papke, Ashley Grossman