- AustraliaNorth AmericaWorld
Investing News NetworkYour trusted source for investing success
Purpose Bitcoin ETF
Silver47 Exploration
Syntheia
Black Swan Graphene
- Lithium Outlook
- Oil and Gas Outlook
- Gold Outlook Report
- Uranium Outlook
- Rare Earths Outlook
- All Outlook Reports
- Top Generative AI Stocks
- Top EV Stocks
- Biggest AI Companies
- Biggest Blockchain Stocks
- Biggest Cryptocurrency-mining Stocks
- Biggest Cybersecurity Companies
- Biggest Robotics Companies
- Biggest Social Media Companies
- Biggest Technology ETFs
- Artificial Intellgience ETFs
- Robotics ETFs
- Canadian Cryptocurrency ETFs
- Artificial Intelligence Outlook
- EV Outlook
- Cleantech Outlook
- Crypto Outlook
- Tech Outlook
- All Market Outlook Reports
- Cannabis Weekly Round-Up
- Top Alzheimer's Treatment Stocks
- Top Biotech Stocks
- Top Plant-based Food Stocks
- Biggest Cannabis Stocks
- Biggest Pharma Stocks
- Longevity Stocks to Watch
- Psychedelics Stocks to Watch
- Top Cobalt Stocks
- Small Biotech ETFs to Watch
- Top Life Science ETFs
- Biggest Pharmaceutical ETFs
- Life Science Outlook
- Biotech Outlook
- Cannabis Outlook
- Pharma Outlook
- Psychedelics Outlook
- All Market Outlook Reports
MMJ Receives an Offer to Acquire Its Investment in Embark Health
MMJ Group Holdings Limited (ASX: MMJ) (“MMJ”) wishes to advise that BevCanna Enterprises Inc.(CSE:BEV) (“BEV” or “BevCanna”) has announced an offer (the Offer) to acquire 100% of Embark Health Inc. (“Embark”).
Specialist Investment Company, MMJ Group Holdings Limited (ASX: MMJ) (“MMJ"), wishes to advise that BevCanna Enterprises Inc.(CSE:BEV) (“BEV" or “BevCanna") has announced an offer (the Offer) to acquire 100% of Embark Health Inc. (“Embark"). MMJ's investment in Embark consists of shares and warrants with a current book value of CAD2.4m.
Subject to a review of the Offer documentation, MMJ expects that its share of the Initial Consideration (refer below) would approximate the current book value of MMJ's investment1.
In commenting on the transaction, MMJ's Chairman, Mr. Wall said “This proposed acquisition of Embark Health Inc. is beneficial for MMJ investors. It would allow MMJ to exit its investment at its book value and retain a share in the potential upside of the larger merged Bevcanna business."
MMJ was a foundation investor in Embark in July 2018 – the investment now comprises 3.697m common shares (approximately 12% shareholding) in Embark with warrants that provide the option for MMJ to acquire further Embark shares.
In 2018 MMJ was an early investor in Bevcanna and sold its investment following its initial public offering in 2019.
Details of the Offer are included in the attached announcement by Bevcanna to the Canadian Stock Exchange.
Under the terms of the Offer:
- Bevcanna would acquire all of the issued and outstanding shares of Embark (the “Shares") from its shareholders.
- Bevcanna will acquire the Shares in consideration for a purchase price of 46.7million Bevcanna shares2, plus potential future earn-outs, which will be subject to the adjustments (the “Purchase Price"). Bevcanna will satisfy the Purchase Price as follows:
- a) The issuance of 46.7 common shares of Bevcanna to Embark Shareholders at closing (the “Initial Consideration").
- b) A further amount upon earn-out milestones in respect of Embark's post-acquisition financial performance (the “Earn-Out") being achieved. At this point MMJ is not in a position to provide a reasonable estimate of the value of the Earn-Out.
MMJ has been advised that the issue of the Bevcanna Shares pursuant to the Initial Consideration will be completed following the satisfaction of all conditions in the acquisition agreement and on a date mutually agreeable to the parties. It is expected that the Offer would be completed by the end of 2021.
The Bevcanna Shares received by Embark Shareholders as part of the Initial Consideration, including MMJ, will be subject to voluntary resale restrictions, with 1/12th of the Bevcanna Shares received being released from the resale restriction on the last day of each month following closing of the Offer for a period of one year.
Latest News
Investing News Network websites or approved third-party tools use cookies. Please refer to the cookie policy for collected data, privacy and GDPR compliance. By continuing to browse the site, you agree to our use of cookies.