Full Press Release Details
IM Cannabis Announces Fourth Installment of Shares in Connection
with the Panaxia Transaction
Canada and Glil Yam, Israel November 18 2021 IM Cannabis
Corp. (the Company or IM
Cannabis ) (CSE: IMCC, NASDAQ: IMCC), a leading medical and
adult-use recreational cannabis company with operations in Israel,
Germany and Canada, today announced the fourth installment of
shares in connection with the previously announced acquisition of
the Panaxia-to-the-Home online pharmacy and trading centre with an
IMC-GDP license from Panaxia Pharmaceutical Industries Israel Ltd.
and Panaxia Logistics Ltd., part of the Panaxia Labs Israel, Ltd.
group of companies ( Panaxia ) (TASE:
first announced on April 30, 2021, the Company's wholly owned
Israeli subsidiary, IMC Holdings Ltd. ( IMC Holdings ),
signed a definitive agreement with Panaxia, pursuant to which IMC
Holdings will acquire Panaxia's trading house license and
in-house pharmacy activities, for an aggregate purchase price of
$7.2 million (the Transaction ). The Panaxia
Transaction purchase price was to be satisfied by a combination of
$2.9 million in cash (the Cash Consideration ) and
$4.3 million in common shares of the Company ( Consideration
Shares ). The Cash Consideration was paid in two instalments
according to the terms of the Transaction.
satisfy the share consideration component of the Panaxia
Transaction, the Company will issue a total of five installments of
Consideration Shares. Following the announcements regarding the
first, second and third installments on August 9, 2021, September
8, 2021 and October 20, respectively, on November 16 2021, the
Company issued the fourth installment of 298,529 Consideration
Shares in connection with the Transaction at a price of US$3.089
per Consideration Share, representing an aggregate value equal to
US$922,156.08. The issue price of the Consideration Shares was
calculated based on the average closing price of the common shares
of the Company on the Nasdaq Capital Market over the 10-trading day
period immediately preceding November 1, 2021. The fifth and final
instalment of Consideration Shares will be issuable in connection
with the second closing of the Panaxia Transaction, to occur upon
receipt of approval from the Israeli Ministry of
Cannabis (NASDAQ: IMCC, CSE: IMCC) is a leading international
cannabis company providing premium products to medical patients and
adult-use recreational consumers. IM Cannabis is one of the very
few companies with operations in Israel, Germany and Canada, the
three largest federally legal markets. The ecosystem created
through its international operations leverages the Company's
unique data-driven perspective and product supply chain globally.
With its commitment to responsible growth and financial prudence
and ability to operate within the strictest regulatory
environments, the Company has quickly become one of the leading
cultivators and distributors of high-quality cannabis
Cannabis ecosystem operates in Israel through its commercial
relationship with Focus Medical Herbs Ltd. ( Focus
Medical ), where it cultivates, imports and distributes
cannabis to medical patients, leveraging years of proprietary data
and patient insights. The Company also operates medical cannabis
retail pharmacies, online platforms, distribution centres and
logistical hubs in Israel that enable the safe delivery and quality
control of IM Cannabis products throughout the entire value chain.
In Germany, the IM Cannabis ecosystem operates through Adjupharm
GmbH ( Adjupharm ), where it also distributes cannabis
to medical patients. In Canada, the Company operates through
Trichome JWC Acquisition Corp. d/b/a JWC and MYM Nutraceuticals
Inc., where it cultivates and processes cannabis for the adult-use
market at its Ontario and Nova Scotia facilities under the WAGNERS
and Highland Grow brands.
Disclaimer for Forward-Looking Statements
press release contains forward-looking information
and forward-looking statements within the meaning of
applicable Canadian and United States securities laws
(collectively, forward-looking information ).
Forward-looking information are often, but not always, identified
by the use of words such as seek ,
anticipate , believe ,
plan , estimate , expect ,
likely and intend and statements that
an event or result may , will ,
should , could or might
occur or be achieved and other similar expressions. Forward-looking
information in this press release includes, without limitation,
statements relating to the completion of the subsequent closings of
the Panaxia Transaction (including the receipt of all requisite
approvals), the issuance dates of subsequent instalments of
Consideration Shares, and the Company's business and
information is based on assumptions that may prove to be incorrect,
including but not limited to the ability of the Company to execute
its business plan, the continued growth of the medical and/or
recreational cannabis markets in the countries in which the Company
operates or intends to operate, the Company maintaining de
facto control over Focus Medical Herbs Ltd. ( Focus
Medical ) in accordance with IFRS 10, Focus Medical
maintaining its existing Israeli medical cannabis propagation and
cultivation licenses and the expected decriminalization and/or
legalization of adult-use recreational cannabis in Israel. The
Company considers these assumptions to be reasonable in the
circumstances. However, forward-looking information is subject to
business and economic risks and uncertainties and other factors
that could cause actual results of operations to differ materially
from those expressed or implied in the forward-looking information.
Such risks include, without limitation: any failure of the Company
to maintain de facto control over Focus Medical in
accordance with IFRS 10 or any change in accounting practices or