Wayland Group has entered into a Letter of Intent to sell 49.9% of its international portfolio of assets to International Cannabis Corp for approximately US$258m in stock.
Wayland will receive 300,000,000 shares of ICC that trade under the symbol WRLD.U on the Canadian Securities Exchange, at a deemed price of USD $0.43 per share. The deal is expected to close on or around March 1.
Upon consummation of the proposed transaction, Wayland will sign a three-year supply agreement with ICC that will supply ICC with 10,000kg of EU-GMP certified product per year, for a total of 30,000kg during the term.
ICC will also gain access to Wayland’s German advisory board to help with production and distribution strategies, branding campaigns, as well as the continued penetration of new cannabis and CBD markets and verticals through Cosmos Holdings.
Wayland’s international business will be held in a subsidiary which will be jointly owned by Wayland and ICC.
Wayland told its shareholders in a note this week: ‘This transformational event for Wayland shareholders affords them the opportunity to unlock the value in the Company’s international portfolio and to gain exposure to ICC’s international business.’
“The proposed transaction would provide Wayland and our shareholders with exposure to an unparalleled portfolio of international assets to address the ever-expanding global legalization of medical cannabis.”
Ben Ward, Wayland
Wayland CEO, Ben Ward, said: “The proposed transaction would provide Wayland and our shareholders with exposure to an unparalleled portfolio of international assets to address the ever-expanding global legalization of medical cannabis with operations in countries with a total population of just over 390 million people and access to international markets that exceed a billion people.
“This transaction ascribes value to our international assets that is in line with our expectations as the value of our international assets is now greater than the entire company’s present market capitalization. The transaction also provides an opportunity at the appropriate time to fully integrate our international operations with ICC’s to cover all aspects of the value chain, including medical plant production, extraction, active pharmaceutical ingredient isolation, finished dose manufacturing, and distribution.”
Wayland will continue to operate its Canadian business supplying its current medical patient base and the Canadian Provinces. Wayland’s state-of-the-art, purpose-built cannabis production facility in Langton, Ontario will be fully operational in 2019.
ICC shares will not be distributed to Wayland shareholders for a period of not less than six months from the closing date of the transaction.
The current intention is to spin out the 300,000,000 ICC shares to WAYL shareholders at the appropriate time after the six-month holding period.
Wayland, a vertically integrated cultivator and processor of cannabis, is based in both Burlington, Ontario, Canada and Munich, Germany, with production facilities in Langton, Ontario where it operates a cannabis cultivation, extraction, formulation, and distribution business under federal licenses from the Government of Canada.Cannabis Business Worldwide