TORONTO, Jan. 10, 2018 (GLOBE NEWSWIRE) -- Sumtra Diversified Inc. ("Sumtra" or the "Company") (NEX:SDV.H) today announced that it has entered into a binding letter of intent to acquire a 100% interest in MJardin Group ("MJardin") in a business combination transaction (the "Transaction") that would constitute a reverse take-over and change of control of the Company. The final structure of the Transaction will be determined by Sumtra and MJardin to accommodate tax considerations, accounting treatments and applicable legal and regulatory requirements.
Upon completion of the Transaction, the combined entity will continue to carry on the business of MJardin. The closing of the Transaction is subject to the execution of definitive documentation, the completion of due diligence, and the receipt of all necessary regulatory, shareholder and third party consents and approvals. The Transaction is expected to close in or around April 2018.
About MJardin Group
MJardin is a highly specialized professional operating company that operates more licensed cultivation, processing and retail cannabis facilities than any other party in the sector throughout North America. MJardin provides turnkey cannabis cultivation, processing and distribution solutions including licensure support, facility design, systems implementation, facility ramp-up and the day-to-day operational management required in a large-scale, professionally managed cannabis facility. MJardin is headquartered in Denver, Colorado with an additional office in Toronto, Ontario. For more information, please visit MJardin.com.
Further Information
Sumtra and MJardin will provide further details in respect of the Transaction including a summary of material terms thereof once definitive agreements have been entered into. Trading in the Sumtra Shares has been halted pursuant to the policies of the TSXV and the Company expects that trading will remain halted pending the completion of the Transaction. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon.
No stock exchange has in any way passed upon the merits of the Transaction or approved or disapproved the contents of this press release.
For further information, please contact:
Robert G. Shoniker, President
Sumtra Diversified Inc.
Tel: 416 863-6096
E-mail: bshoniker@couragecapital.com
Forward Looking Information
This news release contains certain forward-looking statements that reflect the current views and/or expectations of management with respect to performance, business and future events, including but not limited to express or implied statements and assumptions regarding the Company's intention to negotiate for or complete the Transaction. Forward-looking statements are based on the then-current expectations, beliefs, assumptions, estimates and forecasts about the business and the industry and markets in which the Company operates. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions which are difficult to predict. In particular, there is no guarantee that the parties will successfully negotiate and enter into a definitive agreement or complete the Transaction contemplated herein, that the Company's due diligence will be satisfactory or that the Company will obtain any required shareholder or regulatory approvals. Accordingly, readers should not place undue reliance on forward-looking statements and information, which are qualified in their entirety by this cautionary statement. The Company does not undertake any obligations to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.
All information contained in this press release with respect to MJardin, its business and proposed corporate reorganization and financing was supplied by MJardin for inclusion herein. Sumtra has not conducted due diligence on the information provided and does not assume any responsibility for the accuracy or completeness of such information.
Media Contact
For more information on MJardin:
Paul Wilken, MJardin Group: paul.wilken@MJardin.com, +1.720.613.4019