Wayland Group (CSE:WAYL) (75M.F) (MRRCF) (“Wayland” or the “Company”) is pleased to announce that the Company has signed a definitive agreement to sell a 49.9% interest in Wayland’s international portfolio of assets to ICC International Cannabis Corp. (CSE:WRLD.u) (8K51.F) (WLDCF) (“ICC”). The terms of the definitive agreement are consistent with the Letter of Intent that was announced on January 15, 2019. Wayland will receive 300,000,000 shares of ICC under the agreement, representing approximately 35% of the current outstanding ICC shares on a fully diluted basis. Wayland is also pleased to announce that Matthew McLeod, the current General Counsel and Vice President Operations and Compliance, has been appointed as President effective immediately.
In addition, under 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.
Prior to closing, Wayland’s international business will be reorganized and held in a subsidiary which will be jointly owned by Wayland and ICC. Wayland will retain the right to appoint the board of directors and management of the Wayland international subsidiary.
Ben Ward, CEO of Wayland commented, “The proposed transaction with ICC will help Wayland to execute on the vision and platform established over the past two-and-a-half years to bring medical cannabis to evolving global markets. From our initial one-hectare site in Langton, Ontario, Canada, we have transformed the company into a global leader with a reputation for quality, externally validated by three federal Licenses from Health Canada, winning an initial allotment for our joint venture DEMECAN GmbH in Germany from BfArM and end to end export/import EU-GMP certification for both Canadian and German facilities.”
The Company expects this transaction to increase Wayland’s exposure to an international footprint that the Company believes provides superior potential opportunities. It also creates an opportunity for synergies with ICC, building on the early establishment built by ICC and by Wayland in multiple European countries with minimal overlap. Wayland has built an impressive international portfolio of assets and the Company intends to collaborate with ICC to develop mutually beneficial production and distribution strategies, branding campaigns, as well as strategies for the continued penetration of new cannabis and CBD markets and verticals.
Wayland’s previously announced strategic review continues to explore options to maximize the value of Wayland’s international and Canadian businesses for the benefit of its shareholders and other stakeholders, and such options may include transactions with other third parties.
Internationally, Wayland expects to continue to work to identify opportunities to unlock and create additional value for its shareholders from its international footprint. In Canada, subject to developments in the strategic review, Wayland will continue to serve its provincial partners and existing patient base. Shipments from Wayland’s state-of-the-art EU-GMP designated facility in Langton, Ontario to Cannamedical in Germany have also begun. Wayland believes this currently represents the largest international export contract in the industry.
The proposed transaction with ICC remains subject to conditions to closing, including receipt of any applicable third party, securityholder and regulatory consents and approvals, the completion of a reorganization of Wayland’s international business and the receipt by each of Wayland and ICC of fairness opinions from their respective financial advisors and other customary conditions to closing a transaction of this nature. A copy of the definitive agreement will be filed under Wayland’s profile on SEDAR at www.sedar.com.
About Wayland Group
Wayland is a vertically integrated cultivator and processor of cannabis. The Company was founded in 2013 and is based in 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. The Company also has production operations in Dresden, Saxony, Germany, Regensdorf, Switzerland and, Allesandria, Piedmont, Italy. Wayland will continue to pursue new opportunities globally, including the consummation of its previously announced transactions in the United Kingdom, Australia, Colombia, and Argentina, in its effort to enhance lives through cannabis.
Forward Looking Information
This news release includes forward-looking information and statements, which may include, but are not limited to, information and statements regarding or inferring the future business, operations, financial performance, prospects, and other plans, intentions, expectations, estimates, and beliefs of the Company. Such statements include statements regarding the Company’s abilities to store and service the German Market, as well as the Company’s improved margins. Forward-looking information and statements involve and are subject to assumptions and known and unknown risks, uncertainties, and other factors which may cause actual events, results, performance, or achievements of the Company to be materially different from future events, results, performance, and achievements expressed or implied by forward-looking information and statements herein. Such assumptions, risks, uncertainties and other factors include, but are not limited to, that the Company will be able to shorten its lead times and improve its margins with such certifications. Although the Company believes that any forward-looking information and statements herein are reasonable, in light of the use of assumptions and the significant risks and uncertainties inherent in such information and statements, there can be no assurance that any such forward-looking information and statements will prove to be accurate, and accordingly readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance upon such forward-looking information and statements. Any forward-looking information and statements herein are made as of the date hereof, and except as required by applicable laws, the Company assumes no obligation and disclaims any intention to update or revise any forward-looking information and statements herein or to update the reasons that actual events or results could or do differ from those projected in any forward looking information and statements herein, whether as a result of new information, future events or results, or otherwise, except as required by applicable laws.