Canada House Cannabis Group and MTL Cannabis enter into second restated share exchange agreement

Company

Canada House Cannabis Group Inc.

Law Firm / Organization
Fasken Martineau DuMoulin LLP

Company

Montréal Cannabis Médical Inc.

Law Firm / Organization
Farris LLP

On July 28, 2023, Canada House Cannabis Group Inc., a medical cannabis company, and Montréal Cannabis Médical Inc. completed the second tranche of their acquisition deal. The first tranche closed on August 30, 2022, with Canada House acquiring 24.99% of MTL Cannabis for 49.99% of its common shares. The second tranche, under the Second Restated Share Exchange Agreement, involved Canada House obtaining the remaining 75.01% of MTL Cannabis, resulting in issuing enough common shares to constitute 80.0% of Canada House's post-issuance shares. This acquisition is subject to anti-dilution adjustments, especially concerning the $6.5 million Archerwill Debenture. The transaction requires shareholder approval and regulatory consent, including from the Canadian Securities Exchange (CSE). Post-acquisition, Canada House will be renamed MTL Cannabis Corp., and its shares will trade under a new ticker on the CSE. Shareholders are encouraged to vote at the meeting scheduled for July 28, 2023. The operational integration post-first tranche has improved financial performance, with anticipated continued benefits from MTL Cannabis's strengths. The transaction is considered a "reverse takeover," and further details are available in the management information circular (MIC).

Merger & Acquisition
Other
Undisclosed/Confidential
Closed
28 July 2023