Instadose Pharma Corp Merger
Instadose Pharma Corp. announced a plan to acquire all outstanding shares of Instadose Pharma Corp., with shareholders receiving 1.34 shares of common stock for each existing share. The acquisition involves issuing 463,754,949 shares, which will transition the company from a shell entity to an operational firm. Instadose aims to develop a significant commercial platform for medicinal cannabis, enhancing supply for pharmaceutical companies. Shareholder approval is set for October 14, 2021, following an interim court order. Potential risks include shareholder disapproval and legal issues.
- Acquisition enhances operational status, moving from shell company to active business.
- Strategic focus on large-scale commercial cultivation and distribution of medicinal cannabis.
- Anticipated to supply pharmaceutical companies with diverse and cost-effective cannabis products.
- Conditional on shareholder approval, which, if not secured, could void the transaction.
- Transaction is subject to potential legal challenges that may delay or prevent closing.
- Significant share issuance may dilute existing shareholder value.
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CHESAPEAKE, VA / ACCESSWIRE / September 24, 2021 / Instadose Pharma Corp. ("the "Company"), a shell company, today announced that it has entered into a plan of arrangement to acquire all the issued and outstanding shares of Instadose Pharma Corp., a corporation organized under the laws of Canada. The consideration to be paid to the Instadose Pharma Corp. shareholders will be 1.34 share of common stock of the Company for each outstanding share of Instadose. At the closing, the Company will have to issue an aggregate of 463,754,949 shares of common stock of the Company to the Instadose shareholders. Upon consummation of the transaction, the Company will no longer be considered a "shell" company.
Instadose is building a large-scale commercial outdoor growing, cultivation, production, and global distribution platform for medicinal cannabis and cannabinoid oil. Instadose seeks to open the commercial gateway to a new wholesale marketplace capable of providing pharmaceutical industry companies with large, sustainable, consistent, diverse, and low‑cost supplies of high‑quality medicinal cannabis and cannabinoid oil for use in bulk as an active pharmaceutical ingredient.
The Company and Instadose received an Interim Order from the Supreme Court of British Columbia, in furtherance of this transaction, on September 14, 2021.
Instadose will prepare the Instadose Circular together with any other documents and deliver the documents to each Instadose shareholder in anticipation of the upcoming shareholder meeting scheduled to occur on October 14, 2021. Shareholders of Instadose who properly dissent to the transaction at least two days prior to the shareholder's meeting will be entitled to receive the fair value of their shares from the Company. Upon Instadose shareholder approval, Instadose will then apply to the Court to obtain a final order to approve the transaction.
Upon the closing, the current Instadose team managers will become officers and directors of the Company.
This press release may include, and oral statements made from time to time by representatives of the Company may include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions, as they relate to the proposed transaction, us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company's management. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to: (i) the closing does not occur on or before December 31, 2021, (ii) the shareholders of Instadose do not approve the transaction with the Company or (iii) if the transaction is deemed illegal. The Company's filings can be obtained free of charge on the Securities and Exchange Commission website at www.sec.gov. Except to the extent required by law, the Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions, or circumstances on which any statement is based.
Contact:
Public Relations
Info@instadosepharma.com
SOURCE: Instadose Pharma Corp.
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