James E. Wagner to
seek protection under Companies' Creditors Arrangement Act
Trichome Financial to provide up to $4
million in DIP Loan financing
Special Committee will conduct a Sales and Investment Solicitation
Process
Trichome Financial agrees to submit "stalking-horse bid"
KITCHENER, ON, April 1, 2020 /CNW/ - James E. Wagner Cultivation
Corporation ("JWC" or
the "Corporation") (TSX VENTURE: JWCA; OTCQX: JWCAF),
announces that it has agreed with Trichome Financial Corp.
("Trichome Financial") to a consensual restructuring (the
"Restructuring") wherein JWC will seek an Initial Order
approving an application for creditor protection under the
Companies' Creditors Arrangement Act (Canada) ("CCAA"). The
Restructuring was negotiated and recommended by the Special
Committee of the Board of JWC and approved by the Board on
March 31, 2020. It is expected
that the Initial Order granting JWC's application for CCAA will be
granted today by the Ontario Superior Court of Justice (Commercial
List).
Pursuant to the Restructuring, Trichome Financial and JWC have
agreed to (i) a Debtor-in-Possession Loan ("DIP Loan") in
which Trichome Financial will provide up to $4 million in interim financing over the term of
the Restructuring; (ii) an offer by Trichome Financial to purchase
the assets of JWC pursuant to an Asset Purchase Agreement that
contemplates that Trichome Financial will be the "stalking-horse"
in the Sales and Investor Solicitation Process ("SISP"); and
(iii) the appointment of KSV Kofman Inc., as monitor in the CCAA
proceedings.
The SISP to be conducted in conjunction with the CCAA
proceedings is intended to generate interest in the business and/or
the assets of the Corporation, with the goal of maximizing value
for all stakeholders of the Corporation.
During the CCAA proceedings, as a result of the DIP Loan, it is
expected that day-to-day obligations to employees, key suppliers of
goods and services and JWC's customers payable, from and after the
filing date, will continue to be met. While under CCAA protection,
management of the Company will remain responsible for the day-
to-day operations of the Company under the general oversight of the
Monitor.
About James E. Wagner Cultivation Corporation
James E. Wagner Cultivation Corporation's wholly owned
subsidiary is a Licensed Producer under the Cannabis Regulations,
formerly the Access to Cannabis for Medical Purposes
Regulations ("ACMPR"). JWC is a premium cannabis
brand, focusing on producing clean, consistent cannabis using an
advanced and proprietary aeroponic platform named
GrowthSTORM™. JWC began as a collective of patients and
growers under the Marihuana Medical Access Regulations (the
precursor to ACMPR). Since its inception, JWC has remained focused
on providing the best possible patient experience. JWC is a
family-founded company with deep roots planted in the local
community. JWC's operations are based in Kitchener, Ontario. Learn more
at www.jwc.ca. For additional information about JWC, please
refer to JWC's profile on SEDAR (www.sedar.com) or the
Corporation's website: www.jwc.ca.
Notice Regarding Forward-Looking Statements
This press release contains statements including forward-looking
information for purposes of applicable securities laws
("forward-looking statements") about JWC and its business
and operations, which include, among other things, statements
regarding the CCAA proceedings, the Dip Loan and the Stalking-Horse
Bid. The forward-looking statements can be identified by the use of
such words as "will", "expected", "approximately", "may", "could",
"would" or similar words and phrases. Forward-looking statements
involve known and unknown risks, uncertainties and other factors
which may cause the actual results to differ materially from those
implied in the forward-looking statements. There may be factors
that cause actions, events or results to differ from those
anticipated, estimated or intended. Readers are cautioned not to
place undue reliance on these forward-looking statements, which
speak only as of the date of this press release and are based on
current assumptions which management believes to be reasonable. The
Corporation disclaims any intention or obligation, except to the
extent required by law, to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE James E. Wagner Cultivation Corporation