Newstrike OKs CanniMed meeting delay for Aurora talks
2018-01-18 13:00 ET - News Release
Mr. Jay Wilgar reports
NEWSTRIKE RESOURCES LTD. CONSENTS TO POSTPONEMENT OF CANNIMED THERAPEUTICS' SPECIAL SHAREHOLDERS' MEETING
Newstrike Resources Ltd. has consented to the postponement by CanniMed Therapeutics Inc. of the special meeting of CanniMed shareholders originally scheduled for Jan. 23, 2018, to Thursday, Jan. 25, at 10 a.m. ET.
CanniMed has determined to postpone the meeting to allow discussions regarding a possible transaction with Aurora Cannabis Inc. as permitted under the terms of the arrangement agreement between CanniMed and Newstrike, dated Nov. 17, 2017. There is no certainty that any such discussion will result in an agreement among the parties in respect of a transaction or in any change to the terms of Aurora's offer with respect to CanniMed dated Nov. 24, 2017 (as amended).
CanniMed and Aurora have each agreed to a standstill until Jan. 21, 2018, at 11:59 p.m. ET, and until such time, and in connection therewith: (i) neither CanniMed nor Aurora will solicit any proxies of CanniMed shareholders; (ii) Aurora will not, directly or indirectly, acquire control or direction over any additional shares of CanniMed; (iii) neither CanniMed nor Aurora will make any announcement or public statements in respect of a potential transaction nor will Aurora make or publicly announce any changes to its offer dated Nov. 24, 2017 (as amended), unless mutually agreed; and (iv) neither CanniMed nor Aurora will solicit an alternative transaction or enter into any discussions or negotiations with respect to an alternative transaction during the standstill period.
The meeting has been called to consider an ordinary resolution of the shareholders of CanniMed approving the issuance or reservation for issuance of such number of common shares of CanniMed as may be required pursuant to the plan of arrangement relating to the acquisition by CanniMed of Newstrike, all as more particular described in the management information circular of CanniMed dated Dec. 8, 2017, available at SEDAR. The meeting will proceed on Jan. 25, 2018, unless adjourned or postponed further.
The plan of arrangement remains subject to approval of the shareholders of CanniMed at the meeting which has been changed from Tuesday, Jan. 23, 2018, to Thursday, Jan. 25, 2018, court approval, applicable regulatory approvals and the satisfaction of certain other closing conditions customary in transactions of this nature, as specified in the company's management information circular dated Dec. 12, 2017, available on SEDAR.
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