RE:Run for the hills.... Look at this!!!
https://www.stockwatch.com/News/Item/?bid=Z-C%3aBOSS-2852974 Yield Growth confirms statements in promotional e-mails
2020-01-08 20:17 ET - News Release
Ms. Penny Green reports
YIELD GROWTH COMMENTS ON MARKETING AND PROMOTIONAL ACTIVITIES IN RESPONSE TO OTC MARKETS REQUEST
The Yield Growth Corp. has provided the following information about its marketing and promotional activities at the request of OTC Markets.
The OTC Market's request was prompted by e-mails distributed by Wealth Research Group, crushthestree.com and Portfoliowealthglobal.com. Each of these e-mails described information previously disclosed in press releases distributed by the company. The company aims to be a first mover at the beginning of a new and emerging industry, psychedelic research, and engaged Future Money Trends to market awareness of previously disclosed material to expand its shareholder base. Future Money Trends was responsible for causing the e-mails to be prepared and distributed. The key information about Yield Growth in the e-mails was surrounding the Yield Growth's expansion and early mover advantage into the emerging industry of psychedelic research and the fast-growing industry of edible mushrooms, including statements that Yield Growth has filed a patent application for the use of psilocybin for weight loss and to treat obesity and diabetes and to reduce the risk of heart disease and high blood pressure. It also stated that the company has a catalogue of 145 formulas for infusion with edible mushrooms. The company has reviewed the statements contained in the e-mails and confirms that the material statements about Yield Growth and its business are accurate and were previously disclosed in press releases or other documents that were publicly disclosed. However, the company cannot confirm the amount of money that will be paid to Future Money Trends in the future as additional expenses are optional. The press releases form part of the company's public disclosure record with the Canadian securities regulators, and are available with the company's other public filings under its profile at SEDAR. The company distributes its press releases through digital media to expand awareness of its corporate brand and to increase the number of potential investors aware of the company's business. The company also pays for sponsored content and its advertisement through digital media. The company's management believes that the marketing activities have created awareness of the company's stock, products and operations, and have resulted in increased demand for the company's products and securities. The company first became aware of the e-mails on Jan. 5, 2020.
Each of the e-mails disclosed that the sender had been compensated by the company, that it owned shares in that company, and that it would not sell company shares during a marketing promotion or for 30 days following any promotion. On Dec. 31, 2019, Future Money Trends, or a company affiliated with Future Money Trends, purchased $250,000 worth of Yield Growth units at a cost of 25 cents per unit consisting of one common share and one warrant to purchase an additional common share at 26.5 cents for one year from the closing date. The warrants had a hold period of four months plus a day. The one million shares are restricted and will be released according to the following schedule: 200,000 shares to become free trading four months and one day after the closing date; 200,000 shares to become free trading on June 15, 2020; 200,000 shares to become free trading on Sept. 15, 2020; 200,000 shares to become free trading on Oct. 15, 2020; and 200,000 shares to become free trading on Nov. 15, 2020. The company does believe the e-mails had a significant impact on trading activity of the company's stock.
The company's chief executive officer has overseen all marketing activities respecting the company. Since listing on the OTCQB, the company believes it has complied with the OTC Markets Group policies on stock promotion.
The following is a list of all third party providers which have been engaged directly by the company to provide investor relations services, public relations services, marketing, or other related services, including the promotion of the company or its securities in the last 12 months: Postmedia Network, Globe Media, Winning Media, Investor News Network, Stockhouse, Globe Newswire, CFN Media Group, Equity Guru, High Tide Consulting Corp. BayStreet.ca Media Inc., Aktiencheck.de AG, Immedia Management Inc., Exvera Communications Inc., Raven Waschilowski and Market IQ Media Inc., Galavant Holdings (Fundamental Research), Microcap Media, Future Money Trends, Viral Stocks, Hybrid Financial, Stonebridge Partners, and Investors Hub. The company believes that all of its third party providers provide valuable services and contribute to the successful marketing of the company and its products and services. The company endeavours to work with the third party providers to ensure all disclosures are made in accordance with OTC Markets' policies and guidelines on marketing. The company intends to continue engaging many of the third party providers on a continuing basis.
The company's management has been directly involved in engaging and working with the third party providers undertaking marketing activities on the company's behalf. Approved content is sometimes displayed on media properties owned by companies that do not have a direct relationship with the company but have been selected by or through third party providers. The company's management is often directly involved in the creation of content used in marketing activities. The company's management makes its best efforts to approve all content about the company prior to its release, and at no time has the company approved of any content or made any disclosure that is false or misleading. The company's management is not aware of any disclosure respecting the company that has been made by any third party provider that is false or misleading.
The following is a description of issued shares or convertible instruments allowing conversion to equity securities at prices constituting a discount to the current market rate at the time of the issuance. All issuances were priced in accordance with applicable stock exchange policies.
On Jan. 11, 2019, the company issued 310,293 units at 34 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 40 cents per common share for a maximum of six months from the date of issuance. All of these warrants have been exercised.
On Jan. 25, 2019, the company issued 407,500 units at 40 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 50 cents per common share for a maximum of six months from the date of issuance. The warrants were not issued below market.
On Feb. 5, 2019, the company issued 200,000 units at a price of 50 cents per unit pursuant to a beverage formula acquisition, each unit consisting of one common share and one share purchase warrant exercisable at a price of 60 cents per share for a period of one year from the date of issuance. The warrants were not issued below market. None of the warrants have been exercised.
On Feb. 6, 2019, the company issued one million units at 40 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 50 cents per share for a period of six months from the date of issuance. The warrants were not issued below market. All of these warrants were exercised on May 28, 2019.
On Feb. 20, 2019, the company issued 191,134 units at 70 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 80 cents per share for a period of six months from the date of issuance. The warrants were not issued below market. All of these warrants expired on Aug. 20, 2019.
On Feb. 28, 2019, the company issued 125,714 units at 70 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 80 cents per share for a period of six months from the date of issuance. The warrants were not issued below market. All of these warrants expired on Aug. 28, 2019.
On April 12, 2019, the company issued 178,532 units at 55 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 70 cents per share for a period of one year from the date of issuance. These units were issued at a discount to market price allowed by Canadian Securities Exchange Policy 6. The closing price of the company's shares on the day prior to this issuance was 65 cents. None of the warrants have been exercised.
On April 29, 2019, the company issued 93,850 units at 65 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 70 cents per share for a period of six months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The closing price of the company's shares on the day prior to this issuance was 69 cents. All of the warrants expired on Oct. 29, 2019.
On June 7, 2019, the company issued 91,219 units at 36 cents per unit, each unit consisting of one common share and one share purchase warrant exercisable at a price of 40 cents per share for a period of 12 months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The closing price of the company's shares on the day prior to this issuance was 37 cents. None of the warrants have been exercised.
On Aug. 7, 2019, the company issued 5,914,933 special warrants at 30 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 35 cents per share for a period of two years from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on July 29, 2019, from the CSE. A total of 268,160 finders' warrants were issued pursuant to the special warrant private placement. None of the warrants have been exercised.
On Sept. 13, 2019, the company issued 1.4 million special warrants at 25 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 37 cents per share for a period of two years from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on Sept. 10, 2019, from the CSE. None of the warrants have been exercised.
On Oct. 30, 2019, the company issued 1,833,404 special warrants at 30 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 33 cents per share for a period of 12 months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on Oct. 16, 2019, from the CSE. A total of 20,500 finders' warrants were issued pursuant to the special warrant private placement. None of the warrants have been exercised.
On Nov. 19, 2019, the company issued 1.81 million special warrants at 25 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 30 cents per share for a period of 12 months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on Oct. 31, 2019, from the CSE. None of the warrants have been exercised. A total of 268,160 finders' warrants were issued pursuant to the special warrant private placement.
On Dec. 6, 2019, the company issued 1,262,500 special warrants at 20 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 25 cents per share for a period of six months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on Dec. 3, 2019, from the CSE. None of the warrants have been exercised.
On Jan. 3, 2020, the company issued 1,816,666 special warrants at 15 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 19.5 cents per share for a period of six months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on Dec. 24, 2019, from the CSE. None of the warrants have been exercised.
On Jan. 7, 2020, the company issued 666,666 special warrants at 15 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 19.5 cents per share for a period of six months from the date of issuance. These units were issued at a discount to market price allowed by CSE Policy 6. The company received price protection on Jan. 6, 2020, from the CSE. None of the warrants have been exercised.
Directors, officers and insiders of the company are required to report their trades by filing insider reports with the Canadian securities regulatory authorities. These reports are available for review at SEDI. All such trades -- including those which have taken place over the past 90 days -- have been reported on SEDI in compliance with applicable securities laws. The company has made any necessary inquiry of the trading activities of all third party providers. The company is also aware of the following purchases of the company's stock by third party providers over the past 90 days.
On Oct. 7, 2019, the company issued 80,640 special warrants at 25 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 30 cents per share for a period of two years from the date of issuance to Baystreet Media to settle debt.
On Oct. 30, 2019, the company issued 308,333 special warrants at 30 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 33 cents per share for a period of one year from the date of issuance to Hybrid Financial to settle debt.
On Oct. 30, 2019, the company issued 67,200 special warrants at 30 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 33 cents per share for a period of one year from the date of issuance to Baystreet Media to settle debt.
On Dec. 3, 2019, Baystreet Media sold 107,700 shares in the company.
On Dec. 20, 2019, the company issued 252,000 special warrants at 25 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 26.5 cents per share for a period of one year from the date of issuance to Hybrid Financial to settle debt.
On Dec. 20, 2019, the company issued 80,640 special warrants at 25 cents per special warrant, each consisting of one common share and one share purchase warrant exercisable at a price of 26.5 cents per share for a period of one year from the date of issuance to Baystreet.ca Media to settle debt.
The company complies with exchange Policy 6, Section 1.4(a), and places a legend for a four-month hold on securities issued under the prospectus exemption in Section 2.24 of National Instrument 45-106.
About The Yield Growth Corp.
The Yield Growth is developing cannabis and edible mushroom products and conducting research for plant-based therapeutics in what the Global Wellness Institute reports is a $4.2-trillion global wellness market. It owns the cannabis wellness brands Urban Juve, Wright & Well and Jack n Jane. Through its subsidiaries, Yield Growth has over 200 proprietary beauty, wellness, edibles and beverage formulas for commercialization. It has filed 13 patents to protect its extraction method and other intellectual property.
We seek Safe Harbor.
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