– ABP HOLDS FIRST & ONLY CANNABIS LICENSE IN ARGENTINA –
– ABP REVENUES IN EXCESS OF USD$11 MILLION IN 2017 AND PROFITABLE –
TORONTO, May 11, 2018 (GLOBE NEWSWIRE) -- Scythian Biosciences Corp. (the "Company" or
“Scythian”) (TSXV:SCYB) (Frankfurt:9SB) (OTC – Nasdaq Intl:SCCYF) is pleased to announce that the Company has
entered into a business combination agreement (the "Agreement") with MMJ International Investments Inc.
(“MMJ” or “MMJ International”), owner of Argentina-based ABP S.A. (“ABP”), a
pharmaceutical import and distribution company with a license to import, sell and distribute medical products and derivatives in
Argentina. ABP also holds a license to import CBD oil into Argentina (the “License”). Under the terms of the
Agreement, Scythian will acquire all of the issued and outstanding common shares of MMJ by way of a three-cornered amalgamation
(the “Transaction”) whereby MMJ will amalgamate with a wholly-owned subsidiary of the Company. In consideration,
Scythian will issue an aggregate of 6,176,320 common shares of the Company to the shareholders of MMJ. The Agreement supersedes the
non-binding letter of intent between Scythian and MMJ previously announced on March 12, 2018, which was extended on March 29, 2018,
and extended again on May 1, 2018.
The Transaction is subject to a number of conditions, including approval of the shareholders of MMJ and approval
from the TSX Venture Exchange (“TSXV”). The Transaction will not constitute a “Reverse-Takeover” of Scythian under
the policies of the TSXV.
“With this Agreement, Scythian now has access to Argentina’s network of hospitals, doctors, retail pharmacies,
private health providers and public health system,” said Rob Reid, CEO of Scythian. “We are thrilled to have accomplished this
significant step forward in the Company’s expansion efforts and are eager to work with MMJ to develop quality medical cannabis
backed by Argentina’s top health researchers and institutions.”
ABP has had a strong platform from its distribution and retail business to build on, having had revenues in
excess of USD$10,000,000 per year since 2014, with over USD$11,000,000 in 2017. Scythian, working with ABP, will focus on
continuing to build out ABP’s distribution and retail sales network, while strategically leveraging the License for expansion
purposes.
On April 9, 2018, Scythian announced that ABP had received its license to import CBD oil for research and
development purposes. Shortly after this, ABP issued its first purchase order of CBD oil from Aphria Inc. (“Aphria”) to be imported
into Argentina for use in pioneering clinical studies conducted by Argentina’s top neurologists and pediatric specialists at the
Dr. Juan P. Garrahan Pediatric Hospital. The study, which will be conducted over 2.5 years, is investigating the use of
cannabis in treating refractory epilepsy in children and will determine the product’s pharmacokinetics for the optimization of
dosage in future treatments. Additionally, with the support of Scythian and ABP, a training program will be conducted during and
after the study to train and educate a network of specialized doctors across multiple provinces in Argentina using Aphria’s
pharmaceutical grade medical cannabis.
“Now that a binding agreement to acquire MMJ International has been finalized, we can focus our efforts on the
research and development of pharmaceutical grade medical cannabis in South America,” said CEO Rob Reid. “We are eager to begin
making a positive global impact on the lives of countless patients in need.”
About Scythian Biosciences Corp.
Scythian is a research and development company committed to advancing prevention and treatment efforts for
concussion and traumatic brain injury with its proprietary cannabinoid-based combination drug therapy.
Scythian’s mission is to be the first accepted drug regimen for the treatment of concussion. Scythian is
partnered with the University of Miami and its neuroscientific team to conduct pre-clinical and clinical trials of its drug
regimen. Through the Company’s collaborative efforts with the university, Scythian has access to the university’s extensive network
of experts in the fields of traumatic brain injury and concussion. These connections provide Scythian with the ability to conduct
its clinical studies at world-class facilities by widely recognized medical professionals.
Scythian has initiated its international expansion by launching additional cannabis-related activities across
the globe. These significant endeavours complement the Company’s research and development efforts to enhance the many medical
applications of cannabis.
Scythian is evaluating several strategic initiatives and pursuing partnerships with local cultivators,
pharmaceutical import and distribution entities and universities in North America, South America, the Caribbean and beyond. This
comprehensive approach positions Scythian as a potential global frontrunner in the research and development of medical
cannabis.
CONTACT INFORMATION
Scythian Biosciences Corp.
Rob Reid, CEO
Phone: (212) 729-9208
Email: info@scythianbio.com
For media inquiries, please contact:
David Schull or Nic Johnson
Russo Partners
(858) 717-2310
david.schull@russopartnersllc.com
nic.johnson@russopartnersllc.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statements
This press release contains certain forward-looking information and statements (“forward-looking
information”) within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including
without limitation, statements containing the words "believes", "anticipates", "plans", "intends", "will", "should", "expects",
"continue", "estimate", "forecasts" and other similar expressions. Such forward-looking information includes information relating
to the proposed acquisition of MMJ and ABP, the Company’s expansion plans as well as training and research and development
initiatives.
Readers are cautioned to not place undue reliance on forward-looking information. Forward-looking
information is subject to a number of risks and uncertainties that may cause actual results or events to differ materially from
those contemplated in the forward-looking information, and even if such actual results or events are realized or substantially
realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Such risks and
uncertainties include, among other things, the risk that a regulatory approval that may be required for the proposed acquisition is
not obtained or is obtained subject to conditions that are not anticipated, that a condition to the completion of the acquisition
of MMJ may not be satisfied or that the Company fails to successfully integrate MMJ and ABP into its current
business.
Although the Company has attempted to identify important factors that could cause actual results or events
to differ materially from those contained in the forward-looking information, there can be other factors that cause results or
events to not be as anticipated, estimated or intended, including, but not limited to: the Company’s ability to comply with all
applicable governmental regulations in a highly regulated business; investing in target companies or projects which have limited or
no operating history and are engaged in activities currently considered illegal under US federal laws; changes in laws; limited
operating history; reliance on management; requirements for additional financing; competition; inconsistent public opinion and
perception regarding the medical-use and adult-use marijuana industry; and regulatory or political change. Additional risk factors
can also be found in the Company’s annual information form filed on SEDAR and available at www.sedar.com.
The forward-looking information contained in this press release are expressly qualified by this cautionary
statement and are made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except
as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or
otherwise.
