LAS VEGAS, Sept. 10, 2021 /CNW/ - Australis Capital Inc., operating as AUDACIOUS (CSE: AUSA) (OTC: AUSAF) ("AUSA" or the "Company") today announced the Company has sold 9.9 million common shares in the capital of Body and Mind Inc. ("BaM") pursuant to a private agreement transaction.
The Company and a private purchaser entered into an agreement whereby the Company has sold 9,900,000 restricted BaM shares for a price of $$2,970,000.00. The number of BaM shares sold represents 9.8% of the shares of BaM and 54.7% of the Company's BaM shareholdings. After this sale, the Company continues to hold 8,206,549 BaM shares or 8.% of the issued and outstanding shares of BaM.
The Company will cease to be an insider of BaM following the disposition disclosed herein. With respect to its BaM shareholdings following the sale, AUSA disposed of the shares to reduce its holding in Body and Mind to below 10%, providing AUSA with increased flexibility as it pertains to the affiliate rules in the United States. AUSA continues to assess the strategic fit of certain of its legacy holdings. In pursuing such purposes, AUSA takes a long-term view of its investment. AUSA reserves the right to formulate other plans or make other proposals and take such actions with respect to its investment in the company. Depending on market conditions and other factors, AUSA may acquire additional securities of the company as AUSA may deem appropriate, whether in open market purchases, privately negotiated transactions or otherwise. AUSA may dispose of some or all of such securities. AUSA may also reconsider and change its plans or proposals relating to the foregoing.
Management commentary
"As one of the early investors in Body and Mind we are pleased with the growth of the company, disciplined management and continued brand and license expansion across limited license markets and jurisdictions," stated Terry Booth, CEO of Audacious. "We see opportunities for both companies to work together, and will assess these in view of our reduced holding, which now provides us with additional flexibility."
Early warning report filed pursuant to National Instrument 62-103
This press release is issued pursuant to early warning requirements of National Instrument 62-104 and National Instrument 62-103. A copy of the early warning report is available under the company's SEDAR profile.
About AUSA
Audacious is at its roots a community and culture-based cannabis company. After the completion of a dissident shareholder battle that ended with convincing shareholder approval, Terry Booth, former Aurora CEO, who had to step away from AUSA upon spin off, re-joined AUSA as CEO on March 9, 2021. Since then, the company has reset the direction of AUSA and in just 3 months closed multiple accretive transactions, improved legacy contracts, established a world class Executive Team, and resolved previous executive and board exits.
Also, in the same 3-month time frame, AUSA with its acquisition of ALPS has entered the global Sustainable Controlled Environment Agriculture Industry, a rapidly growing segment of the global horticulture market. ALPS provides customized designs along with multiple services that allow operators to maximize yield and quality while minimizing inputs and resources, including labor. ALPS at present is active in cannabis and traditional horticulture projects across the globe, including the U.S., Canada, Denmark Finland, Iceland, Germany, Netherlands, Bahrein, United Arab Emirates, Southeast Asia, Australia, as well as other jurisdictions.
Total Capex committed by ALPS' clients since Aurora divested its interest just 12 short months ago during the Covid crisis, stands at approximately $1 billion, with a rapidly growing business development pipeline with over $4 billion in total Capex planned to be spent by potential clients.
AUSA's business assets include: a 51% ownership interest in ALPS, a milestone weighted deal with an option to acquire the remaining 49% of ALPS –- AUSA and Green Therapeutics, an award-winning MSO, have finalized and agreed to all terms with respect to AUSA's 100% acquisition (subject to regulatory state licensing approvals). AUSA also owns land assets in Bellingham, Washington - as well as the iconic West Coast brand Mr. Natural and the ingestibles brand LOOS with a footprint in the California market. AUDACIOUS also has a partnership with the PBR, the professional bull riders association. Under the partnership, the Company is launching a PBR endorsed line of topical CBD products under the Wreck Relief brand.
AUSA also has a supply partnership with Belle Fleur, founded by the team behind Rapper Weed. Machine Gun Kelly, recently stated: "I just bought $1,000 worth of Rapper Weed at Cookies in Maywood. These guys have the best flower in the game." AUSA and Belle Fleur are working towards a broader arrangement to include brand partnerships in Massachusetts and other jurisdictions the companies intend entering into.
AUSA furthermore has investments in Body and Mind Inc., a U.S. MSO, Quality Green, a Canadian licensed producer and Cocoon, a company changing the dispensary customer user experience through self-service kiosks. The Company also has entered into a sponsorship agreement with Endeavour owned Professional Bull Riders, as well as executed a term sheet for a JV partnership with U.S. and Canada-based 3 Rivers Biotech for plant tissue culture, genetics clean-up and micro propagation.
AUSA and ALPS have secured contracts or are in late-stage negotiations in the following jurisdictions: Australia, UAE, Bahrain, Canada, Finland, Germany, Iceland, Jordan, Kuwait, Netherlands, Saudi Arabia, Denmark, Massachusetts, Arizona, Nevada, Washington, Michigan, Missouri, Oklahoma, Colorado, Florida, Illinois, Maine, Maryland, New Mexico, Pennsylvania, Wyoming, and California, with other deals in other states presently being evaluated and negotiated. Audacious are laser focused on New York and New Jersey as well.
The Company's common shares trade on the CSE under the symbol "AUSA" and on the OTCQB under the symbol "AUSAF".
"Terry Booth"
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Terry Booth
Chief Executive Officer
Forward-Looking Statement
This press release contains "forward-looking information" within the meaning of applicable securities legislation. All statements, other than statements of historical fact, included herein is forward-looking information. Generally, forward-looking information may be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "proposed", "is expected", "budgets", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. In particular, this press release contains forward-looking information in relation to: the ability of ALPS to convert its pipeline into contracts; the impact of the changes to U.S. federal and state statutory developments with respect to the cannabis industry and the opportunities this may present for the Company; and the Company's current liquidity. This forward-looking information reflects the Company's current beliefs and is based on information currently available to the Company and on assumptions the Company believes are reasonable. These assumptions include but are not limited to the ability of the Company to successfully satisfy the conditions to closing the proposed transaction; the ability of the Company to successfully execute on its plans for the Company and GT; legal changes relating to the cannabis industry proceeding as anticipated.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: general business, economic,competitive, political and social uncertainties; general capital market conditions and market prices for securities; the actual results of the Company's future operations; competition; changes in legislation affecting the Company; the timing and availability of external financing on acceptable terms; lack of qualified, skilled labour or loss of key individuals; risks related to the COVID-19 pandemic including various recommendations, orders and measures of governmental authorities to try to limit the pandemic, including travel restrictions, border closures, non-essential business closures, service disruptions, quarantines, self-isolations, shelters-in-place and social distancing, disruptions to markets, economic activity, financing, supply chains and sales channels, and a deterioration of general economic conditions that could limit the Company's ability to obtain external financing.
A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in the Company's disclosure documents on the SEDAR website at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.
Forward-looking information contained in this press release is expressly qualified by this cautionary statement. The forward-looking information contained in this press release represents the expectations of the Company as of the date of this press release and, accordingly, are subject to change after such date. However, the Company expressly disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.
The CSE has neither approved nor disapproved the contents of this news release. Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accept responsibility for the adequacy or accuracy of this release.
SOURCE Australis Capital Inc.
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