The latest Investing Matters Podcast with Jean Roche, Co-Manager of Schroder UK Mid Cap Investment Trust has just been released. Listen here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksFFWD.L Regulatory News (FFWD)

  • There is currently no data for FFWD

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Investee Company Update: Nuuvera

20 Feb 2018 15:26

RNS Number : 4342F
FastForward Innovations Limited
20 February 2018
 

 

20 February 2018

 

FastForward Innovations Limited

("FastForward")

Investee Company Update:

NUUVERA ACQUIRES REMAINING 49% OF AVANTI RX

AMENDMENT TO ARRANGNEMENT AGREEMENT WITH APHIRA INC.

FastForward notes the announcement today by investee company Nuuvera Inc. ("Nuuvera" (TSXV: NUU)), a public company formed to capitalize on the global trend towards the legalisation of medical cannabis, in which FastForward currently has a holding of 3.4%. The announcement is set out below without material changes or adjustments:

Nuuvera Inc. (the "Company" or "Nuuvera") (TSXV:NUU) today announces that it has entered into a letter of intent to acquire the remaining 49% minority interest of Avanti Rx Analytics Inc. ("Avanti"), a subsidiary of the Company, from a single minority shareholder. As part of the acquisition, the Company also anticipates acquiring Avanti's facility at 135 Devon Road, Brampton, Ontario (together, the "Avanti Transaction"). Total consideration for the Avanti Transaction is expected to be approximately $43 million.

 

Ronald Schmeichel, Chairman of Nuuvera, said, "the acquisition of Avanti is an important step in the history of Nuuvera and is expected to result in synergies at the combined Nuuvera / Aphria which will enhance the value of the Arrangement to shareholders of Nuuvera."

 

Accordingly, in order to fund the Avanti Transaction, Nuuvera and Aphria Inc. ("Aphria") have agreed to amend the previously announced arrangement agreement (the "Arrangement Agreement") to reduce both the required level of unrestricted cash and the cash consideration payable to holders of the Company's common shares (each a "Nuuvera Share"). The consideration has been reduced from $1.00 in cash plus 0.3546 of an Aphria common share (an "Aphria Share") for each Nuuvera Share to $0.60 in cash plus 0.3546 of an Aphria Share for each Nuuvera Share provided that the cash consideration will be increased to the extent the Company's unrestricted cash exceeds the revised required level (the "Amendment"). All other terms of the Arrangement Agreement remain substantially unaffected.

 

As previously announced, Aphria had secured irrevocable hard lock-ups (the "Lock-Ups") from Nuuvera shareholders (the "Lock-Up Shareholders") representing approximately 57% of the then current outstanding Nuuvera Shares to vote in favour of the Arrangement Agreement. In connection with the Amendment, Aphria had sought and received the consent from certain of the Lock-Up Shareholders that, together with Nuuvera Shares already owned by Aphria, represent over 65% of the current outstanding Nuuvera Shares, and over 57% of the "minority shareholders", to permit the reduction of consideration under the Arrangement Agreement.

 

In connection with the Amendment, the board of directors of Nuuvera (the "Board") has obtained legal and financial advice, including a fairness opinion from Canaccord Genuity Corp., that, as of February 19, 2018, and subject to the assumptions made, matters considered and limitations and qualifications on which such opinions are based, the consideration to be received by Nuuvera shareholders is fair, from a financial point of view, to such shareholders (other than Aphria). The Board has reaffirmed its recommendation that shareholders vote in favour of the resolution to approve the plan of arrangement at the special meeting of shareholders currently scheduled to take place on March 20, 2018.

 

About Nuuvera

 

Nuuvera is a global cannabis company founded on Canadian principles, and built with the whole world in mind. Nuuvera is currently working with partners in Germany, Israel and Italy, and is exploring opportunities in several other countries, to develop commercial production and global distribution of medical grade cannabis in legalized markets. Through its subsidiaries, ARA - Avanti and Avalon Pharmaceutical Inc., Nuuvera holds a Dealer License (GMP) under the Narcotic Control Regulations and Office of Controlled Substances. Nuuvera is currently in the final stages of the Health Canada review process to become a Licensed Producer of medical marijuana under the ACMPR, and has recently received its "letter to build" approval.

About Nuuvera

 

 

CONTACTS:

 

FastForward Innovations Limited info@fstfwd.co

Sue Saunders/ Ian Burns

Beaumont Cornish Limited (Nomad) Tel: +44 (0) 207 628 3396

James Biddle / Roland Cornish

Optiva Securities Limited (Broker) Tel: +44 (0) 203 411 1881

Ed McDermott

CAUTIONARY STATEMENT

The AIM Market of London Stock Exchange plc does not accept responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. All statements, other than statements of historical fact, in this news release are forward-looking statements that involve various risks and uncertainties, including, without limitation, statements regarding potential values, the future plans and objectives of FastForward Innovations Ltd. There can be no assurance that such statements will prove to be accurate, achievable or recognizable in the near term.

Actual results and future events could differ materially from those anticipated in such statements. These and all subsequent written and oral forward-looking statements are based on the estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. FastForward Innovations assumes no obligation to update forward-looking statements should circumstances or management's estimates or opinions change.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
UPDURUVRWOAUUAR
Date   Source Headline
25th Jul 200712:02 pmRNSNotice of AGM
24th Jul 20071:23 pmRNSDirectorate Change
18th Jun 20077:57 amRNSAcquisition
7th Jun 20071:18 pmRNSInvestee Company update
5th Jun 200711:35 amRNSInvestee Company update
29th May 20079:14 amRNSDevotion Sale and Award
29th May 20077:02 amRNSHolding(s) in Company
21st May 20078:35 amRNSHolding(s) in Company
17th May 20077:01 amRNSHolding(s) in Company
15th May 200710:39 amRNSHolding(s) in Company
20th Apr 20077:01 amRNSHolding(s) in Company
16th Apr 200711:52 amRNSHolding(s) in Company
22nd Mar 20079:06 amRNSHolding(s) in Company
20th Mar 20077:00 amRNSHolding(s) in Company
13th Mar 20077:01 amRNSInvestee Company update
22nd Feb 20079:42 amRNSHolding(s) in Company
14th Feb 200711:36 amRNSNew Investment
12th Feb 20077:00 amRNSInvestee Company update
6th Feb 200711:02 amRNSInvestee Company update
2nd Feb 20074:15 pmRNSCompany Secretary Change
29th Jan 20071:31 pmRNSHolding(s) in Company
23rd Jan 20077:00 amRNSAcquisition
22nd Jan 20077:01 amRNSAcquisition
17th Jan 20077:00 amRNSAcquisition
11th Jan 20077:00 amRNSInvestee Company update
22nd Dec 20069:26 amRNSInterim Results
13th Dec 200610:30 amRNSTotal Voting Rights
27th Nov 20067:00 amRNSAcquisition
23rd Nov 20067:01 amRNSAcquisition
17th Nov 20067:00 amRNSAcquisition
17th Oct 20067:00 amRNSAcquisition
21st Sep 200610:05 amRNSTwo New Investments
6th Sep 20067:30 amRNSTrading Update
7th Jul 20064:21 pmRNSDirectorate Change
30th Jun 20067:01 amRNSAcquisition
26th Jun 20064:46 pmRNSHolding(s) in Company
11th May 20067:03 amRNSAcquisition
28th Mar 200611:43 amRNSDirector/PDMR Shareholding
15th Mar 20068:22 amRNSPE Fund Admitted to AIM
15th Mar 20068:22 amRNSResult of Equity Issue

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.