Vancouver, B.C., Oct. 23, 2019 (GLOBE NEWSWIRE) -- Vancouver, B.C., October 23, 2019 - INVICTUS MD STRATEGIES CORP. ("Invictus" or the "Company") (TSXV: GENE; OTCQX: IVITF; FRA: 8IS2) The Company and ABG-HMX, LLC (“ABG”) have mutually agreed to an early termination of the license agreement dated June 1, 2018 (the “License Agreement”) pursuant to an omnibus settlement and termination agreement (the “Termination Agreement”). The Company continues to focus on increasing shareholder value by providing quality cannabis and oil to meet the demand of sales to the medical and recreational markets.
As consideration for ABG agreeing to release the Company from any further obligations under the License Agreement, the Company has agreed to pay ABG the following in accordance with the Termination Agreement: (i) US$312,500 payable in cash on October 22, 2019, an amount that was otherwise owing under the terms of the License Agreement; (ii) US$2,000,000 payable in cash or common shares of the Company at a per share issue price equal to the 10 day volume weighted average trading price (“VWAP“) of the common shares on the TSX Venture Exchange on the date of issuance, but in any event no lower than $0.11625 per share (the “Consideration Shares”) at the discretion of the Company on or before January 7, 2020; and (iii) US$2,000,000 payable in cash or Consideration Shares at the discretion of the Company on or before July 7, 2020.
If the Company chooses to issue Consideration Shares in satisfaction of the consideration outlined in (ii) and (iii) above and ABG disposes of some or all of the Consideration Shares issued in respect of payment obligation (ii) prior to July 7, 2020 and payment obligation (iii) prior to February 7, 2021 for less than their issue price, the Company agrees to pay ABG the difference between the issue price and the sale price in cash or Consideration Shares at the discretion of the Company.
The issuance of the Consideration Shares under the terms of the Termination Agreement remains subject to TSX Venture Exchange approval.
For more information, please visit www.invictus-md.com.
Interim Chief Executive Officer
Investor Relations 1-844-800-6086
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Invictus is a global cannabis company with a focus on the Canadian cannabis space, offering a selection of products under a wide range of cannabinoid profiles that fit the demand of the Company’s medical clients and retail customers.
Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements in this news release, other than statements of historical facts, including statements regarding the closing of the Termination Agreement and its terms, are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including that the Termination Agreement will close on the terms as anticipated by management. These forward-looking statements are 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 statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, that the Termination Agreement will not close on the terms as anticipated by management or at all. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws.