January 25, 2018 – Vancouver, B.C. – Alliance Growers Corp. (CSE: ACG; FWB: 1LA; WKN: A2DFYX) (“Alliance Growers” or the “Company”) is pleased to report that, further to the January 2, 2018 announcement, the Company has finalized the terms and conditions of the exclusive agreement to acquire a late stage licensed producer applicant, Biocannatech, to become a licensed producer under Health Canada’s access to cannabis for medical purposes regulations (“ACMPR”) in Quebec. Alliance Growers will supply financing and resources to build out the medical marijuana facility in preparation for the inspection required to obtain a growing license. Once Health Canada is satisfied with a successful crop, Alliance Growers will be granted its distribution license.
Terms of the deal call for Alliance Growers to pay the following staged consideration, totalling $600,000 and 7,400,000 shares valued at a deemed price of $1.00 per share, in return for acquisition of 100% of Biocannatech:
- $100,000 cash plus 1,350,000 shares on signing;
- 1,450,000 shares released immediately at application approved for Ready to Build;
- $500,000 plus 1,200,000 shares paid immediately at permits approved stage;
- 1,700,000 shares released immediately at cultivation stage;
- 1,700,000 shares released immediately at Health Canada ACMPR approval.
The shares will be issued at the closing, and all but 1,350,000 shares will be held in escrow and released in stages following completion of each of these milestones.
This is a key acquisition for Alliance Growers and its shareholders, as it integrates various components of its ‘Four Pillars’ Organization Plan, whereby the Company will become a licensed producer in the province of Quebec, along with the recently announced development of the Cannabis Botany Centre. This move opens access for distribution of tissue culture plantlets, not only to Biocannatech, but potentially to all licensed producers in Quebec.
Quebec represents approximately 20% of Canada’s population, and the Province is anxious to develop a base of skilled licensed producers to provide a self-sustaining supply for Quebec based demand of both recreational and medical cannabis.
The initial Biocannatech facility is configured at 10,000 sq. ft. and is attached to a 120,000-sq. ft. warehouse to provide for phased expansion. Biocannatech will have the capacity to produce up to 1,000 kg per year initially, and be able increase that output in subsequent phases of expansion.
Commenting on finalizing the acquisition of a Quebec late stage licensed producer applicant, Dennis Petke, Alliance Growers’ President and CEO, stated “Quebec’s ACMPR licenses are currently underrepresented relative to other provinces in Canada. Management of Alliance Growers believes it is advantageous to capitalize on the mandate to increase the number of ACMPR licensed companies in Quebec. We are pleased to have now entered the grow space in Quebec as we negotiate additional license applicants in this province. In addition to growing, we look forward to becoming a preferred tissue cultured plantlet supplier to the Quebec ACMPR community. Today’s announcement supports Alliance Growers mandate to build a diversified global cannabis company that will be focused on where the market is going, not where the market is today. “
‘Today’s bellwether announcement is an important part of Alliance Growers significant growth plans for 2018, as we take the Company to where the industry is going. Alliance Growers is concentrating on two primary streams in the cannabis space which are the most sustainable and that are here to stay; the grow stream and the medical CBD Oil stream. The Company wishes to thank investors for their support and patience as it progresses during this exciting time for the cannabis industry”.
About Alliance Growers
Alliance Growers Corp is a diversified cannabis company driven by the Company’s ‘Four Pillars’ Organization Plan – Cannabis Botany Centre, Strategic ACMPR Investments, CBD Oil Supply and Distribution, and Research and Development.
Alliance Growers has finalized its a new business partnership with WFS Pharmagreen Inc., to jointly develop and operate a 40,000-square foot facility to be the first of its kind in Western Canada to house a DNA Botany lab, extraction facility and Tissue Culture Plantlet Production facility to service the Cannabis market and agriculture market in general. The proposed Cannabis Botany Centre will grow Cannabis plantlets using proprietary tissue culture propagation, specifically the “Chibafreen Invitro Plant Production System”, which assures consistent composition and purity of each plantlet for the growers.
Alliance Growers has entered into an exclusive agreement to acquire a late stage licensed producer applicant, Biocannatech, to become a licensed producer under Health Canada’s access to cannabis for medical purposes regulations (“ACMPR”) in Quebec. Alliance Growers will supply financing and resources to build out the medical marijuana facility in preparation for the inspection required to obtain a growing license. Once Health Canada is satisfied with a successful crop, Alliance Growers will be granted its distribution license.
This acquisition allows the Company an opportunity to become a licensed producer in the Province of Quebec and gain an in-road to provide tissue culture plantlets to all licensed producers in Quebec.
Further, Alliance Growers has been negotiating to obtain other exclusive Canadian distribution agreements for certain proprietary products for support of the Cannabis growing industry in addition to possible partnerships with Licensed Producer Applicants at various stages in the Health Canada License process.
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On behalf of the board of directors of
ALLIANCE GROWERS CORP.
President and CEO
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FORWARD LOOKING INFORMATION
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward-looking statements or information. More particularly and without limitation, the news release contains forward-looking statements and information relating to Company’s corporate strategy. The forward-looking statements and information are based on certain key expectations and assumptions made by management of the Company, including, without limitation, the Company’s ability to carry out its business plan. Although management of the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information since no assurance can be given that they will prove to be correct.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward-looking statements and information address future events and conditions, by their very nature they involve risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the Company’s ability to identify and complete additional suitable acquisitions to further the Company’s growth as well as risks associated with the medical marijuana industry in general, such as operational risks in development and production delays or changes in plans with respect to development projects or capital expenditures; the uncertainty of the capital markets; the uncertainty of receiving the required licenses, production, costs and expenses; health, safety and environmental risks; marketing and transportation; loss of markets; environmental risks; competition; incorrect assessment of the value of the potential market; ability to access sufficient capital from internal and external sources; failure to obtain required regulatory and other approvals and changes in legislation, including but not limited to tax laws and regulated regulations. Accordingly, readers should not place undue reliance on the forward-looking statements, timelines and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive.
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