Spinnaker Opports - Update on Proposed Medicinal Cannabis RTO
("Spinnaker" or the "Company")
Update on Proposed Medicinal Cannabis RTO
Further to the announcement on
Signature of the associated Share Purchase Agreement ("SPA") follows the provisional approval granted by the competent Israeli authority responsible for the regulation of cannabis-related businesses for the Proposed Acquisition by Spinnaker and the proposed continuation of
As a further sign of confidence, Spinnaker and Kanabo have entered into a Loan Facility Agreement under which Spinnaker has agreed to advance
The Share Purchase Agreement
Spinnaker has conditionally agreed to acquire the entire issued share capital of Kanabo. The acquisition of Kanabo will be satisfied by the issue and allotment of new ordinary shares in the capital of the Company (the "Consideration Shares"), such Consideration Shares to be issued at an agreed placing price, and within certain agreed target valuation parameters. The placing price will be determined following the completion of fundraising activities being undertaken by the Company's brokers in connection with the RTO.
Whilst the terms of the Proposed Acquisition have been agreed, the acquisition remains subject to the satisfaction of certain conditions, including inter alia:
· The transaction will constitute a reverse takeover under the Listing Rules and will be subject to approval by shareholders of the Company at a general meeting
· The Company having obtained a waiver from the
· The successful completion of fundraising activities to be undertaken by way of a placing and direct subscriptions by new and existing investors
· Re-listing of the enlarged group on the
Accordingly, there is no certainty that the transaction will proceed.
The Loan Facility Agreement
In order to provide additional working capital to support sales growth, Spinnaker has agreed to advance
A second advance of
Since the loan advances come from internal Spinnaker funds, the interest terms and security arrangements would fall away upon completion of the RTO.
The full terms of the Proposed Acquisition are expected to be set out in a prospectus which will be published in due course.
"We are delighted to reach the important milestone of execution of the SPA and therefore pleased to support Kanabo to build sales. The additional funding will assist the enlarged group and allow them to hit the ground running after completion."
"We are very pleased to have reached this milestone and are delighted to see the pieces starting to come together. The opportunities facing the combined company are exciting. We look forward to publishing a prospectus and completing the transaction soon after. We will keep our shareholders updated with our progress."
For further information, please visit http://www.spinnakeropportunities.uk/ or contact the following:
Tel: +44 (0)20 7469 0930
Tel: +44 (0)1483 413 500 / +44 (0) 203 871 4038
Blytheweigh (Financial PR)
Tel: +44 (0) 207 138 3553
Notes to Editors
Kanabo is an
Kanabo is currently undertaking a pilot sales scheme to measure key performance indicators in relation to the sale of its non-THC products. It is ready to scale up to meet market demands and projected sales and revenues and to grow the Kanabo brand through its marketing initiatives.
Kanabo's future long-term strategy involves continued research and development activities to develop a range of Unlicensed Medical Cannabis Oils, which will be sold alongside its vaporisation device, the VapePod Medical. It is intended that medicinal products will be sold as unlicensed medicines in the
This information is provided by RNS, the news service of the
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