Mydecine Innovations Group Inc (NEO:MYCO) (OTCMKTS:MYCOF) (FRA:0NFA) has provided an update on its strategic reorganization to spin out its US cannabis assets.
The company intends to spin out its US cannabis assets and its interests in US cannabis projects into a newly incorporated subsidiary (SpinCo) and offer its holdings of common shares in SpinCo to its existing shareholders.
In a statement, Mydecine said it expects to receive the interim order from the Supreme Court of British Columbia on or about June 7. Then, subject to the approval of the shareholders, the reorganization (spin-out) is anticipated to close on or about the week of July 12.
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The purpose of the spin-out will be, among other things, to permit the company to comply with NASDAQ Listing Qualification requirements and comparable London Stock Exchange requirements regarding cannabis assets as the company continues its listing-review process with NASDAQ.
Mydecine said its management believes that holding the US cannabis assets and cannabis projects in a separate public company removes an unintended obstacle to its planned NASDAQ and London Stock Exchange listings.
Additionally, the company plans to leverage and monetize its US cannabis assets and cannabis projects and commercial relationships in the sector by spinning out the company’s US cannabis assets and cannabis projects into SpinCo.
Under the terms of the spin-out, the company said shareholders will receive common shares of SpinCo on a pro-rata basis based on the number of common shares of the company held. The number of shares of SpinCo to be issued to each shareholder of the company under the spin-out has not yet been determined and there will be no change in shareholders’ company holdings as a result of the spin-out.
The proposed spin-out will be subject to the approval of shareholders, which the company intends to seek at its next annual general and special meeting (no date set yet). The spin-out also requires the approval of the British Columbia Supreme Court.
Following the completion of the spin-out, Mydecine said that SpinCo intends to make an application to list the SpinCo common shares on either the Canadian Securities Exchange or the NEO Exchange.
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