BevCanna Enterprises Inc. (CSE:BEV) (“BevCanna” or the “Company”) announces it has issued to John Campbell (“Campbell”), an officer and director of the Company, 5,000 common shares in the capital of the Company (each, a “Share”) at a deemed price of $1.00 per Share and 20,000 Shares at a deemed price of $0.50 per Share, as full and final payment and satisfaction of debt of $15,000 (the “Campbell Settlement”), which debt was for unpaid remuneration for management services performed by Campbell.
The Company also announces is has issued to Michael Darby (“Darby”), a former officer of the Company, 30,172 Shares at a deemed price of $0.58 per Share, as full and final payment satisfaction of debt of $17,500 (the “Darby Settlement”), which debt was for unpaid remuneration for management services performed by Darby.
The Shares issued in the Campbell Settlement and Darby Settlement are subject to resale restrictions imposed by applicable law or regulation, including a statutory hold period expiring four months and one day from the date of closing of the Campbell Settlement and Darby Settlement.
The Campbell Settlement was a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61‐101”). The Campbell Settlement was exempt from the valuation requirement of MI 61-101 by virtue of the exemptions contained in section 5.5(b) of MI 61-101 as the Company’s Shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(1)(a) of MI 61-101 in that the fair market value of the Campbell Settlement did not exceed 25% of the Company’s market capitalization. As the material change report disclosing the Campbell Settlement is being filed less than 21 days before the transaction, there is a requirement under MI 61-101 to explain why the shorter period was reasonable or necessary in the circumstances. In the view of the Company it was necessary to immediately close the Campbell Settlement and therefore, such a shorter period was reasonable and necessary in the circumstances to improve the Company’s financial position.
About BevCanna Enterprises Inc.
BevCanna Enterprises Inc. (CSE:BEV) develops and manufactures cannabinoidinfused beverages and consumer products for in-house brands and white label clients. With decades of experience creating, branding and distributing iconic brands that have resonated with consumers on a global scale, the team demonstrates expertise unmatched in the emerging cannabis beverage category. Based in British Columbia, Canada, BevCanna has a 130-acre outdoor cultivation site in the fertile Okanagan Valley and the exclusive rights to a pristine spring water aquifer, as well as a world-class 40,000-square-foot, HACCP certified manufacturing facility, with a current bottling capacity of up to 72M bottles per shift/per annum.