Cansortium Inc. (CSE : TIUM.U) (OTCQB : CNTMF) (“Cansortium” or the “Company“), a vertically integrated cannabis company with operations in Florida, Texas, Michigan and Pennsylvania, announces that it has agreed with certain of its directors and officers to issue an aggregate of 1,286,110 common shares (“Debt Shares“) to such directors and officers in exchange for the cancellation of an aggregate of U.S.$771,667 in amounts owing. The Debt Shares are being issued at a deemed price of U.S.$0.60, in accordance with the policies of the Canadian Securities Exchange.
The issuance of Shares to the directors constitutes a “related party transaction” as this term is defined in Multilateral Instrument 61-101: Protection of Minority Securityholders in Special Transactions (“MI 61-101“). All of the independent directors of the Company, acting in good faith, determined that the fair market value of the Shares being issued pursuant to the shares for debt transaction and the consideration being paid is reasonable. The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the Shares nor the debt exceeds 25% of the Company’s market capitalization.
The Company did not file a material change report more than 21 days before the expected closing of the shares for debt transaction as the details and amounts of debts settled under the transaction were not finalized until closer to the closing and the Company wished to close the transaction as soon as practicable, which the Company deems reasonable as it wishes to improve its financial position by reducing its accrued liabilities as soon as possible. All Debt Shares issued to Canadian residents pursuant to the debt conversion will be subject to a four (4) month hold period.
The Company also wishes to announce that it has granted an aggregate of 1,700,000 stock options to certain directors and officers of the Company, where each option has a term of five (5) years and an exercise price of U.S.$0.77.
About Cansortium Inc.
Headquartered in Miami, Florida, and operating under the Fluent™ brand, Cansortium is focused on being the highest quality cannabis company in the State of Florida driven by unrelenting commitment to operational excellence from seed to sale. Cansortium has developed strong proficiencies in each of cultivation, processing, retail, and distribution activities, the result of successfully operating in the highly regulated cannabis industry. In addition to Florida, Cansortium is seeking to create significant shareholder value in the attractive markets of Texas, Michigan and Pennsylvania, where the Company has secured licenses and established operations.
Cansortium Inc.’s common shares and warrants trade on the CSE under the symbol “TIUM.U” and “TIUM.WT.U”, respectively, and on the OTCQB Venture Market under the symbol (OTCQB: CNTMF). Investors can find current financial disclosure and Real-Time Level 2 quotes for the Company on www.otcmarkets.com.