DJ Application for Admission - Sativa Wellness Group Inc.
Aquis Stock Exchange (AQSE)
Application for Admission - Sativa Wellness Group Inc.
02-Sep-2020 / 15:00 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
ANNOUNCEMENT OF APPLICATION FOR ADMISSION TO THE AQSE GROWTH
MARKET
APPLICANT NAME:
Sativa Wellness Group Inc.
APPLICANT REGISTERED OFFICE, PRINCIPLE PLACE OF BUSINESS (IF
DIFFERENT) AND TELEPHONE NUMBER:
The Company's registered office is 503 - 905 West Pender Street,
Vancouver, BC V6C 1L6, Canada and the principal place of
business is The Blue Building Stubbs Lane, Beckington, Frome,
Somerset, BA11 6TE, United Kingdom.
Telephone: +44 (0) 20 7971 1255
DIRECTORS AND PROPOSED DIRECTORS (IF APPLICABLE):
Henry Lees-Buckley: Chief Executive Officer and Director
Mr. Lees-Buckley is a seasoned corporate executive, with
extensive experience of leading companies in the public markets.
Mr. Lees-Buckley was previously CEO of Uni-Select, a Canadian
TSX quoted company, with operations in the UK, Canada and the
USA. Prior to that, he was a senior global executive and officer
in the USA and Canada for W.W. Grainger, a US$15 billion Fortune
500 company. He is currently a non-Executive Director of
NASDAQ-quoted BMC (Building Materials Corp) which has sales of
US$3.8 billion and a market capitalization of US$1.6 billion.
Mr. Lees-Buckley holds an MBA from Queens University, Kingston,
Ontario and has held numerous executive level positions both in
North America and the United Kingdom.
Joseph Colliver, Chief Financial Officer and Director
Joseph is a Chartered Accountant with a track record in
financial and statutory reporting, strategy, commercial finance,
management consultancy and regulatory compliance. Joseph is
accountable for the financial, statutory and regulatory
reporting associated with a publicly listed company, and
performs a Group leadership role as one of two executive board
directors. Joseph has worked across the health & wellness,
consumer goods, retail, marketing, market research and financial
services sectors. Previously a Director of Consulting at Kantar
Consulting, part of WPP Plc ("WPP") which advises Retail, Sales
and Shopper clients on enhancing their commercial capability and
the commercial competency of their staff. Prior to this, Joseph
was CFO and a senior board member at WPP's Kantar Futures. From
2012 - 2015 Joseph was Global Commercial Director of WPP's
Kantar subsidiary Taylor Nelson Sofres, a $1.8 billion turnover
marketing agency.
Jonathan Wearing, Chairman of the Board of Directors
Jonathan is an experienced, City-based corporate financier, who
began his City career after graduating from Cambridge University
with a M.A. in Economics. Formally a Director in the corporate
finance department of Citicorp Investment Bank Limited, Jonathan
is currently an angel investor in companies. He was also
Chairman of Ideagen Plc from July 2012 until April 2018 and
remained a non-Executive Director until November 2019.
Angus Kerr - Non-Executive Director
Angus is an adviser and capital markets professional with nearly
25 years' experience in global banking with specific expertise
in strategic and equity advisory, M&A and ECM. He has held,
inter alia, managing director and management roles covering
advisory, equity advisory and ECM at a number of organisations,
including head of Mid-Market Advisory and Broking at Credit
Suisse and head of UK ECM at Dresdner Kleinwort. He has a long
track record of advising companies and high-profile individuals
in the UK, USA and Europe. He is currently Chairman of North
Berwick SA.
Mark Blower, Director
Mark is an experienced finance professional, having spent the
last 20 years actively overseeing the financial performance of
over 70 UK SME's, with a focus on raising debt and private
equity. He began his career in 1996 at the Investment Banking
division of a large UK bank, before joining NM Rothschild in
2000. He then ran a highly successful leveraged debt team for
five years before starting his Private Equity career in 2010.
During his career to-date he has held a number of board
positions, across a variety of sectors.
Jason Dussault, Director
Jason will devote a minority of his working time to the Company
in connection with his duties as a director of the Company.
Jason is a man of many talents with a mind for marketing and
creativity. He produced and starred in "Dussault Inc.", a
reality television show that aired on City TV, and created a
successful fashion brand with Gene Simmons and Criss Angel
called "Dussault Apparel". Jason's professional journey has
primarily been focused on mining and capital markets. His debut
in the global marketplace occurred during the exploration boom
in the North West Territories, which lasted for nearly two
decades. However, Jason has also worked with a number of
wireless, high-tech, retail and energy start-ups, and has
specifically devoted his past two years on strategic minerals,
focusing primarily on lithium in Nevada. Jason's unique passion
for both business and art has made him an individual of great
effectiveness and creativity. Jason's success in artwork include
completing a mosaic team emblem for FC Barcelona, a community
created pieces titled "Barker Evergreen" in association with
Telus which is displayed at one of Canada's most celebrated
venues, the Pacific National Exhibition. Jason is also
represented by the Hoerle-Guggenheim Contemporary Art Gallery,
New York and at the Maddox Gallery in Mayfair, London. Jason has
previously acted as director and CEO of Pure Energy Minerals
Limited and Zadar Ventures Ltd.
Anne Tew, Corporate Secretary
Anne is an experienced qualified Accountant, Company Secretary,
and business Mentor who has worked in a range of sectors
including the NHS, technology, lab research, manufacturing,
farming and education to achieve business turnaround, growth and
development. Anne has worked as an Executive and Non-Executive
Director as well as advising board members in financial and
governance matters as the Company Secretary or external
consultant.
APPLICANT SECTOR:
Pharmaceuticals and Biotechnology
DESCRIPTION OF THE APPLICANT AND ITS ACTIVITIES:
Sativa Wellness (Canadian Securities Exchange: STIL), is a fully
integrated European seed to consumer CBD group with the pricing,
products, and stability to meet the CBD market demand in the
medium term. With world-class extraction and formulation
experts, an agricultural team that has over 20 years' experience
farming hemp, along with laboratory testing capabilities, the
group has established itself globally as a trusted source of
high-grade, premium wholesale CBD brands and products.
The Company is pleased to announce that it has today applied for
admission of its entire issued share capital of 302,594,773
common shares, having no par value ("Common Shares") to trading
on the AQSE Growth Market ("AQSE"). Admission is expected to
take place on or around 16 September 2020.
Admission is conditional on the Scheme of Arrangement becoming
effective which is expected to take place on or around 1
September 2020, and conditional upon Sativa Wellness (name
changed from Stillcanna Inc.) being readmitted to the Canadian
Securities Exchange ("CSE"), pursuant to the acquisition of
Sativa Group plc. The Scheme of Arrangement was entered into
whereby Stillcanna Inc. acquired Sativa Group plc in an all
share exchange. The acquisition becomes effective, whereby
former shareholders of Sativa Group plc will become shareholders
of approximately 65 per cent. and Stillcanna shareholders will
become shareholders of approximately 35 per cent. including all
option and warrant instruments outstanding on a fully diluted
basis, of the now combined Sativa Wellness.
The merger of Sativa Group and Stillcanna brings together
expertise that cover all stages of the product development
lifecycle, from seed through to cultivation and extraction, and
now testing, bottling and distribution.
For the avoidance of doubt, the Company will remain listed, with
its Common Shares trading on the CSE following admission to the
AQSE Growth Market. The Common Shares will continue to trade on
the OTC and the FSE. The Company will have a dual listing with
its Common Shares fully fungible through a Depositary Interest
("DI"). The DIs will carry the same ISIN as the Common Shares
listed in Canada on the CSE. The ISIN number is CA86071P1071.
Company Information
Stillcanna Shares were initially admitted to trading on the
TSX-V in Toronto on 2 May 2012 and were subsequently delisted on
21 September 2015 when the Stillcanna Shares were admitted to
trading on the CSE. The Stillcanna Shares were subsequently
quoted on the OTC Pink on 31 May 2019 and on the FSE on or
around 1 March 2019. On 15 March 2019, Stillcanna changed its
business from being a mining company to a life science company.
The Company's common shares is expected to be admitted to
trading on the Canadian Securities Exchange on or around 16
September 2020, having acquired the entire issued share capital
of Sativa Group plc.
Sativa, through its subsidiaries, operates five separate
businesses: Goodbody Botanicals, Sativa's primary retail
subsidiary which sells CBD products online and on the high
street; Goodbody Wellness, Sativa's high street retail store
offering and prestige CBD wellness centre brand; Tessellate
Collective, a bespoke direct sales channel operated through a
custom-built social marketing platform; PhytoVista Laboratories,
an independent analytical hemp and CBD testing facility
providing support to retailers, distributers and manufacturers
by expertly testing the cannabinoid level of the hemp and CBD
products they are supplying and also for contaminants; and
Sativa Cultivation and Extraction, which cultivates and extracts
high THC medicinal cannabis under Home Office licence for
research purposes, to fulfil its research partnership with
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