CGB 0.00% 2.1¢ cann global limited

Ann: Licenses Update, page-57

  1. 1,219 Posts.
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    From experience he just won't accept he's wrong. Similar scenario when he explained to all how QBL could plant hemp after rehabilitation on properties at Sth Johnstone. And from the response above, anyone can see there's little acceptance of how misleading his posts were. Hence my 'different' and leading approach I suppose. Yes 'baiting' to a degree I accept.

    From the last quarterly, pages 6,7 & 8:

    Background to the acquisition

    QBL has agreed to acquire an immediate 55% interest in Medical Cannabis Limited (“MCL”) with the issue of 49 million ordinary shares in QBL in exchange for 55% of MCL. A first tranche of 24.5 million ordinary shares in QBL will be issued in exchange for 27.5% of MCL with a second tranche of 24.5 million ordinary shares in QBL to be issued in exchange for the further 27.5% of MCL following a shareholder meeting to enable the issue of these shares under Listing Rule 7.1 of the ASX Listing Rules.
    An additional 50 million performance shares will be issued to the vendor shareholders of MCL upon MCL obtaining a permit from the Australian Government to grow cannabis varieties for medical cannabis research leading to product development. These performance shares will also be subject to shareholder approval under Listing Rule 7.1 of the ASX Listing Rules.
    50% of the shares issued to MCL shareholders will be subject to voluntary escrow for a 12 month period.

    Further Information

    The transaction is only conditional on the issue of the shares as per above. The directors believe that this transaction represents a value adding acquisition taking into account the current market dynamics and the value of MCL and Vitahemp’s assets. QBL intends to bring MCL to IPO and list independently on the ASX.
    The ASX have confirmed to QBL that listing rules 11.1.2 and 11.1.3 do not apply to the Acquisition subject to the following undertakings:
    QBL will not:

    • increase its interest beyond 75% in MCL;
    • invest via direct equity or loans an amount of more than $750,000 in MCL; or
    • other than on a board level, will not be involved in the day to day management of MCL, MCL will continue to have its own dedicated management team.

    QBL must also report in its Appendix 5B on the investment and the status of the matters relating to the points above.
    Should the Company choose to vary any of the above undertakings, it must first consult with the ASX about the possible application of Listing Rules 11.1.2 and 11.1.3 at that time.
    In addition, prior to issuing the consideration shares to the shareholders of MCL, the Company was to seek a formal legal opinion which would be provided to ASX to confirm the validity of the MCL business, and to ensure that the business is in compliance with all Australian laws, and is not in breach of any relevant law. This legal opinion has been prepared by the Company’s legal representatives and has been provided to the ASX. The ASX Management Committee is reviewing the legal opinion and once approved by the ASX, QBL will issue the consideration shares to the MCL vendors. The Company has provided a comprehensive legal opinion to the ASX on the legalities and approvals that MCL is operating with, and no legal concern has been identified by the Company’s lawyers. The Company is therefore expecting the legal opinion to be approved by the ASX in due course.
    Shareholder approval under Listing Rule 7.1 will be sought for the issue of the shares and the performance shares as soon as the ASX approves the legal opinion.
 
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