AREV Nutrition Sciences Inc. Announces a Reverse Takeover Transaction with we Grow BC Ltd.
Momentum Public Relations
Press Release: 2018-01-17
AREV Nutrition Sciences Inc. (” AREV ” or the “Company”) ( CSE – AREV ), is pleased to announce a binding agreement (the “Acquisition Agreement”) to acquire 100% of the issued and outstanding shares of We Grow BC Ltd. (“WGBC”).
WGBC is a private company strategically located in Creston British Columbia in the heart of the Kootenay’s, where BC grown marijuana originated, and holds a Cultivation License pursuant to the Access to Cannabis for Medical Purposes Regulations under Health Canada. The Company has scalable production facilities currently consisting of 100 acres of land with 100,000 square feet of indoor space of which 24,000 has been retrofitted for Phase 1 Cultivation.
The Acquisition Agreement provides for each shareholder of WGBC to receive 90,909 shares of AREV in exchange for each share of WGBC based on a $50,000,000 valuation of WGBC. It is anticipated a total of 100,000,000 AREV shares will be issued at a deemed price of $0.50 per AREV Share pursuant to the agreement.
AREV’s intention is to enter into an amalgamation by plan of arrangement where the amalgamation shall take place between a wholly owned subsidiary of AREV and WGBC.
AREV intends to call a Special Annual General meeting in order to approve the transaction and to affix its board of directors to 7 members of which 4 will be designated by WGBC.
The deemed aggregate value of $50,000,000 ($50 million) attributable to such 100,000,000 AREV shares shall be supported by a valuation of WGBC. Also, it is understood that the AREV shares to be issued by AREV to the WGBC Shareholders may be subject to certain resale restrictions including escrow requirements under applicable securities law and policies of the Canadian Securities Exchange (the “CSE”). ;
Both companies will have 5 business days from the date of execution of the Acquisition Agreement to provide the other party complete and commercially reasonable requests for due diligence.
The proposed acquisition of WGBC constitutes a fundamental change under the policies of the “CSE”. and shall be subject to shareholder and CSE approval. Accordingly, trading of AREV shares has been halted pending acceptance of the Acquisition Agreement by the CSE and the acceptance and posting of regulatory filings in connection with the Acquisition Agreement under the Company’s CSE profile.
“We believe this to be the perfect synergy between both companies, with AREV having the extraction technology and finished products and We Grow’s current 24,000 square feet grow facility and up to 100 acre cultivation abilities in the Kootenays,” stated Mike Withrow, AREV Chairman.
Further to the Company’s news release of October 31, 2017, the Company announces that it will not be proceeding with the letter of intent to acquire Verified Plant Genetics and a certain property in Parksville, British Columbia. The Company will revisit this transaction in the future.
For further information, contact Stephane Maher, CEO at stephane@arevnutrition.com.
On behalf of the Board,
Mike Withrow, Chairman.
About AREV Nutrition Sciences Inc.
AREV Nutrition Sciences Inc. (“AREV”) produces and delivers functional ingredients from its world-class extraction systems. AREV is revolutionizing the current delivery method of coconut oil, whey protein and nutrients through emulsification. These premium ingredients and products are targeted for the natural health, medical, functional food, nutraceutical, sport nutrition and bioceutical markets. AREV is also working with Pharmacy and Dispensary operators with an innovative emulsified base formula to disperse Cannabis oil extracts from specific selected genetic Cannabis strains that address 5 areas of health including Anxiety, Pain Management, Insomnia, Central Nervous System Disorders & Libido.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
FORWARD LOOKING INFORMATION
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. This news release may include forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes the expectations expressed in such forward looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. We do not assume any obligation to update any forward-looking statements except as required under the applicable laws. This press release contains forward-looking statements. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks various risk factors discussed in the Company’s Management’s Discussion and Analysis under the Company’s profile on www.sedar.com.
- Published in AREV Nutrition Sciences
Tetra Bio-Pharma Receives Approval from Health Canada of its Phase 1 Clinical Trial with PPP005 (Cannabis Oil)
Momentum Public Relations
Press Release: January 16,2018
Tetra Bio-Pharma Inc. (“Tetra” or the “Company”) (TSX VENTURE:TBP)(OTCQB:TBPMF), a global leader in cannabinoid-based drug development and discovery, is pleased to announce that it has received a No Objection Letter (NOL) from the Therapeutic Products Directorate (TPD), Health Canada to evaluate the safety, pharmacokinetics and pharmacodynamics of its cannabis oil PPP005.
According to Health Canada data1, the annual Canadian cannabis oil production for medical purposes was 22,766 kg between October 1st 2016 and September 30th 2017, and is growing continuously. In the third quarter of 2017, it grew 24% from Q2 (Apr-Jun) to Q3 (Jul-Sep)1. According to an Eight Capital analysis2, the cannabis oil market is expected to reach 1.5B$ in 2024.
The launch of this trial is the first step in Tetra’s plans to commercialize natural health products with its partners. The corporation will develop cannabis-based supplements for commercialization under the Natural Health Product regulations in Canada and in other countries where regulatory authorities have a recognized pathway for approval and commercialization of such products. The trial will eventually include formulations that will be registered as drugs under Health Canada’s TPD regulatory pathway. “Tetra Bio-Pharma Inc. seeks to become an important player in the retail market post legalization and this clinical trial is part of the sales and marketing strategy required to effectively penetrate the lucrative pharmacy and health stores retail markets,” states Bernard Fortier, CEO of Tetra.
Tetra’s vision is to develop an evidence-based approach, thereby allowing pharmacists to dispense these medicines to patients in need. Despite the growing popularity of cannabis oils, physicians and pharmacists across Canada are still hesitant to support the use of these products because of the lack of data supporting its medical use. Dr. Guy Chamberland, Chief Science Officer, commented: “This trial is part of Tetra’s corporate strategy to develop the science required to commercialize safe and efficacious cannabis oil products post-legalization and to create innovative oral drug formulations for the development of medicines in the management of pain, anxiety and the treatment of cancer.”
In that respect, Tetra’s scientific team is supporting the strategy by initiating a phase 1 clinical trial to characterize the safe use of these cannabis oil medicines in humans. Tetra has worked with Altasciences Clinical Research for the preparation of the Clinical Trial Application (CTA) for the conduct of a double-blind phase 1 study to assess safety, tolerability and pharmacokinetics of single and multiple daily doses of cannabis (Delta-9-tetrahydrocannabinol/Cannabidiol) oil capsules administered to healthy human volunteers. Health Canada issued a No Objection Letter for the conduct of the phase I clinical trial on January 12nd, 2018. Altasciences Clinical Research will be initiating the clinical trial activities in the coming weeks. The cannabis oil is manufactured by Tetra’s partner, Aphria Inc.
1: | Health Canada Market Data, [https://www.canada.ca/en/health-canada/services/drugs-health-products/medical-use-marijuana/licensed-producers/market-data.html] |
2: | Cannabis Sector, Eight Capital Estimates, July 2017 |
About Tetra Bio-Pharma:
Tetra Bio-Pharma (TSX VENTURE:TBP)(OTCQB:TBPMF) is a biopharmaceutical leader in cannabinoid-based drug discovery and clinical development. Tetra is focusing on three core business pillars: clinical research, pharmaceutical promotion and retail commercialization of cannabinoid-based products.
More information at: www.tetrabiopharma.com
Source: Tetra Bio-Pharma
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-looking statements
Some statements in this release may contain forward-looking information. All statements, other than of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding potential acquisitions and financings) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words “may”, “will”, “should”, “continue”, “expect”, “anticipate”, “estimate”, “believe”, “intend”, “plan” or “project” or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company’s ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, without limitation, the inability of the Company, through its wholly-owned subsidiary, GrowPros MMP Inc., to obtain a license for the production of medical marijuana; failure to obtain sufficient financing to execute the Company’s business plan; competition; regulation and anticipated and unanticipated costs and delays, the success of the Company’s research strategies, the applicability of the discoveries made therein, the successful and timely completion and uncertainties related to the regulatory process, the timing of clinical trials, the timing and outcomes of regulatory or intellectual property decisions and other risks disclosed in the Company’s public disclosure record on file with the relevant securities regulatory authorities. Although the Company has attempted to identify important factors that could cause actual results or events to differ materially from those described in forward-looking statements, there may be other factors that cause results or events not to be as anticipated, estimated or intended. Readers should not place undue reliance on forward-looking statements. While no definitive documentation has yet been signed by the parties and there is no certainty that such documentation will be signed The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.
Tetra Bio-Pharma Inc.
Dr. Anne-Sophie Courtois, DVM
Vice President, Marketing & Communications
(514) 360-8040 Ext. 210
anne-sophie.courtois@tetrabiopharma.com
- Published in Medical Marijuana, Tetra Bio Pharma
AREV Nutrition Sciences Inc. Announces Attendance At Capital Events Bahamas, Conversion Of The Convertible Debenture And Issuance Of Stock Options
Momentum Public Relations
Press Release: January 9, 2018
AREV Nutrition Sciences Inc. (” AREV ” or the “Company”) ( CNSX – ARV ), is pleased to announce that that they will be attending the AlphaNorth Capital Conference at the Atlantis Paradise Island Resort in the Bahamas from January 12 – 14, 2018, hosted by Capital Event Conferences. The conference introduces growth-stage companies (Resource, Technology, Biotech, Special Situations) to active top-level capital finance individuals through a day of scheduled one-on-one meetings.
The Company is also pleased to announce that Chiron Capital Inc., a company directly controlled by Mike Withrow, has converted the second of two convertible debentures into units of the Company, each unit consisting of a common share of the Company and a common share warrant of the Company. The total principal amount of the convertible debentures exercised is $300,000. The convertible debentures has been converted into units of the Company at a conversion price of $0.05 per unit with a term ending September 16, 2018.
The conversion of this Convertible Debenture retires long term debt of the C ompany.
After converting the debenture, Chiron Capital Inc., has exercised 2,000,000 warrants at a price of $0.05 per common share for a total cost of $100,000.
If all of Mike Withrow’s convertible securities were converted into common shares of the Company Mike Withrow would control 18,112,000 (42%) of a total of 43,342,800 fully diluted common shares of the Company.
For further information, contact Stephane Maher, CEO at stephane@arevnutrition.com.
On behalf of the Board,
Stephane Maher
Chief Executive Officer & Director
About AREV Nutrition Sciences Inc.
AREV Nutrition Sciences Inc. (“AREV”), produces and delivers functional ingredients from its world-class extraction system. AREV is revolutionizing the current delivery method of coconut oil, whey protein and nutrients through emulsification. These premium ingredients and products are targeted for the natural health, medical, functional food, nutraceutical, sport nutrition and bioceutical markets. AREV is also working with Pharmacy and Dispensary operators with an innovative emulsified base formula to disperse Cannabis oil extracts from specific selected genetic Cannabis strains that address 5 areas of health including Anxiety, Pain management, Insomnia, Central Nervous System Disorders & Sexuality.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
FORWARD LOOKING INFORMATION
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. This news release may include forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes the expectations expressed in such forward looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. We do not assume any obligation to update any forward-looking statements except as required under the applicable laws.This press release contains forward-looking statements. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks various risk factors discussed in the Company’s Management’s Discussion and Analysis under the Company’s profile on www.sedar.com.
Copyright (c) 2018 TheNewswire – All rights reserved.
- Published in AREV Nutrition Sciences, Marijuana, Uncategorized
AREV Nutrition Sciences Inc. Announces Shares For Debt
Momentum Public Relations
Press Release: December 14, 2017
AREV Nutrition Sciences Inc. (” AREV ” or the “Company”) ( CNSX – ARV ), announces that pursuant to an outstanding debt owed to a previous Director of the Company, it has issued an aggregate of 45,000 common shares at a deemed price of $0.50 share as consideration for the outstanding debt in the Company.
For further information, contact Stephane Maher, CEO at stephane@arevnutrition.com.
On behalf of the Board,
Stephane Maher
Chief Executive Officer & Director
About AREV Nutrition Sciences Inc.
AREV Nutrition Sciences Inc. (“AREV”), produces and delivers functional ingredients from its world-class extraction system. AREV is revolutionizing the current delivery method of coconut oil, whey protein and nutrients through emulsification. These premium ingredients and products are targeted for the natural health, medical, functional food, nutraceutical, sport nutrition and bioceutical markets. AREV is also working with Pharmacy and Dispensary operators with an innovative emulsified base formula to disperse Cannabis oil extracts from specific selected genetic Cannabis strains that address 5 areas of health including Anxiety, Pain management, Insomnia, Central Nervous System Disorders & Sexuality.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
FORWARD LOOKING INFORMATION
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. This news release may include forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes the expectations expressed in such forward looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. We do not assume any obligation to update any forward-looking statements except as required under the applicable laws.This press release contains forward-looking statements. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks various risk factors discussed in the Company’s Management’s Discussion and Analysis under the Company’s profile on www.sedar.com.
- Published in AREV Nutrition Sciences
AREV Nutrition Sciences Inc. Orders Second Extraction System for Jamaica
Momentum Public Relations
Press Release: December 13, 2017
AREV Nutrition Sciences Inc. (” AREV ” or the “Company”) ( CNSX – AREV ), is pleased to announce that a second extraction system (“extractor”) has been ordered from Alternative Extracts Inc. (AEI) for delivery to Jamaica.
The extractor arrived in Quebec today for modifications that will increase its production capacity from 20 litres to 80 litres. Once the modifications are completed, the extractor will be shipped to a preferred partner in Jamaica that is still to be determined. AREV is in discussions with two potential companies and will select the company that aligns with the company’s vision.
The AEI extractor, removes oils without the use of destructive high-temperature, steam distillation or aggressive solvents and is the only known extractor to combine alcohol and CO 2 supercritical and critical technologies in one efficient process. AREV’s first system from AEI is the only known system to use ethanol, supercritical and subcritical CO2 technologies combined in a single system. It also allows more than one extract to be drawn from a single biomass, and for collection of extract fractions. The second system has been designed specifically to meet the needs of AREV’s partners in Jamaica.
“We are very excited to be ordering our second extractor and look forward to expanding our network with a strategic partner in Jamaica,” says Stephane Maher, CEO of AREV Nutrition Sciences Inc.
More details will be announced as final commitments are made. For further information, contact Stephane Maher, CEO at stephane@arevnutrition.com or www.alternativeextracts.com for information on the company’s extraction systems.
On behalf of the Board,
Stephane Maher
Chief Executive Officer & Director
AREV Nutrition Sciences Inc.
Backgrounder of the AEI IP
FFE enables the extraction of fractions that are mostly lost when using common methods. In addition, yields match or exceed industry standards. The process uses food grade solvents that chill the biomass by adiabatic cooling while extracting at low pressures. The solution is passed into a collection chamber, which is held under vacuum. In this chamber the extraction agent evaporates and is recycled online after filtration and cleaning.
FFE technology is elegant, compact, fully scalable and economical compared to other methods. A fully functional plant with the capacity of processing 1,400 tons/annum of biomass can fit on 150 square metres of total floor space, compared with 1,000 square meters needed for similar capacity solvent or CO 2 plant. These systems are fully scalable and can be expanded to process thousands of acres of hemp, hops or cannabis each harvest.
The key competitive advantages of the FFE process are that it:
- 1. Operates at lower temperatures avoiding the destruction of vital components.
- 2. Produces extract of superior quality and yields to those that are heated or x-rayed or micro waved.
- 3. Uses equipment manufacture and less expensive to operate.
- 4. Significantly speeds up the extraction process.
- 5. Does not generate undesirable effluents.
- 6. Can be used on many different biomass types including Cannabis, industrial hemp and hops and coconut meat.
About AREV
ARE V Nutrition Sciences Inc. (“AREV”), produces and delivers functional ingredients from its world-class extraction system. AREV is revolutionizing the current delivery method of coconut oil, whey protein and nutrients through emulsification. These premium ingredients and products are targeted for the natural health, medical, functional food, nutraceutical, sport nutrition and bioceutical markets. AREV is also working with Pharmacy and Dispensary operators with an innovative emulsified base formula to disperse Cannabis oil extracts from specific selected genetic Cannabis strains that address 5 areas of health including Anxiety, Pain management, Insomnia, Central Nervous System Disorders & Sexuality.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
FORWARD LOOKING INFORMATION
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. This news release may include forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes the expectations expressed in such forward looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. We do not assume any obligation to update any forward-looking statements except as required under the applicable laws.This press release contains forward-looking statements. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks various risk factors discussed in the Company’s Management’s Discussion and Analysis under the Company’s profile on www.sedar.com.
- Published in AREV Nutrition Sciences, Marijuana