Columbia Care and Canaccord Genuity Growth Corp. merger in Q1

American medical-cannabis company Columbia Care will become a publicly traded company based on a definitive transaction agreement with Canaccord Genuity Growth Corp. that is expected to be complete in Q1, 2019

Columbia Care has completed more than 750,000 patient interactions in the United States. 

It is the first U.S. cannabis company authorized to operate in the European Union.

Its proprietary, dose metered, full-spectrum high-CBD and ultra-high-CBD tablets will be used in an observational study in treating pediatric and adult patients with intractable epilepsy.

The principal investigator for the Epidiolex trials, Orrin Devinsky, M.D. and professor of neurology, neurosurgery and psychiatry at NYU School of Medicine, will lead the study.

 

Former Chief Financial Officer of MedReleaf, Igor Gimelshtein, was recently named to the board of directors as chair of the Audit Committee. 
“Access to a permanent equity capital base beginning in the first quarter of 2019 will provide a “significant advantage,” said Columbia Care’s co-founder and chief executive officer Nicholas Vita.
“The execution of this agreement marks a critical milestone in Columbia Care’s evolution as a global industry leader,” said Mr. Vita, a former Goldman Sachs vice president (Investment Banking Division, Healthcare Department.)
The company will establish global partnerships, using a public currency, which will “enhance transparency and independent validation,” he said.
The new business combination will be structured as a merger between Columbia Care and a newly-formed Delaware subsidiary of CGGC.
CGGC will amend its articles to provide for a new class of proportionate voting shares, which will be issued to holders of Columbia Care securities resident in the United States.
Holders of Columbia Care securities resident outside the United States will receive common shares of CGGC. All outstanding Class A Restricted Voting Shares and Class B Shares of CGGC will be automatically converted into Common Shares.
The approximately US$85 million held in escrow pursuant to the terms of the subscription receipt agreement entered into in connection with the previously announced brokered institutional private placement of subscription receipts will be released. 
Holders of subscription receipts will be issued Common Shares upon completion of the Business Combination. The Common Shares of CGGC are expected to consolidate on a 3:1 basis prior to the completion of the Business Combination.
Former holders of Columbia Care securities will hold approximately 91% of the outstanding equity interests in the resulting entity, which will remain a reporting issuer under Canadian securities laws. The remaining approximately 9% will be held by the security holders of CGGC.
Completion of the business combination is expected to occur in the first quarter of 2019. 
The name of CGGC is anticipated to be changed to Columbia Care Inc.
Following closing of the Business Combination, Columbia Care’s current Executive Chairman, Michael Abbott, and its current Chief Executive Officer, Nicholas Vita, along with Columbia Care’s current management team, will continue to lead the business.
Upon closing, the entity’s board of directors is expected to include:
  • Michael Abbott – Executive Chairman, Co-Founder of Columbia Care, formerly with Swiss Bank Corporation/SBC O’Connor and Goldman Sachs.
  • Nicholas Vita – CEO and Co-Founder of Columbia Care, former Partner of Apelles Investment Management, and previously Vice President Investment Banking Division, Healthcare Department at Goldman Sachs.
  • Igor Gimelshtein – Partner at Zola Global, an operationally focused family office deploying capital primarily in the legal cannabis industry globally, former Chief Financial Officer of MedReleaf, and previously a Vice President at Birch Hill Equity Partners.
  • John HowardCo-Managing Partner of Irving Place Capital and Co-CEO of Vestar Capital Partners.
  • James A.C. KennedyFormer CEO and President of T Rowe Price; Board Member and Chairman of the Compensation Committee for United Airlines.
  • Jonathan P. MayCo-Founder of Floresta Partners, Founder and Managing Director of Catalytic Capital, LLC, previously Senior Vice President of Corporate Development for Triarc Companies, Inc. and CEO of Arby’s, Inc.
  • David F. SolomonPartner at Hildred Capital Partners, previously Senior Vice President, Corporate Development & Strategic Planning, Forest Laboratories.

About Columbia Care LLC

Columbia Care is one of the U.S.’s largest and most experienced manufacturers and providers of medical cannabis products and services.
It is licensed in highly selective and regulated jurisdictions and has completed more than 750,000 successful patient interactions since its inception.
Working in collaboration with globally renowned and innovative teaching hospitals and medical centers, Columbia Care is a patient-centered healthcare company setting the standard for compassion, professionalism, quality, caring and innovation for a rapidly expanding new industry.
For more information on Columbia Care, please visit www.col-care.com.
About Canaccord Genuity Growth Corp.
Canaccord Genuity Growth Corp. is a newly organized special purpose acquisition corporation incorporated under the laws of the Province of Ontario for the purpose of effecting a qualifying transaction on the NEO Exchange within a specified period of time.

 

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