TORONTO, March 14, 2023 /CNW/ – TerrAscend Corp. (“TerrAscend” or the “Company“) today announced that it has applied to list the Company’s common shares (the “Common Shares“) on the Toronto Stock Exchange (the “TSX“). In connection with the Company’s proposed listing on the TSX, and in order to qualify for the TSX’s minimum listing requirements, the Company expects to implement an internal reorganization (the “Reorganization“). The Reorganization will require approval from the Company’s shareholders. The listing of the Common Shares on the TSX remains subject to the review of the TSX and is contingent on the satisfaction of all listing and regulatory requirements. There is no assurance that the TSX will approve the listing application or that the Company will complete the Reorganization and the listing on the TSX as currently proposed.

“While the United States regulatory environment continues to evolve, we are grateful for the leadership of the TSX, which provides issuers with sensible oversight and regulation in a complex sector to ensure investor protection and capital markets integrity. We look forward to the opportunity to list on the TSX in the near future, said Jason Wild, Executive Chairman of TerrAscend.”

Further details with respect to the Reorganization will be provided prior to the mailing of the proxy statement for the Company’s annual general meeting. In the meantime, the Common Shares will continue to trade on the Canadian Securities Exchange in Canada under the symbol “TER” and the OTCQX market in the United States under the symbol “TRSSF”. TerrAscend has engaged Cassels Brock & Blackwell LLP as the Company’s external legal and strategic advisor in connection with the Reorganization and the Company’s proposed listing on the TSX.

As previously announced, TerrAscend will host a scheduled conference call to discuss the results for its fourth quarter and full year periods ended December 31, 2022 on Thursday, March 16, 2023 at 5:00 p.m. Eastern Time. The Company will report its financial results for the fourth quarter and full year 2022 the same day after market close.

About TerrAscend

TerrAscend is a leading North American cannabis operator with vertically integrated operations in Pennsylvania, New Jersey, Maryland, Michigan and California and licensed production in Canada. TerrAscend operates The Apothecarium and Gage dispensary retail locations as well as scaled cultivation, processing, and manufacturing facilities in its core markets. TerrAscend’s cultivation and manufacturing practices yield consistent, high-quality cannabis, providing industry-leading product selection to both the medical and legal adult-use markets. The Company owns several synergistic businesses and brands including Gage Cannabis, The Apothecarium, Ilera Healthcare, Kind Tree, Legend, State Flower, Valhalla Confections, and Arise Bioscience Inc. For more information visit www.terrascend.com.

Caution Regarding Cannabis Operations in the United States

Investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the U.S. Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable US federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with medical or adult-use cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve TerrAscend of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against TerrAscend. The enforcement of federal laws in the United States is a significant risk to the business of TerrAscend and any proceedings brought against TerrAscend thereunder may adversely affect TerrAscend’s operations and financial performance.

Forward Looking Information

This press release contains “forward-looking information” within the meaning of applicable securities laws. Forward-looking information contained in this press release may be identified by the use of words such as, “may”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “believe, “intend”, “plan”, “forecast”, “project”, “estimate”, “outlook” and other similar expressions. Forward-looking information is not a guarantee of future performance and is based upon a number of estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment, and the availability of licenses, approvals and permits. Examples of forward-looking information contained in this press release include statements regarding the Company’s intention to list the Common Shares on the TSX; the Company’s intention to complete the Reorganization; the Company’s ability to obtain shareholder approval to effect the Reorganization; and the Company’s ability to satisfy all listing and regulatory requirements of the TSX.

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to, current and future market conditions; risks related to federal, state, provincial, territorial, local and foreign government laws, rules and regulations, including federal and state laws in the United States relating to cannabis operations in the United States; and the risk factors set out in the Company’s most recently filed MD&A, filed with the Canadian securities regulators and available under the Company’s profile on SEDAR at www.sedar.com and in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission on March 17, 2022 and as amended on March 24, 2022.

The statements in this press release are made as of the date of this release. TerrAscend disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

SOURCE TerrAscend

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

All amounts expressed in Canadian dollars unless otherwise noted

TORONTO and RIONEGRO, Colombia, Dec. 22, 2021 /CNW/ – PharmaCielo Ltd. (“PharmaCielo” or the “Company”) (TSXV: PCLO) (OTCQX: PCLOF), the Canadian parent of Colombia’s premier cultivator and producer of medicinal-grade cannabis extracts, PharmaCielo Colombia Holdings S.A.S. (“Holdings”), today announced that it has plans to issue up to 15,000 debenture units (each a “Unit”) in a non-brokered private placement (the “Offering”). The Units will be issued at a price of $1,000 per Unit for aggregate gross proceeds of up to $15,000,000. Insiders, including directors and management, plan to participate in the Offering.

The Company expects to issue the Units on or about December 30, 2021, in one or more closings, subject to the approval of the TSX Venture Exchange.

The Company intends to use the proceeds from the sale of the Units for operations, working capital and the build-out of its international psychoactive dry flower sales program.

Debenture Units

Each will Unit consist of $1,000 principal amount of 11% secured debentures (“Debentures”) and 250 non-transferable common share purchase warrants (“Debenture Warrants”). Each Debenture Warrant will entitle the holder for a period of 36 months from the initial closing date to acquire one common share of the Company (each a “Common Share”) at an exercise price equal to a 50% premium over the market price of the Common Shares at the time of the initial closing. The Debentures will bear interest at a rate of 11.0% per annum, will mature 36 months from the date of initial closing date, and will be guaranteed by Holdings. Holdings’ guarantee of the Debentures will be secured by mortgages on the real property of the Company and its subsidiaries.

The Company will have the right to redeem any or all of the Debentures from time to time at the following percentages of face value: (i) 105% at any time prior to the first anniversary of the initial closing date; (ii) 103% at any time on or after the first anniversary of the initial closing date and prior to the second anniversary of the initial closing date; and (iii) 101% thereafter, in each case together with accrued and unpaid interest to, but not including, the date of redemption.

Upon a change of control of the Company, holders will have the right to have their Debentures repurchased at 105% of face value plus accrued and unpaid interest to, but not including, the date of repurchase.

The Debentures, Debenture Warrants and any Common Shares issuable upon exercise of the Debenture Warrants will be subject to a four-month hold period under applicable Canadian securities laws, starting from the date of issuance of the corresponding Units.

Management Commentary

Bill Petron, CEO of PharmaCielo, commented, “We expect 2022 to be a very important year for PharmaCielo, as Colombian dried flower exports begin, and as global acceptance of and demand for imported cannabinoids continues to grow. Since I assumed the CEO role in August, our team has successfully streamlined the Company’s overall cost structure to align expenses with sales forecasts and re-focused the global sales strategy towards high-margin products, leaving us ready to execute. This Offering gives us the necessary capital to deliver on current sales opportunities, while strategically building our global sales organization to expand our pipeline.”

Mr. Petron continued, “The fact that we were able to obtain debt financing at a very reasonable cost, represents a strong vote of confidence from investors and insiders regarding both our team’s progress to date as well as in PharmaCielo’s growth potential over the next twelve months. As a management team and board of directors, we strongly believe in alignment with shareholders. In addition to participating in the Offering, I intend to purchase additional common shares of the Company on the open market once the internal trading blackout has lifted, and I know that several members of our senior team and board of directors intend to do the same. We appreciate the support and continued confidence of our shareholders and are committed to continuing to advance our strategies during 2022, which we expect will result in significant value creation.”

About PharmaCielo

PharmaCielo Ltd. (TSXV: PCLO, OTCQX: PCLOF) is a global company, headquartered in Canada, with a focus on ethical and sustainable processing and supplying of all natural, medicinal-grade cannabis oil extracts and related products to large channel distributors. PharmaCielo’s principal (and wholly owned) subsidiary is PharmaCielo Colombia Holdings S.A.S., headquartered at its cultivation and processing center located in Rionegro, Colombia.

The board of directors and executive team of PharmaCielo are comprised of a diversely talented group of international business executives and specialists with relevant and varied expertise. PharmaCielo recognized the significant role that Colombia’s ideal location plays in building a sustainable business in the medical cannabis industry, and the Company, together with its directors and executives, is executing on a business plan focused on supplying the international marketplace.

Forward-Looking Statements

This news release contains forward-looking statements. Forward-looking statements can be identified by the use of words such as “expects”, “is expected”, “intends”, “anticipates”, “believes”, or variations of such words and phrases or state that certain actions, events or results “may” or “will” be taken, occur or be completed or achieved. Forward-looking statements in this news release include, without limitation, statements regarding the issuance of the Units, including the terms thereof and the closing date therefor.

The forward-looking statements in this news release are necessarily based on assumptions, including assumptions with respect to PharmaCielo’s ability to obtain necessary approvals for the issuance of the Units.

Forward-looking statements can be affected by known and unknown risks, uncertainties and other factors, including changes to PharmaCielo’s development plans, the failure to obtain and maintain all necessary regulatory approvals relating to the export of cannabinoid products and the import of these products into other countries, TSX Venture Exchange approval, the inability to export or distribute commercial products through sales channels as anticipated due to economic or operational circumstances, risks associated with operating in Colombia, fluctuation of the market price for the Company’s products, risks associated with global economic instability relating to COVID-19 or other developments, risks related to retention of key Company personnel, currency exchange risk, competition in PharmaCielo’s market and other risks discussed or referred to under the heading “Risk Factors” in PharmaCielo’s Annual Information Form for the financial year ended December 31, 2019, which is available at www.sedar.com. Accordingly, readers should not place undue reliance on forward-looking statements. Except as required by law, PharmaCielo undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

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 press release.

SOURCE PharmaCielo Ltd.

For further information: Ian Atacan, Chief Financial Officer, +1 416-562-3220, [email protected]; Media and Investor Inquires: [email protected]

Related Links

http://www.pharmacielo.com

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

TORONTO, May 27, 2021 (GLOBE NEWSWIRE) — Field Trip Health Ltd. (CSE: FTRP; FTRP.WT; OTCQX: FTRPF) (“Field Trip“), a leader in the development and delivery of psychedelic therapies, is pleased to announce that it has received conditional approval to list its common shares and warrants on the Toronto Stock Exchange (TSX). The listing is subject to the company fulfilling certain requirements of the TSX in accordance with the terms of its conditional approval letter dated May 26, 2021.

Field Trip is actively working to satisfy the requirements and conditions that were highlighted in the approval letter and management is confident that all conditions for listing will be met in the coming weeks. Upon obtaining final approval, the Company will issue an additional press release to inform shareholders when it anticipates that its common shares will commence trading on the TSX.

Upon completion of the final listing requirements, the Company’s common shares will be delisted from the CSE and commence trading on the TSX under the trading symbol “FTRP” and the warrants will trade under the symbol “FTRP-WT”. The Company’s shares will continue to trade on the OTCQX market under the symbol “FTRPF.”

Joseph del Moral, Chief Executive Officer of Field Trip, said, “Receiving conditional acceptance to move to Canada’s largest exchange is a significant milestone for Field Trip and the emerging psychedelics industry more broadly. While our listing on the TSX will provide greater visibility for Field Trip in the markets and broaden our access to additional Canadian and international investors, we continue to work towards further enhancing liquidity for global investors in Field Trip, including exploring cross-listings onto US exchanges.”

About Field Trip Health Ltd.

Field Trip is a global leader in the development and delivery of psychedelic therapies. With our Field Trip Discovery division leading the development of the next generation of psychedelic molecules and conducting advanced research on plant-based psychedelics and our Field Trip Health division building centers for psychedelic therapies opening across North America and Europe along with the digital and technological tools that will enable massive scale, we help people in need with a simple, evidence-based way to heal and heighten engagement with the world.

Learn more at https://www.meetfieldtrip.com, https://www.fieldtriphealth.com and https://www.fieldtriphealth.nl.

For further information, contact Ronan Levy, Executive Chairman and a Director at Field Trip, at 1 (833) 833-1967.

Cautionary Note Regarding Forward-Looking Information.

This release includes forward-looking information within the meaning of Canadian securities laws regarding Field Trip and its business, which may include, but are not limited to, statements relating to Field Trip’s intended use of proceeds from the Offering. Often but not always, forward-looking information can be identified by the use of words such as “expect”, “intends”, “anticipated”, “believes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would” or “will” be taken, occur or be achieved. Such statements are based on the current expectations and views of future events of the management of Field Trip, and are based on assumptions and subject to risks and uncertainties. Although the management of Field Trip believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including risks regarding the COVID-19 epidemic, the medical clinic industry, market conditions, economic factors, management’s ability to manage and to operate the business and the equity markets generally. Although Field Trip has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Field Trip does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Neither the Canadian Securities Exchange, the Toronto Stock Exchange nor their Regulation Services Provider, nor the OTC Markets have approved the contents of this release or accept responsibility for the adequacy or accuracy of this release.

Media contacts:
Rachel Moskowitz
Autumn Communications
202-276-7881
[email protected]

Nick Opich / McKenna Miller
KCSA Strategic Communications
212-896-1206 / 347-487-6197
[email protected]

Ania Gilbert – Canada media
Pomp & Circumstance
647-273-9869
[email protected]

Investor contacts:
Elizabeth Barker
KCSA Strategic Communications
212-896-1203
[email protected]

SOURCE Field Trip Health Ltd.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

KELOWNA, BC, April 28, 2021 /CNW/ – The Valens Company Inc. (TSX: VLNS) (OTCQX: VLNCF) (the “Company,” “The Valens Company” or “Valens”), a leading manufacturer of cannabis products, is pleased to announce that it has submitted an initial application to list its common shares (“Shares”) on the Nasdaq Capital Market (“Nasdaq”).

“We have taken a significant step forward in achieving one of our main goals for 2021 by filing our initial application for listing on the Nasdaq on the back of announcing our first acquisition in the US,” said Jeff Fallows, President of The Valens Company. “We believe that listing in the US will unlock various opportunities to enhance corporate visibility, increase liquidity and broaden overall awareness of The Valens Company to a larger investor base while driving value for our shareholders.”

The listing of the Company’s Shares remains subject to the review and approval by Nasdaq of the Company’s listing application and the satisfaction by the Company of all applicable listing, governance and regulatory requirements. In connection therewith, the Company expects to ask shareholders of the Company (“Shareholders”) to approve a consolidation of the Shares at the next annual and special meeting of Shareholders scheduled for May 25, 2021 (the “Shareholder Meeting”). If the share consolidation is approved at the Shareholder Meeting, the Company believes that it will meet the requirements for listing on the Nasdaq shortly thereafter, including Nasdaq’s financial and liquidity requirements. Further details of the proposed share consolidation will be contained in the management information circular of Valens mailed to Shareholders and to be filed shortly on SEDAR at www.sedar.com.

The Company currently expects that Nasdaq will make a decision on the Company’s application by the end of June 2021. The Shares will continue to be listed on the Toronto Stock Exchange (“TSX”) under the symbol “VLNS”. In addition to the Company’s primary listing on the TSX, the Shares will continue to be quoted on the OTCQX until such time as the Shares may be listed on the Nasdaq, if the Company’s listing application is approved.

Valens has retained Stikeman Elliott LLP in Canada and Foley Hoag LLP in the US as legal counsel to advise the Company throughout the application process.

At Valens, it’s Personal.

About The Valens Company
The Valens Company is a leading manufacturer of cannabis products with a mission to bring the benefits of cannabis to the world. The Company provides proprietary cannabis processing services across five core technologies, in addition to best-in-class product development, formulation and manufacturing of cannabis consumer packaged goods. The Valens Company’s high-quality products are exclusively formulated for the medical, therapeutic, health and wellness, and recreational consumer segments, and are offered across numerous product formats, including oils, vapes, concentrates, edibles and topicals, as well as pre-rolls, with a focus on next-generation product development and innovation. Its breakthrough patented emulsification technology, SōRSE by Valens, converts cannabis oil into water-soluble emulsions for seamless integration into a variety of product formats, allowing for near-perfect dosing, stability, and taste. In partnership with brand houses, consumer packaged goods companies and licensed cannabis producers around the globe, the Company continues to grow its diverse product portfolio in alignment with evolving cannabis consumer preferences in key markets. Through its wholly owned subsidiary Valens Labs Ltd., the Company is setting the standard in cannabis testing and research and development with Canada’s only ISO17025 accredited analytical services lab, named The Centre of Excellence in Plant-Based Science by partner and scientific world leader Thermo Fisher Scientific. Discover more on The Valens Company and its subsidiaries at http://www.thevalenscompany.com.

Notice regarding Forward Looking Statements
All information included in this press release, including any information as to the future financial or operating performance and other statements of The Valens Company that express management’s expectations or estimates of future performance, other than statements of historical fact, constitute forward-looking information or forward-looking statements within the meaning of applicable securities laws and are based on expectations, estimates and projections as of the date hereof. Forward-looking statements are included for the purpose of providing information about management’s current expectations and plans relating to the future. Wherever possible, words such as “plans”, “expects”, “scheduled”, “trends”, “forecasts”, “future”, “indications”, “potential”, “estimates”, “predicts”, “anticipate”, “to establish”, “believe”, “intend”, “ability to”, or statements that certain actions, events or results “may”, “should”, “could”, “would”, “might”, “will”, or are “likely” to be taken, occur or be achieved, or the negative of these words or other variations thereof, have been used to identify such forward-looking information. Specific forward-looking statements include, without limitation, all disclosure regarding future results of operations, future outcomes of transactions, economic conditions, and anticipated courses of action. Investors and other parties are advised that there is not necessarily any correlation between the number of SKUs manufactured and shipped and revenue and profit, and undue reliance should not be placed on such information.

The risks and uncertainties that may affect forward-looking statements include, among others, whether the Company will be able to fulfill all of listing requirements of the Nasdaq, whether the Shareholders will approve the consolidation of the Company’s shares at the next annual and special meeting of shareholders of the Company, Canadian regulatory risk, Australian regulatory risk, U.S. regulatory risk, U.S. border crossing and travel bans, the uncertainties, effects of and responses to the COVID-19 pandemic, reliance on licenses, expansion of facilities, competition, dependence on supply of cannabis and reliance on other key inputs, dependence on senior management and key personnel, general business risk and liability, regulation of the cannabis industry, change in laws, regulations and guidelines, compliance with laws, limited operating history, vulnerability to rising energy costs, unfavourable publicity or consumer perception, product liability, risks related to intellectual property, product recalls, difficulties with forecasts, management of growth and litigation, many of which are beyond the control of The Valens Company. For a more comprehensive discussion of the risks faced by The Valens Company, and which may cause the actual financial results, performance or achievements of The Valens Company to be materially different from estimated future results, performance or achievements expressed or implied by forward-looking information or forward-looking statements, please refer to The Valens Company’s latest Annual Information Form filed with Canadian securities regulatory authorities at www.sedar.com or on The Valens Company’s website at www.thevalenscompany.com. The risks described in such Annual Information Form are hereby incorporated by reference herein. Although the forward-looking statements contained herein reflect management’s current beliefs and reasonable assumptions based upon information available to management as of the date hereof, The Valens Company cannot be certain that actual results will be consistent with such forward-looking information. The Valens Company cautions you not to place undue reliance upon any such forward-looking statements. The Valens Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law. Nothing herein should be construed as either an offer to sell or a solicitation to buy or sell securities of The Valens Company.

SOURCE The Valens Company Inc.

For further information: Jeff Fallows, The Valens Company, Investor Relations, [email protected], 1 647.956.8254; KCSA Strategic Communications, Phil Carlson / Elizabeth Barker, [email protected], 1 212.896.1233 / 1 212.896.1203; Media, KCSA Strategic Communications, Anne Donohoe, [email protected], 1 212.896.1265

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

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