Sativa Wellness Group Announces Response to the UK City Code on Takeovers and Mergers Rule 19.6(C) Confirmation With Respect to Stated Post-Offer Intentions With Regard to Sativa Group Plc
Sativa Wellness Group Inc. (CSE:SWEL)(OTC PINK:SCNNF) has confirmed compliance with post-offer intentions following its share-for-share exchange with Sativa Group plc. The exchange became effective on September 3, 2020, and involved a court-sanctioned scheme. The company acknowledged board changes that deviate from initial intentions, prompted by a major shareholder, Geremy Thomas. Financial statements for Q2 2021 are available on SEDAR. The board accepts responsibility for the announcement's content.
- Successful completion of share-for-share exchange with Sativa Group plc.
- Compliance with UK City Code requirements post-offer.
- Board changes differ from original intentions, which could imply instability.
VANCOUVER, BC / ACCESSWIRE / September 3, 2021 / Sativa Wellness Group Inc. (CSE:SWEL)(OTC PINK:SCNNF) ("Sativa Wellness" or the "Company") announced today that Sativa Wellness Group Inc., formerly Stillcanna Inc., (the Company), further to the completion of its recommended share-for-share exchange offer for Sativa Group plc which was implemented by means of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006, and which became effective on 3 September 2020, the Company has duly confirmed in writing to the Panel on Takeovers And Mergers ("Panel") in the UK in accordance with the requirements of Rule 19.6(c) of the City Code on Takeovers and Mergers ("Code").
Excepting for the Board changes detailed in Regulatory Information Service announcements dated 29 January 2021, 4 February 2021 and 28 April 2021, the Company has confirmed to the Panel that it has complied with its post-offer statements of intent made pursuant to Rules 2.7(c)(iv) and 24.2 of the Code, as originally detailed in Sativa Group plc's Rule 2.7 announcement of 3 June 2020 and Sativa Group plc's Scheme Document published on 22 July 2020 ("Scheme Document").
Pursuant to Rule 19.6(b)(i) of the Code, the Company notes that the Board changes announced on 29 January 2021 and 4 February 2021, differ from the Company's intentions outlined in paragraph 7 ("Board, management, employees, benefits and locations") of the Scheme Document, where it stated, inter alia, that the Company's intention was for Henry Lees-Buckley, Jason Dussault, Jonathan Waring, Angus Kerr and Joseph Colliver to be directors of the Company. The board changes were prompted by Geremy Thomas, partly to implement a vision of a broader wellness business, who at the time held approximately
The directors of the Company accept responsibility for the contents of this announcement.
The Q2 2021 Financial Statements are available under the Company's profile on SEDAR at www.sedar.com.
The Directors of the Company accept responsibility for the contents of this announcement.
On behalf of the Board of Directors,
Marc Howells
Chief Executive Officer
Sativa Wellness Group Inc.
+44 (0) 20 7971 1255
enquiries@sativawellnessgroup.com
www.sativawellnessgroup.com
Anne Tew
Chief Financial Officer
Sativa Wellness Group Inc.
+44 (0) 20 7971 1255
enquiries@sativawellnessgroup.com
www.sativawellnessgroup.com
Neither the Canadian Securities Exchange nor its Market Regulator (as defined in the policies of the Canadian Securities Exchange) accept responsibility for the adequacy or accuracy of this release. This news release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Sativa's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans," "expects" or "does not expect," "is expected," "budget," "scheduled," "estimates," "forecasts," "intends," "anticipates" or "does not anticipate," or "believes" "plan is" or variations of such words and phrases or may contain statements that certain actions, events or results "may," "could," "would," "might" or "will be taken," "will continue," "will occur," "will be achieved" or "shortly."
Although Sativa believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this news release are made as of the date of this press release, and Sativa does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.
SOURCE: Sativa Wellness Group Inc.
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FAQ
What is the significance of Sativa Wellness Group's compliance with the UK City Code?
How did the share-for-share exchange with Sativa Group plc impact SCNNF?
What changes occurred in the board of directors after the acquisition?
Where can I find the latest financial statements for Sativa Wellness Group?
