Icon Exploration Inc. Provides Update on Change of Business Transaction
Toronto, Ontario--(Newsfile Corp. - March 14, 2018) - Icon Exploration Inc. (TSXV: IEX.H) ("Icon" or the "Company") advises that further to its news release of January 26, 2018, relating to its proposed change of business resulting from the acquisition of City View Green (the "Proposed Transaction"), the parties are in the process of completing their due diligence on each other. Assuming satisfactory due diligence, Icon hopes to be in a position to negotiate final terms to the definitive agreement by the end of the month.
As previously disclosed, City View Green is a private company incorporated under the laws of Ontario that has an exclusive 5 year lease (with an option to renew for 5 years) with a further exclusive right to lease any future buildings and has added the option to buy the building and land owned by the building owner located in Brantford, Ontario. Additional buildings can be constructed and leased totaling approximately 120,000 ft² of building space. City View Green has submitted an application to Health Canada for an Access to Cannabis for Medical Purposes Regulations ("ACMPR") license and has received a file number indicating receipt of licensed producer application under the ACMPR and further correspondence that CVG is currently under security review.
About City View Green
City View Green is targeting entry into the Canadian Medical and Recreational market in 2018 as a high quality, large-scale cannabis producer. City View Green is an ACMPR applicant strategically located in Branford, Ontario, which is in close proximity to one of Canada's largest cities - Toronto, Ontario.
Upon issuance of the license, City View Green proposes to operate a 40,000 ft² facility, and expects to be able to utilize 28,000 ft² for cultivation. City View intends to grow pharmaceutical grade cannabis to be sold in the current medicinal market and the upcoming recreational market, upon legalization.
City View Green intends to incorporate innovative growing strategies which may be based on technological advancements in LED lighting, advanced HVAC and dehumidification technology, and automation. This progressive growing technology is expected to improve the quality, safety, output and consistency of its cannabis production.
City View Green's management believes that its strategic location in Brantford, Ontario should enable it to be able to draw on the best talent available in the market which is in close proximity to several agricultural learning centres, colleges and universities. FDi, a division of Financial Times Limited, ranked the City of Brantford at the top spot as the most business-friendly city in the micro city category in the 2017/2018 FDi report.
Icon will provide further disclosure on the Proposed Transaction as final terms are negotiated and information becomes available to it, including any concurrent financing or any changes to Icon's Board and management that may be effected on closing of the Proposed Transaction.
Completion of the Proposed Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable, disinterested shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Icon, if reinstated prior to completion of the Proposed Transaction, should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
Kingsdale Capital Markets Inc., subject to completion of satisfactory due diligence, has agreed to act as sponsor in connection with the transaction, if an exemption from sponsorship is not obtained or available. An agreement to sponsor should not be construed as any assurance with respect to the merits of the transaction or the likelihood of completion.
For further information contact:
Icon Exploration Inc.
Rob Fia, CEO & Director
ABOUT ICON EXPLORATION INC.
Icon is a publicly traded company on the NEX Exchange (TSXV: IEX.H) our primary objective is to create a well-diversified company that will produce long-term returns for its shareholders and investors. Our current focus is on assessing potential acquisition targets in the cannabis industry. www.iconexploration.net
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Disclaimer for Forward-Looking Information
This press release contains forward-looking statements and information that are based on the beliefs of management and reflect Icon's current expectations. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. The forward-looking statements and information in this press release include information relating to the business plans of Icon and City View, the status of the ACMPR license application, any financing Icon may undertake in conjunction with the closing of the Proposed Transaction, the Proposed Transaction (including Exchange approval, shareholder approval and the closing of the Proposed Transaction) and the board of directors and management of the Company upon completion of the Proposed Transaction. Such statements and information reflect the current view of Icon. Risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information.
By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Such factors include, among others, the following risks:
- there is no assurance that any financing will be completed or as to the actual offering price or gross proceeds to be raised in connection with such financing. In particular, the amount raised may be significantly less than the amounts anticipated as a result of, among other things, market conditions and investor behaviour;
- there is no assurance that due diligence will be satisfactory to each of Icon and City View Green or that Icon, City View Green and all of the holders of City View Green securities will be able to come to negotiated agreement on final terms of the Proposed Transaction;
- there is no assurance that Icon and City View Green will obtain all requisite approvals for the Proposed Transaction, including the approval of the Exchange, or approvals of their respective shareholders, and any such approvals may be conditional upon amendments to the terms of the Proposed Transaction;
- there is no assurance that City View will obtain an ACMPR license from Health Canada;
- following completion of the Proposed Transaction, Icon may require additional financing from time to time in order to continue its operations. Financing may not be available when needed or on terms and conditions acceptable to it;
- new laws or regulations could adversely affect Icon's business and results of operations after completion of the Proposed Transaction; and
- the stock markets have experienced volatility that often has been unrelated to the performance of companies. These fluctuations may adversely affect the price of Icon's securities, regardless of its operating performance.
There are a number of important factors that could cause Icon's actual results to differ materially from those indicated or implied by forward-looking statements and information. Such factors include, among others: limited business history of City View Green; disruptions or changes in the credit or security markets; results of operation activities and development of projects; laws, rules and regulations relating to the medical marijuana industry; project cost overruns or unanticipated costs and expenses, and general market and industry conditions.
Icon cautions that the foregoing list of material factors is not exhaustive. When relying on Icon's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Icon has assumed that the material factors referred to in the previous paragraph will not cause such forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE REPRESENTS THE EXPECTATIONS OF ICON AS OF THE DATE OF THIS PRESS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE ICON MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE LAWS.
This press release is not an offer of the securities for sale in the United States. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.