Cinaport Reschedules Annual General and Special Meeting of ShareholdersToronto, Ontario--(Newsfile Corp. - December 18, 2018) - Cinaport Acquisition Corp. II (TSXV: CPQ.P) ("Cinaport" or the "Company"), a capital pool company listed on the TSX Venture Exchange (the "Exchange"), today announces that it intends to cancel the annual general and special meeting of its shareholders currently scheduled for 10:00 am (EST) on Thursday, December 20, 2018 as more fully described in the Company's press release dated December 3, 2018. At the request of Fire & Flower Inc. ("Fire & Flower"), the target company of the Company's proposed Qualifying Transaction (as such terms is defined in the policies of the Exchange), the Company intends to reschedule the annual general and special meeting of its shareholders (the "Rescheduled Meeting") on January 30, 2019 in order to provide Fire & Flower sufficient time to propose new meeting items in connection with the Qualifying Transaction.
The Rescheduled Meeting will be held at 9:00 am (EST) on Wednesday, January 30, 2019 at the offices of the Company at 333 Bay Street, Suite 635, Toronto, Ontario M5H 2R2. Shareholders of record on December 31, 2018 will be entitled to vote at the Rescheduled Meeting. Proxy materials including, among other things, an updated management information circular setting out the particulars of the annual general meeting matters and the special meeting matters in connection with the Qualifying Transaction to be proposed by Fire & Flower will be mailed to the eligible registered shareholders of the Company twenty-one days before the date of the Rescheduled Meeting pursuant to applicable securities laws. All proxies in connection with the Rescheduled Meeting must be received by TSX Trust Company, the transfer agent of the Company, not later than January 28, 2019 at 9:00 a.m. (EST), or in the case of any adjournment of the meeting, not less than 48 hours, Saturdays, Sundays and holidays excepted, prior to the time of the adjournment.
About Fire & Flower Inc.
Fire & Flower is an independent retail chain that offers cannabis products and accessories to the adult-use market in provinces where the sale of cannabis by private retailers is legal under: (a) An Act respecting cannabis and to amend the Controlled Drugs and Substances Act, the Criminal Code and other Acts (the "Cannabis Act") which came into effect on October 17, 2018; and (b) applicable provincial regimes for regulating the sale of cannabis by licensed private retailers. Fire & Flower was founded by leading legal cannabis entrepreneurs in Canada, with significant combined experience in launching premium, successful businesses with extensive experience in the legal cannabis space.
Fire & Flower was incorporated under the Canada Business Corporation Act on March 17, 2017.
Fire & Flower has obtained provincial licences to operate seven cannabis retail stores in Alberta and two cannabis retail stores in Saskatchewan, and is pursuing additional licences to operate stores in British Columbia, Alberta, Saskatchewan, Manitoba and Ontario.
On October 31, 2018, Fire & Flower entered into an acquisition agreement with the Company with respect to the Company's proposed Qualifying Transaction.
For more information, please contact:
Cinaport Acquisition Corp. II
Avi Grewal, Chief Executive Officer
Phone: (416) 213-8118 Ext. 210
Fire & Flower Inc.
Trevor Fencott, Chief Executive Officer
Completion of the Qualifying Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and, if applicable, pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Qualifying Transaction cannot close until the required approval is obtained. There can be no assurance that the Qualifying Transaction will be completed or at all.
Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Qualifying Transaction and has neither approved nor disapproved the contents of this press release.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the proposed Qualifying Transaction; and the business and operations of the Company after completion of the proposed Qualifying Transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; delay or failure to receive board, shareholder or regulatory approvals; and the results of operations. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Cinaport and Fire & Flower disclaim 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 law.
Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this Press release.)