CannaCure Corp.


Heritage completes acquisition of CannaCure Corporation

VANCOUVER, BC, November 5, 2018 – Heritage Cannabis Holdings Corp. (“Heritage” or the “Company”) (CSE: CANN), is pleased to announce that further to its news release of October 19, 2018, the Company has completed the acquisition (the “Acquisition”) of all of the issued and outstanding shares of Cannacure Corporation (“Cannacure”), a private Ontario corporation, pursuant to the terms of a definitive agreement dated October 18, 2018, as amended by an amending agreement dated October 25, 2018 and an amalgamation agreement (the “Definitive Agreement”). 

Pursuant to the Definitive Agreement and in consideration for the Acquisition, as of the date hereof the Company issued 133,333,326 common shares in the capital of Heritage (the “Payment Shares”) to the holders of Cannacure shares at a deemed price of $0.30 per Payment Share. 

In connection with the Acquisition, the Company also issued 4,000,000 common shares to an arm’s length third party at a deemed price of $0.30 per common share as an advisory fee. These shares are subject to a statutory hold period of four months plus a day in accordance with applicable legislation ending on March 6, 2019.  

CannaCure, based in Fort Erie, Ontario, is a license holder under the Cannabis Act. It has a 122,000 square foot, former GMP facility, and has completed a 24,260 square foot Phase one build out.  Heritage will continue the conversion of the former GMP facility in a multi-phase approach to accommodate the expected growth in the Company’s extraction business and to meet the demands of the consumables market when approved by Health Canada. 

“This is a significant milestone for our company with our growth and expanded footprint” states Clint Sharples, Chairman and interim CEO of Heritage “we believe this cornerstone asset uniquely positions us to expand our potential extraction business across Canada, satisfy potential targeted partnerships, and ensure we have flexible space and capacity to evolve with a rapidly growing market environment.”