TORONTO and GLIL YAM,
Israel, Oct. 13, 2023 /PRNewswire/ -- IM Cannabis
Corp. (CSE: IMCC) (NASDAQ: IMCC) (the "Company" or
"IMC"), a leading medical cannabis company with operations
in Israel and Germany releases message from Chief Executive
Officer about the Israel-Hamas War and announces the Company,
through its wholly-owned subsidiaries, IMC Holdings Ltd. ("IMC
HoldCo") and Rosen High Way Ltd. ("Rosen High Way"), has
secured C$1,390,000 in short-term
debt.
"There are no words to describe the scale of the horrors that
are starting to come to light. Israel is a small country, every single one of
us is directly impacted, either personally or through our family
and loved ones. IMC supports and stands with all the Israelis that
are affected by this war. We also fully support the Israeli Defense
Forces." said Oren Shuster, Chief
Executive Officer of IMC. "In Israel, Cannabis is defined as a
critical infrastructure sector, just like any other pharmaceutical
business. I am very proud of how the team is coming together to
work through this horrific situation."
IMC, through IMC HoldCo, entered into a series of short-term
loans on October 3rd,
10th and 11th, respectively, for aggregate
gross proceeds of NIS 4,082,000
(approximately C$1,390,000) from
certain lenders, including a director and officer of the
Company.
Four of the loans, totaling aggregate gross proceeds of
NIS 3,082,000 (approximately
C$1,050,000), bear interest at an
annual rate of 18% and mature six months from the date of issuance
along with the associated fees and commissions of 4% per annum for
application fee and an origination fee of 4% per annum on each
loan.
IMC, through Rosen High Way, entered into the final loan,
totaling aggregate gross proceeds of NIS
1,000,000 (approximately C$340,000), bears interest at an annual rate of
20%, matures six months from the date of issuance and is secured
against certain assets of the Company and its subsidiaries.
The Company plans to use the proceeds from the loans for general
working capital purposes.
Out of the aggregate gross proceeds of NIS 4,082,000 (approximately C$1,390,000), Oren
Shuster, a director and officer of the Company (the
"Participating Insider") loaned an amount of NIS 500,000 (approximately C$170,000) to IMC HoldCo. The participation of
the Participating Insider in the loan constitutes a "related party
transaction", as such term is defined in Multilateral Instrument
61-101 – Protection of Minority Shareholders in Special
Transactions ("MI 61-101") and would require the Company
to receive minority shareholder approval for and obtain a formal
valuation for the subject matter of, the transaction in accordance
with MI 61-101, prior to the completion of such transaction.
However, in completing the loan, the Company has relied on
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101, in each case on the basis that
the fair market value of the Participating Insider's loan does not
exceed 25% of the market capitalization of the Company, as
determined in accordance with MI 61-101. Further details will be
included in a material change report to be filed by the Company.
The Company did not file a material change report in respect of the
loan transaction more than 21 days before entering into the loan as
the shorter period was necessary to permit the Company to close the
loan in a timeframe consistent with usual market practice for a
transaction of this nature.
About IM Cannabis Corp.
IMC (NASDAQ: IMCC) (CSE: IMCC) is an international cannabis
company that provides premium cannabis products to medical patients
in Israel and Germany, two of the largest medical cannabis
markets. The Company has recently exited operations in Canada to pivot its focus and resources to
achieve sustainable and profitable growth in its highest value
markets, Israel and Germany. The Company leverages a transnational
ecosystem powered by a unique data-driven approach and a globally
sourced product supply chain. With an unwavering commitment to
responsible growth and compliance with the strictest regulatory
environments, the Company strives to amplify its commercial and
brand power to become a global high-quality cannabis player.
The IMC ecosystem operates in Israel through its commercial relationship
with Focus Medical Herbs Ltd., which imports and distributes
cannabis to medical patients, leveraging years of proprietary data
and patient insights. The Company also operates medical cannabis
retail pharmacies, online platforms, distribution centers, and
logistical hubs in Israel that
enable the safe delivery and quality control of IMC's products
throughout the entire value chain. In Germany, the IMC ecosystem operates through
Adjupharm GmbH, where it distributes cannabis to pharmacies for
medical cannabis patients. Until recently, the Company also
actively operated in Canada
through Trichome Financial Corp and its wholly owned subsidiaries,
where it cultivated, processed, packaged, and sold premium and
ultra-premium cannabis at its own facilities under the WAGNERS and
Highland Grow brands for the adult-use market in Canada. The Company has exited operations in
Canada and considers these
operations discontinued.
Disclaimer for Forward-Looking Statements
This press release contains forward-looking information or
forward-looking statements under applicable Canadian and U.S.
securities laws (collectively, "forward-looking statements"). All
information that addresses activities or developments that we
expect to occur in the future are forward-looking statements.
Forward-looking statements are often, but not always, identified by
the use of words such as "seek", "anticipate", "believe", "plan",
"estimate", "expect", "likely" and "intend" and statements that an
event or result "may", "will", "should", "could" or "might" occur
or be achieved and other similar expressions. Forward-looking
statements are based on the estimates and opinions of management on
the date the statements are made. In the press release, such
forward-looking statements include, but are not limited to,
statements relating to statements relating to the Company focusing
on Israel and Germany; the Company amplifying its commercial
and brand power to become a global high-quality cannabis player;
and the stated terms and proposed uses and benefits of the debt,
including the Company's goals of ensuring access to medicinal
cannabis and meeting the needs of current and future patients.
Forward-looking information in this press release are based on
certain assumptions and expected future events, namely: the Company
having the ability to maintain Canadian Securities Exchange and
NASDAQ Capital Market's continued listing requirements; the Company
focusing on Israel and
Germany; the Company will amplify
its commercial and brand power and become a global high-quality
cannabis player; and the Company having the ability to adhere to
the stated terms and proposed uses and benefits of the debt,
including the Company's goals of ensuring access to medicinal
cannabis and meeting the needs of current and future patients.
Since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and
uncertainties. Actual results may differ materially from those
currently anticipated or implied by such forward-looking statements
due to a number of factors and risks. These include: the failure of
the Company to comply with applicable regulatory requirements in a
highly regulated industry; unexpected changes in governmental
policies and regulations in the jurisdictions in which the Company
operates; the Company's inability to continue to meet the listing
requirements of the Canadian Securities Exchange and the NASDAQ
Capital Market; any unexpected failure to maintain its licenses in
good standing or renew them; the Company's inability to focus on
Israel and Germany; the effect of the Israel-Hamas War on
the Company's operations; changes to the classification of cannabis
in Israel; the inability of the
Company to amplify its commercial and brand power to become a
global high-quality cannabis player; and the Company's inability to
adhere to the stated terms and proposed uses and benefits of the
debt, including the Company's goals of ensuring access to medicinal
cannabis and meeting the needs of current and future patients.
Any forward-looking statement included in this press release is
made as of the date of this press release and is based on the
beliefs, estimates, expectations and opinions of management on the
date such forward-looking information is made.
The Company does not undertake any obligation to update
forward-looking statements except as required by applicable
securities laws. Investors should not place undue reliance on
forward-looking statements. Forward-looking statements contained in
this press release are expressly qualified by this cautionary
statement.
Company Contacts:
Anna Taranko, Director Investor
& Public Relations
IM Cannabis Corp.
+49 157 80554338
a.taranko@imcannabis.de
Oren Shuster, Chief Executive
Officer
IM Cannabis Corp.
info@imcannabis.com
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