Our roundup of Canadian small-caps of between $100-million and $2.5-billion in market capitalization making news and on the move today.
Hive Blockchain Technologies Ltd. (HIVE-X) announced that its largest shareholder, Genesis Mining, holding approximately 26 per cent of its outstanding shares, has requisitioned a meeting of shareholders to propose changing the board. Hive said Genesis wants to add some of its senior officers and employees. Hive said its board has appointed an independent special committee to deal with the move “and related contractual disputes between Genesis and Hive which gave rise to the requisition.”
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MDC Partners Inc. (MDCA-Q) announced “several changes” to its board of directors. MDC said it has reached a settlement agreement with FrontFour Capital Group LLC and part of it that includes putting Kristen O’Hara on its slate of director nominees for election at the upcoming annual meeting. “MDC will also include on its slate another nominee to be named, who will be a Canadian resident chosen by the company with significant industry experience. FrontFour will take part in the selection process for this second nominee,” the company stated.
Separate from the settlement, MDC also announced its CEO Mark Pennhas been appointed the chairman of the board.
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FSD Pharma Inc. (HUGE-C) announced it has agreed to acquire Prismic Pharmaceuticals Inc., a U.S.-based specialty R&D pharmaceutical company, for US$17.5-million . “Prismic is developing novel non-addictive prescription drugs with unique safety profiles with the goal of addressing the opioid crisis based on formulations utilizing micro-palmitoylethanolamide’s (PEA) ‘entourage’ effect on certain drugs impacting the endocannabinoid system,” the company statted.
The deal will be satisfied by issuing 102.7 million Class B subordinate voting shares in the capital of FSD Pharma at a deemed price of 22.75 cents Canadian, or 17.04 cents US. FSD Pharma has also agreed to assume up to US$4-million of outstanding Prismic liabilities "on terms to be mutually agreed by the two companies, some of which may, potentially, be settled by the issuance of additional FSD Shares."
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TerrAscend Corp. (TER-C) announced a non-brokered private placement to raise approximately US$20-million, "through the issuance of approximately 3.5 million to 5.2 million common shares at an issue price of US$5.73 each.
The company said has received "an indicative lead order" from funds advised by JW Asset Management, LLC for a minimum investment of US$10-million. The company said it intends to use the proceeds to fund its US acquisition strategy and for working capital and general corporate purposes.
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ICC International Cannabis Corp. (WRLD.U-T) announced an agreement to acquire 49.9 per cent of Wayland Group Corp.’s (WAYL-C) international asset and license portfolio.
Under the terms of the definitive agreement, International Cannabis said it will issue Wayland 300 million shares, representing approximately 38 per cent of its outstanding ICC shares on a fully diluted basis.
"Under the proposed transaction, Wayland also will enter into a three-year supply agreement with ICC that will supply ICC with 10,000kg annually of EU-GMP compliant dried cannabis flower grown at Wayland’s EU-GMP certified Langton, Ont. licensed production facility," the comapny stated.
“This is a landmark acquisition for International Cannabis," stated ICC David Shpilt
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Guyana Goldfields Inc. (GUY-T) issued a statement to address what it calls “false and misleading allegations and a threatened derivative action by Patrick Sheridan, who was terminated as the company’s executive chairman in July 2018 and is now leading a dissident proxy campaign against the company and its board of directors.”
"Mr. Sheridan's allegations are plainly untrue and his threatened derivative action is entirely frivolous," stated René Marion, non-executive chairman, in a release. "This is nothing but a smokescreen to distract shareholders from Mr. Sheridan's own actions."
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Dream Hard Asset Alternatives Trust (DRA.UN-T) announced further details of its strategic plan, confirmed its commitment to maintain its current distribution policy and announced its intention to increase the size of its board from three to five trustees.
“Following discussions with longstanding retail unitholders and certain institutional unitholders, the trust has confirmed the importance to unitholders of taking steps to narrow the gap between the trading price of the trust’s units and the net asset value per unit, while maintaining the Trust’s current distribution policy at $0.40 per unit on an annual basis,” the trust stated.
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Wayland Group Corp. (WAYL-C) announced that it anticipates a delay in filing its audited annual financial statements for the year ended December 31, 2018, the related management’s discussion and analysis and certificates of its CEO and chief financial officer with Canadian securities regulators until after the April 30, 2019 filing deadline.
“The additional time is required to permit the Company’s auditors, MNP LLP, to complete its review and enquiries in connection with the audit of the company’s 2018 financial statements,” Wayland Group stated in the release. “The Company and its auditors are working diligently, and the company intends to make the required filings as soon as possible and it expects to make these filings by no later than June 14, 2019.”