VANCOUVER, British Columbia, July 13, 2020 – Champignon Brands Inc. (“Champignon” or the “Company”) (CSE: SHRM) (FWB: 496) (OTCQB: SHRMF) announces the following corporate updates:
BCSC Continuous Disclosure Review
The Company continues to work with the British Columbia Securities Commission (the “Commission”) to complete its continuous disclosure review. The review relates to the Company’s disclosure obligations since it became a reporting issuer on February 6, 2020, and includes a review of the disclosure surrounding certain recent acquisitions completed by the Company. The Company will continue to fully cooperate with the Commission to assist in completion of the review in a timely fashion.
Corporate Rebranding & Spin Out
In June 2020, the Company’s board of directors considered options for realizing additional value for the consumer-packaged goods (CPG) pillar of its business and contemplated a reorganization that would result in the spinout of this business into a new reporting issuer. The board of directors has determined that this is not a suitable transaction to undertake at this stage and will not be proceeding with the contemplated reorganization and spinout.
The Company also clarifies that its previously announced intention to undertake a corporate rebranding, and to change its name did not result from any specific transaction undertaken by the Company. At this time, the board of directors has resolved not to proceed with the corporate rebranding and name change. The board of directors continues to review options for marketing and branding of the Company to represent its CPG, research and clinical business channels but has no plans to execute on any such initiatives in the near term.
Wellness Clinic of Orange County Inc.
The Company announces that the term sheet entered into with the Wellness Clinic of Orange County Inc. has been terminated, and the Company will not be proceeding with the proposed transaction at this time. The Company did not assume any ongoing liabilities or obligations in connection with the termination of the term sheet.
AltMed Capital Corp.
The Company also announces that it will rely on the temporary relief granted pursuant to British Columbia Instrument 51-517 (Temporary Exemption from Certain Corporate Finance Requirements with Deadlines during the Period from June 2 to August 31, 2020) in respect of the filing of a business acquisition report (“BAR”) in connection with its acquisition of AltMed Capital Corp. (“AltMed”). A BAR in connection with the acquisition of AltMed would otherwise be due on July 13, 2020, based on the timeframe prescribed by National Instrument 51-102 (Continuous Disclosure Obligations), and is now expected to be filed no later than August 27, 2020.
ON BEHALF OF THE BOARD OF DIRECTORS
Dr. Roger McIntyre
Chief Executive Officer
FOR INVESTOR INQUIRIES:
Champignon Brands | Storyboard Communications
Investor Relations, Toronto, Canada
Investor Line: +1 (833) 375-9995 x611
FOR CHAMPIGNON BRANDS FRENCH INQUIRIES:
Remy Scalabrini, Maricom Inc.
T: (888) 585-MARI
The CSE and Information Service Provider have not reviewed and does not accept responsibility for the accuracy or adequacy of this release.
Forward-looking Information Cautionary Statement
Except for statements of historic fact, this news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” or “will” occur. Forward-looking statements are based on the opinions and estimates at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements including, but not limited to delays or uncertainties with regulatory approvals, including that of the CSE. There are uncertainties inherent in forward-looking information, including factors beyond the Company’s control. There are no assurances that the business plans for Champignon Brands described in this news release will come into effect on the terms or time frame described herein. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company’s filings with Canadian securities regulators, which are available at www.sedar.com.