March 23rd, 2015 – Toronto, Ontario – Matica Enterprises Inc. (MMJ – CSE) (39N – Frankfurt) (MQPXF – OTC) (“Matica” or the “Company”) is pleased to announce it has received final approval from the Supreme Court of British Columbia for its previously announced plan of arrangement pursuant to a Final Order dated March 18, 2015. The plan of arrangement under the BC Business Corporations Act involves the divestiture or spinoff of certain assets into four new subsidiary companies. Following the four spinoff transactions, Matica’s operations will focus solely on obtaining an MMPR license from Health Canada for its state-of-the art Nova Scotia based marijuana growing facility with “Ready To Build” status and currently awaiting final pre-license inspection.
Matica Enterprises CEO, Boris Ziger states: “The separation of Matica’s multiple assets will provide a sharper focus for each new spin-out company. Matica Enterprises (MMJ – CSE) will now focus solely on becoming the next publicly traded MMPR company through our nearly completed marijuana production facility with a “Ready To Build” letter from Health Canada. We expect to achieve 100% completion shortly and will secure a date for the final Health Canada facility inspection before being granted a MMPR license. When you consider our current trading level compared with other publicly traded MMPR licenced companies, we believe Matica has significant near-term growth potential.”
The plan of arrangement under the BC Business Corporations Act is expected to be completed in accordance with the Final Order and on the terms and conditions of an arrangement agreement among the Company and its four wholly-owned subsidiaries, namely Ravenline Exploration Ltd. (“Spinco1”), 1022607 B.C. Ltd. (“Spinco2”), 1022608 B.C. Ltd. (“Spinco 3”) and 1024250 B.C. Ltd. (“Spinco 4”). Upon completion of the Plan of Arrangement, each of the Spincos is expected to become a reporting issuer in British Columbia and Alberta.
Matica and each of its subsidiaries will serve different markets and are subject to different competitive forces and will require diverse short-term and long-term strategies. The separation of the mining and other non-core assets into four independent companies will provide management of each company with a sharper business focus. This will permit the companies to pursue independent business strategies best suited to their business plans and allow them to pursue opportunities in their respective markets.
As separate companies, Matica and each of its subsidiaries will have enhanced access to the capital necessary to finance their respective growth strategies. By establishing four separate public companies with independent public reporting, investors and analysts can evaluate more easily each company relative to its respective assets. The board and management believe the Plan of Arrangement, when consummated, will provide a platform for growth for the shareholders of Matica as it will provide an immediate interest in the different companies and afford a secure and expedient development path for the development of various businesses in the subsidiaries. The spinoff is expected to provide a number of benefits to the existing investors of Matica, not the least of which will be as shareholders of all four new companies.
The Plan of Arrangement was unanimously approved by the shareholders who cast their vote at the special meeting of the shareholders of the Company held on March 10, 2015. For more information regarding the Plan of Arrangement and Arrangement Agreement, see the Company’s information circular dated January 26, 2015, the Arrangement Agreement and the Final Order, all of which have been filed under the Company’s profile on SEDAR at www.sedar.com.
Completion of the Plan of Arrangement remains subject to certain standard closing conditions set out in the Arrangement Agreement.
About Matica Enterprises Inc.
Matica is has signed a definitive agreement to earn a fifty percent interest in THC Dispensaries, Inc (“THCD”), a Nova Scotia applicant under the Marijuana for Medical Purposes Regulation (“MMPR”). THC Dispensaries has received a “Ready To Build” letter from Health Canada and is awaiting the pre-licence inspection to become a Licenced Producer under MMPR. The entire operation sits on 35 acres of land in the town of Antigonish. For more information on Matica Enterprises please visit the website at: www.maticaenterprises.com.
On behalf of the Board of Directors
MATICA ENTERPRISES INC.
Boris Ziger, CEO & Chairman
For further information, please contact Boris Ziger, Chief Executive Officer, at:
Cautionary Note Regarding Forward-Looking Statements
Certain information in this press release may constitute forward-looking information. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. The Company assumes no obligation to update the forward-looking statements, or update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in the Company’s filings with the Canadian Securities Regulators, which filings are available at www.sedar.com and www.thecse.com.