20:50:54 EDT Sun 16 Jun 2019
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Veritas Pharma Inc
Symbol C : VRT
Shares Issued 51,016,949
Close 2018-04-16 C$ 0.50
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Veritas to acquire pot facility designer 3 Carbon

2018-04-16 10:20 ET - News Release

Dr. Lui Franciosi reports


Veritas Pharma Inc. has entered into a share purchase agreement with 3 Carbon Extractions Inc. to acquire 50 per cent of the issued and outstanding shares of 3 Carbon.

The remaining 50 per cent of equity interest can be acquired by Veritas based upon a value to be decided by a qualified independent business valuator. The valuator will be jointly engaged by Veritas and 3 Carbon to prepare a valuation report to determine, as at the third anniversary of the date of the initial share exchange, the total value of 3 Carbon. The purchase price for which shall be paid in cash or in fully paid and non-assessable common shares of Veritas, or in a combination thereof, will be determined by the company in its discretion.

As consideration for the 3 Carbon shares, the shareholders of 3 Carbon are entitled to receive aggregate consideration of $300,000 (U.S.) and 1.5 million common shares in the capital of the company. The cash consideration will be used to build a scalable extraction facility at a location to be determined by the board of Veritas. 3 Carbon shall grant Veritas the exclusive licence to use and commercially exploit the intellectual property arising from any research conducted by 3 Carbon utilizing Veritas's funds from the initial $300,000 (U.S.) investment and associated share issuance.

The acquisition remains subject to certain conditions precedent, including receipt of applicable regulatory approvals and the approval of the Canadian Securities Exchange.

Dr. Lui Franciosi, chief executive officer, stated: "The addition of 3 Carbon adds tremendous value to Veritas with its proprietary technology. I look forward working with Philip with his knowledge of cannabis extraction, and teaming with Veritas's scientific brain trust in developing new remedies and IP (intellectual property) for neurological and immune system diseases."

The company would also like to announce the cancellation of 1.8 million stock options and the issuance of two million stock options to directors, officers and consultants priced at 55 cents for a term of 12 months.

About Veritas Pharma Inc.

Veritas Pharma is an emerging pharmaceutical and intellectual property development company, which, through its 100-per-cent-owned subsidiary Cannevert Therapeutics Ltd., is advancing the science behind medical cannabis. It is the company's aim, through its investment in CTL, to develop the most effective cannabis strains (cultivars) specific to pain, nausea, epilepsy and PTSD, solving the critical need for clinical data to support medical marijuana claims.

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