Mr. Michael Mills reports
BODY AND MIND DISPENSARY GRAND OPENINGS IN SAN DIEGO AND WEST MEMPHIS AND CORPORATE UPDATE
Body and Mind Inc. has released details of grand opening celebrations in San Diego and West Memphis and provides a corporate update.
"We are excited to have grand opening celebrations at our newest dispensaries and our strategy of measured growth while diversifying across limited licence jurisdictions has enabled us to be one of the few debt-free operators in our industry," stated Michael Mills, chief executive officer of Body and Mind. "In addition to completing construction on several new facilities, we are focused on developing our licences, [and] expanding our brand and accretive acquisition opportunities. I'm incredibly proud of our team as we have opened these facilities and developed reduced contact solutions including on-line and express pickup ordering options."
The company continues to observe COVID-19 protocols at all its operations including physical distancing, elevated cleaning and working with customers on low-contact ordering options.
Grand opening of ShowGrow dispensary San Diego
ShowGrow San Diego will hold a grand opening celebration at 7625 Carroll Rd. in the Miramar area of San Diego from July 2 to July 5. Local and national brands will be on site with social distancing observed in addition to regular COVID-19 cleaning protocols. The dispensary will offer grand opening product specials, complimentary food while it lasts and free gifts of merchandise to every customer. Customers and patients who would prefer to order on-line can view the company's live menu and register for the company's rewards program on-line.
Grand opening of Body and Mind dispensary -- West Memphis
Body and Mind will hold a grand opening celebration at 203 N. Ok St. in West Memphis from July 2 to July 5. As one of the first dispensaries to open in southwest Arkansas the company is excited to welcome medical patients in the area and provide a knowledgeable and caring experience. The dispensary will offer grand opening product specials, complimentary food while it lasts and free gifts of merchandise to every customer. The dispensary offers a live on-line menu that allow patients to order on-line for express pickup.
The Arkansas facility construction has been completed for both dispensary and cultivation operations and is consistent with the strategy of bringing the company's experience to limited licence states and expanding the Body and Mind brand. The company is working on ramping up for cultivation at the facility and is working on state and local approvals.
The company and Comprehensive Care Group LLC opened the dispensary in late April, 2020, in West Memphis, Ark., near the border with Tennessee. This was the 22nd dispensary to open in the state out of a total of 33 licensed dispensaries approved in Arkansas, and the first one in zone 3 along the I-40 corridor. Sales of legal medical cannabis commenced in Arkansas in May, 2019, and the program has experienced expanding adoption from medical cannabis patients.
Body and Mind completes conversion agreement and issues shares to Australis Capital Inc.
The company has issued 2,909,091 shares of common stock to Australis Capital, effective July 1, 2020, to complete the investment agreement from Oct. 30, 2018, as amended through a conversion agreement dated July 1, 2019.
The shares issued to Australis on July 1, 2020, are restricted securities and the resale safe harbour under Rule 144 for such shares will not be available until Jan. 1, 2021, at the earliest. As a beneficial owner of 10 per cent or more of the company's outstanding shares of common stock, if Australis intends to rely upon the resale safe harbour under Rule 144, it is required to comply with Rule 144 requirements for affiliates, which, among other things, requires it to file a Form 144 with the Securities and Exchange Commission only for the amount of shares that Australis intends to sell in the three-month period from the date of filing the Form 144. A Form 144 only needs to be filed if the sale involves more than 5,000 shares or the aggregate dollar amount is greater than $50,000 in any three-month period. The sales must take place within three months of filing the Form 144, and if the securities have not been sold, then Australis must file an amended notice. In addition, any sales of shares by Australis under the Rule 144 resale safe harbour while it is an affiliate is subject to the dribbleout provisions of Rule 144(e), which limits the amount Australis is able to sell during any three-month period to a maximum of 1 per cent of the outstanding shares of common stock of the company preceding the filing of the Form 144.
ShowGrow Long Beach update
The company, through its subsidiary NMG Long Beach LLC, continues to work toward completion of the definitive agreement for the ShowGrow Long Beach dispensary. The company has not received all approvals required to transfer the licence and continues to work with state and local regulators to complete the licence transfer.
Updated on interim financials for Q3 of fiscal 2020
Further to the company's current report on Form 8-K filed with the SEC on EDGAR on June 15, 2020, and filed as a material change report on SEDAR on the same day in relation to the timing of the filing of its periodic report on Form 10-Q for its Q3 2020 financial statements, the company expects to file such documents on or prior to July 30, 2020.
The company, due to continuing logistics and delays caused by the COVID-19 pandemic, is relying upon the 45-day grace period provided by the SEC's order issued on March 25, 2020 (release No. 34-88465), and on the blanket relief exemptions provided by the Canadian Securities Administrators with respect to Section 4.4 of National Instrument 51-102 -- Continuous Disclosure Obligations, delaying the filing of its periodic report on Form 10-Q, which includes the company's unaudited interim financial statements for the three- and nine-month periods ended April 30, 2020.
About Body and Mind Inc.
Body and Mind is a publicly traded company investing in high-quality medical and recreational cannabis cultivation, production and retail. Its wholly owned Nevada subsidiary was awarded one of the first medical marijuana cultivation licences and holds cultivation and production licences. Its products include dried flower, edibles, oils and extracts as well as GPEN Gio cartridges.
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