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CALGARY,
AB, Dec. 3, 2024 /CNW/ - Decibel Cannabis
Company Inc. (the "Company" or "Decibel") (TSXV: DB)
(OTCQB: DBCCF), a market leader in premium cannabis and extract
manufactured products, is pleased to announce that it has received
final acceptance from the TSX Venture Exchange (the "TSXV")
for its previously announced acquisition of AgMedica Bioscience
Inc. ("AgMedica") on October 28,
2024 pursuant to an assignment agreement entered into with
Callisto Capital Corp. ("Callisto") in exchange for a
$6.3 million unsecured convertible
debenture (the "Convertible Debenture"). As a result
of receiving the acceptance, Decibel has completed the conversion
of the Convertible Debenture, pursuant to which it has issued
114,545,455 common shares ("Common Shares") to Callisto.
The conversion of the Convertible Debenture was conditional upon
receipt of final TSXV acceptance for the acquisition of AgMedica
pursuant to Exchange Policy 5.3, which would have required
disinterested shareholder approval of Callisto as a "Control
Person" (as such term is defined in the rules and policies of the
TSXV), if applicable. As a result of the Company having
completed its previously announced private placement, Callisto will
not be a Control Person of the Company following conversion of the
Convertible Debenture and therefore approval of the disinterested
shareholders of the Company is not required for the
conversion.
Please see the Company's news release dated October 28, 2024 for additional details with
respect to the acquisition of AgMedica. Please see the Company's
news releases dated October 30, 2024,
November 4, 2024 and November 25, 2024 for additional details
regarding the private placement.
About Decibel
Decibel is a consumer-focused cannabis company focused on
delivering products that delight customers through a commitment to
robust innovation and product quality. Leading brands General
Admission, Qwest and Vox are among its portfolio sold both across
Canada and beginning to extend
towards new countries to create a global footprint. Decibel
operates a processing and manufacturing facility in Calgary, Alberta, two cultivation facilities
in Creston, British Columbia and
Battleford, Saskatchewan, and an
EUGMP licensed cultivation and processing facility in Chatham, Ontario.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this news release.
Cautionary Statements
Forward-Looking Statements
This news release contains "forward-looking information" and
"forward-looking statements" (collectively, "forward-looking
statements") within the meaning of the applicable Canadian
securities legislation. All statements, other than statements of
historical fact, are forward-looking statements and are based on
expectations, estimates and projections as at the date of this news
release. Any statement that involves discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance (often but not always
using phrases such as "expects", or "does not expect", "is
expected", "anticipates" or "does not anticipate", "plans",
"budget", "scheduled", "forecasts", "estimates", "believes" or
"intends" or variations of such words and phrases or stating that
certain actions, events or results "may" or "could", "would",
"might" or "will" be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements.
In this news release, forward-looking statements relate to,
among other things, receipt of all regulatory approvals, including
Decibel's business plans generally, and specifically the creation
of a global footprint and ability to delight customers through a
commitment to robust innovation and product quality. There can be
no assurance that such statements will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on the forward-looking statements and
information contained in this news release. Except as required by
law, the Company assumes no obligation to update the
forward-looking statements of beliefs, opinions, projections, or
other factors, should they change.
Forward-looking statements are necessarily based upon a
number of estimates and assumptions that, while considered
reasonable, are subject to known and unknown risks, uncertainties,
and other factors which may cause the actual results and future
events to differ materially from those expressed or implied by such
forward-looking statements. Such factors include but are not
limited to: the Company's ability to access sufficient capital from
internal and external sources, and/or inability to access
sufficient capital on favourable terms. Many of these risks
and uncertainties and additional risk factors generally applicable
to the Company are described in the Company's management's
discussion and analysis for the three and six months ended
September 30, 2024 and 2023, which
are available under the Company's profile at
www.sedarplus.ca.
Readers are cautioned that the foregoing list of assumptions
and risk factors is not exhaustive. The forward-looking statements
contained herein are expressly qualified in their entirety by this
cautionary statement. The forward-looking statements included in
this news release are made as of the date hereof and Decibel does
not undertake any obligation to publicly update such
forward-looking statements to reflect new information, subsequent
events, developments or otherwise unless so required by applicable
securities laws.
SOURCE Decibel Cannabis Company Inc.
