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Asterion Signs Exclusive Definitive Association Agreement for $400 Million Financing, Development and Construction

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Vancouver, British Columbia–(Newsfile Corp. – March 31, 2020) – Asterion Cannabis Inc. (“Asterion” or the “Company“), announces that the Company and its wholly-owned Australian subsidiary, Asterion (Australia) Pty Ltd., (“Asterion (Australia)“), has entered into an exclusive Definitive Association Agreement (DAA) on March 30, 2020, to finalize the development, construction, maintenance and financing of the first ($400 million) phase of its facilities in Toowoomba, Queensland, Australia (“Project”) with entities within the Watpac Limited group (“Watpac”).

Watpac is a large and well-known contractor in Australia and part of the BESIX Group, a global construction, property development and concessions company.

The DAA sets out a process for the parties to rapidly enter into Design and Construct and Facilities Maintenance agreements (or agreements of similar nature). As part of the DAA Watpac will work with Asterion to finalise acceptable standard Australian commercial terms for these agreements and separately investigate opportunities for investment in the Project.

Asterion’s Chairman and CEO, Mr. Stephen Van Deventer, commented, “This is a significant milestone achieved during the current global economic uncertainty and dynamic cannabis capital markets. Watpac and Asterion are aligned in the vision to bring our facility into successful and efficient production. Together we will work to finalise acceptable standard Australian commercial terms for funding and maintenance. Over the next few years Asterion coupled with Watpac’s skillset will set benchmarks within this rapidly evolving medical cannabis industry in the pharmaceutical sector.”

Watpac’s CEO, Jean-Pol Bouharmont, commented, “We are excited to be working with Asterion on this unique, next generation project and we look forward to bringing our expertise in project development, design, detailed engineering and construction of large-scale infrastructure to their proposed new Toowoomba facility. It’s scale and unique combination of the advanced intensive horticulture and pharmaceutical grade processes and products presents an exciting opportunity for us. “.

Asterion is currently in the process of completing a non-brokered private placement for $10 million equity at $1.50 per share with a half warrant, each whole warrant entitling the holder thereof to purchase an additional share at $2.00 per share for two years subject to an accelerator. Only accredited and sophisticated investors may participate. The proceeds of these funds will be used for operations and implementing sales of medical cannabis to registered Australian medical patients. All securities issued under the non-brokered private placement will be subject to a hold period of four months and one day in Canada.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the United States, or in any jurisdiction in which such an offer or sale would be unlawful. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any United States state securities laws, and may not be offered or sold in the United States or to the account or benefit of a “U.S. person” (as defined in Regulation S under the 1933 Act) or a person in the United States absent registration or an applicable exemption from the registration requirements.

About Asterion

Asterion Cannabis Inc. is a Canadian medicinal cannabis company with a wholly-owned Australian subsidiary, Asterion (Australia) Pty Ltd. With its cultivation to market strategy, the company’s focus is leading and advancing cannabis agriculture, producing the highest quality, low cost, genetically uniform cannabis strains and cannabinoid products for global supply. The Australian government formally recognizes the company with a Major Project Status and the company has been granted a medicinal cannabis license, a cannabis research license, and a manufacture license from the Australian Office of Drug Control.

Led by a highly experienced team with over 200 years of combined relevant credentials spanning – North America, Europe, the Middle East, and Asia-Pacific. Management experience with large scale projects includes medicinal cannabis, renewable energy, and capital markets.

About Watpac

Watpac is a leading national construction group with operations across Australia’s East Coast and South Australia and the Northern Territory. Watpac has been part of Australia’s communities for nearly four decades and through previous entities since the 1920s. Watpac employs around 700 people, and in December 2018, Watpac became a wholly owned subsidiary of BESIX Group. BESIX is a multidisciplinary contracting company founded in Belgium more than 100 years ago. The company specialises in complex construction, infrastructure and marine works with a focus on value creation across the project lifecycle. BESIX employs around 15,000 people globally. More information is available at www.watpac.com.au

On Behalf of the Board of Directors

“Stephen Van Deventer”
Chairman & CEO

For further information, please contact:

Investor Relations
IR@asterioncannabis.com

Forward-Looking Statements:

This news release contains forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable Canadian and U.S. securities legislation, including the United States Private Securities Litigation Reform Act of 1995. All statements in this news release that are not purely historical are forward-looking statements and include statements regarding beliefs, plans, expectations and orientations regarding the future including, without limitation, the amount of the non-brokered private placement, the intended use of proceeds of the non-brokered private placement, the construction of the Project, the financial investment in the Project and provision of maintenance services following the completion of the construction of the Project by the Finance Company and the Company’s anticipated business plans and prospect of success in executing its plans. Often, but not always, forward-looking statements can be identified by words such as “plans”, “expects”, “may”, “will”, “intends”, “anticipates”, “believes”, “proposes” or variations of such words including negative variations thereof and phrases that refer to certain actions, events or results that may, could, would, might or will occur or be taken or achieved. Forward-looking statements are based on certain assumptions regarding the Company, including expected growth, results of operations, industry trends, growth opportunities, and the Company and Asterion Australia’s expectations that Asterion Australia will be granted the necessary permits and be able to continue to obtain the financing needed to complete the Project and to carry out its planned future activities, retain and attract qualified personnel and obtain and/or maintain the necessary rights or permits needed to carry out its future business activities.

Actual results could differ from those projected in any forward-looking statements due to numerous factors including, but not limited to, the inability of the Company and/or Asterion (Australia) to, among other things, successfully complete the non-brokered private placement, successfully complete the Project, obtain the required regulatory approvals and financing required for the construction and operation of the Project, execute its proposed business plans, and carry out its planned future activities. Other factors such as general economic, market or business conditions, outbreaks of infectious diseases or the occurrence of pandemics, such as the recent outbreak of the novel coronavirus COVID-19, or changes in laws, regulations and policies affecting the biotechnology or medical cannabis industry and delays in obtaining governmental and regulatory approvals, may also adversely affect the future results or performance of the Company and Asterion (Australia). These forward-looking statements are made as of the date of this news release and, unless required by applicable law, the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in these forward-looking statements. Although the Company believes that the statements, beliefs, plans, expectations, and intentions contained in this news release are reasonable, there can be no assurance that those statements, beliefs, plans, expectations, or intentions will prove to be accurate. Readers should consider all of the information set forth herein and should also refer to other periodic reports provided by the Company from time-to-time.

Readers are cautioned that forward-looking statements are not guarantees of future performance or events and, accordingly, are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty of such statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/53971

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Cannabis

Materia and Pure Ratios to Launch Award-Winning CBD Topicals into the UK Market

Vlad Poptamas

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Materia (“Materia” or the “Company“), a medical cannabis and CBD wellness company focused on the European market, today announced an agreement with Pure Ratios Holdings Inc. (“Pure Ratios”), an award-winning CBD topical manufacturer and subsidiary of 4Front Ventures Corp (CSE: FFNT) (OTCQX: FFNTF), to distribute and market its products across Europe.

“Pure Ratios is an innovator, with a best-in-class transdermal patch, rooted in science and natural medicine. We are excited to be their European partner, with plans to launch in the UK as our first market,” said Deepak Anand, CEO of Materia. “The UK is currently Europe’s largest CBD market and consumers are developing brand preference for products they like and trust. The market research we have conducted, including consumer segmentation and brand mapping, has made clear the calibre of partners required for long-term success. With highly differentiated products, proven quality and an established track record with consumers, Pure Ratios fits this profile perfectly.”

Founded in 2015 and based in San Diego, California, Pure Ratios is known for combining holistic wellness concepts with CBD and other cannabinoids. Its award-winning line of CBD topical patches are sold through a network of over 1000 stores across the United States and through their expanding e-commerce and distribution platforms. Under the terms of the agreement, Materia will conduct sales and marketing for Pure Ratios’ hemp-derived CBD topical salve, topical roll-on, lip balm and 96-hour transdermal reservoir patch products. Materia will work directly with wholesalers, retailers, and direct to consumers channels in the UK.

“Our approach of combining modern cannabis science with natural holistic medicine is both unique and effective and that has helped establish Pure Ratios as one of the most reputable CBD brands in the US,” said Chad Conner, Co-Founder of Pure Ratios. “We selected Materia as our partner because they have the commercial acumen and regulatory expertise to help navigate the burgeoning European market opportunity for us to propel Pure Ratios into a leading global wellness brand.”

According to the Centre for Medical Cannabis, UK consumers are spending over £300 million a year on CBD products and the market is forecasted to grow to almost £1 billion by 20251.  Demand for topicals is expected to exceed overall growth in the CBD market with a CAGR greater than 20%1. Key topical formats are balms and gels that are being used for muscle and joint relief, as well as skincare creams. The global CBD skincare market alone is expected to expand at a CAGR of 32.9% from 2019 to 2025, thereby reaching a value of approximately £1.4 billion (USD $1.7 billion) by 20252.

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InnoCan Pharma Collaborate with Recipharm on its CBD Loaded Exosome (CLX) Treatments

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Herzeliya, Israel and Calgary, Alberta–(Newsfile Corp. – July 9, 2020) – InnoCan Pharma Corporation (CNSX: INNO) (FSE: IP4) (the “Company” or “Innocan”), is pleased to announce its collaboration with Recipharm, Israel to synthesize and analyze cannabinoid loaded exosomes.

Recipharm unites more than 30 facilities across 10 different countries offering a range of services, mainly in two different operating areas, pharmaceutical development services and manufacturing services. Recipharm offers seamless tech transfer from Recipharm development facilities and provide commercial supply of a wide range of formulations. Recipharm has over 25 years of experience innovating and developing new technologies and processes for clinical applications. Recipharm’s facility in Israel, offers development services to a wide variety of clients from start-ups to large established companies. Recipharm offers a wide range of GMP-compliant services ranging from manufacturing services of pharmaceuticals in various dosage forms, production of clinical trial material and APIs, pharmaceutical product development and development and manufacturing of medical devices.

Iris Bincovich, InnoCan’s CEO stated: “Working closely with the exceptional Recipharm team will allow InnoCan Pharma to devote efforts with the exosome technology production/loading technology while the work on the cannabinoids themselves will be done at Recipharm.”

Dr. Sylvia Kachalsky, site manager in Israel stated: “We are very exiting to work with InnoCan Pharma on this unique project who has a potential to be applied on large spectrum of different indications. The idea of loading Exosomes with Cannabinoids may open a wide window to different formulations, using the Exosome as a “targeted missile” leading the chosen Cannabinoid to its target.”

Prof. Dani Offen stated: “The development of the CLX- CBD loaded Exosome is very challenging but holding huge potential. Working with Recipharm will allow me and my team to be concentrating and putting all efforts at the Exosome production/characterization/loading side of the development process while knowing the analysis work is been done in one of the best labs we could chose. We are working with Recipharm in close collaboration on the development of this exiting technology and looking forward to achieve the milestones as we planned.”

About Innocan Pharma

The Company, through its wholly-owned subsidiary, Innocan Pharma Ltd. (“Innocan Pharma Israel“), is a pharmaceutical tech company that focuses on the development of several drug delivery platforms combining cannabidiol (“CBD“) with other pharmaceutical ingredients. Innocan and Ramot at Tel Aviv University are collaborating on the development of a new exosome-based technology that targets both central nervous system indications and the COVID-19 coronavirus. CBD-loaded exosomes may hold the potential to provide a highly synergistic effect of anti-inflammatory properties and help in the recovery of infected lung cells. This product, which is expected to be administrated by inhalation, will be tested against a variety of lung infections.

Innocan Pharma Israel has entered into a worldwide exclusive research and license agreement with Yissum Research and Development Company, the commercial arm of the Hebrew University of Jerusalem, to develop a CBD drug delivery platform based on a unique-controlled release liposome to be administrated by injection. The Company, together with Prof. Berenholtz, Head of the Laboratory of Membrane and Liposome Research of the Hebrew University, plans to test the liposome platform on several potential indications. The Company is also working on a dermal product integrating CBD with other pharmaceutical ingredients as well as the development and sale of CBD-integrated pharmaceuticals, including, but not limited to, topical treatments for relief of psoriasis symptoms as well as the treatment of muscle pain and rheumatic pain. The founders and officers of Innocan have commercially successful track records in the pharmaceutical and technology sectors in Israel and globally.

About Recipharm
Recipharm is a leading Contract Development and Manufacturing Organisation (CDMO) in the pharmaceutical industry employing almost 9,000 employees. Recipharm offers manufacturing services of pharmaceuticals in various dosage forms, production of clinical trial material and APIs, pharmaceutical product development and development and manufacturing of medical devices. Recipharm manufactures several hundred different products to customers ranging from big pharma to smaller research and development companies. Recipharm’s annual turnover is approximately Euro 1.1 Billion. The company operates development and manufacturing facilities in France, Germany, India, Israel, Italy, Portugal, Spain, Sweden, the UK and the US and is headquartered in Stockholm, Sweden. The Recipharm B-share (RECI B) is listed on Nasdaq Stockholm.

For further information, please contact:

Innocan Pharma Corporation
Iris Bincovich, CEO
+972-54-3012842
info@innocanpharma.com

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Caution regarding forward-looking information

Certain information set forth in this news release is forward-looking information within the meaning of applicable securities laws. By its nature, forward-looking information is subject to numerous risks and uncertainties, some of which are beyond Innocan’s control. The forward-looking information contained in this news release is based on certain key expectations and assumptions made by Innocan.

Forward-looking information is subject to various risks and uncertainties which could cause actual results and experience to differ materially from the anticipated results or expectations expressed in this news release. As a result of the foregoing, readers should not place undue reliance on the forward-looking information contained in this news release. A comprehensive discussion of other risks that impact Innocan are available under Innocan’s profile at www.sedar.com.

Readers are cautioned that undue reliance should not be placed on forward-looking information as actual results may vary materially from the forward-looking information. Innocan Pharma does not undertake to update, correct or revise any forward-looking information as a result of any new information, future events or otherwise, except as may be required by applicable law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/59362

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Cannabis

TransCanna Announces Launch of Lyfted Apparel Line

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Vancouver, British Columbia–(Newsfile Corp. – July 8, 2020) – TransCanna Holdings Inc. (CSE: TCAN) (“TransCanna” or the “Company“) announces that its wholly-owned subsidiary Lyfted Farms Inc. announces the launch of Lyfted Apparel line.

Lyfted Farms is thrilled to announce the launch of its own exclusive line of t-shirts, hoodies, caps, and other apparel and branded items. Lyfted Farms has contracted local artists to produce over 15 new designs that reflect the vibes of authentic California cannabis culture.

The new items can be found at www.lyftedfarms.com/apparel or on Instagram @lyftedfarmsapparel

Lyfted Farms has executed a Memorandum of Understanding with Raymond Willis, Founder, and CEO of Kingpin Skateboard and Apparel, to market and promote the new Lyfted Apparel line. Raymond brings more than 20 years of experience in the industry and favors exciting and creative ways to share the brand with a broader audience.

“I really love doing fun promotions where not only do you get to purchase the brands you love but also get to be a part of something bigger. Our first promotion for Lyfted Apparel will hit this month and feature a raffle the winner of which will spend an afternoon with Bay-Area Rapper Nump!” stated Raymond Willis.

In addition, the Company announces that it has entered into a Consulting Services Agreement with 1236686 B.C. Ltd. Pursuant to the Agreement, 1236686 B.C. Ltd. will provide consulting advice and services in connection with the development and operation of the corporate and financial affairs of the Company, its subsidiaries, and its affiliates. The Company will issue to 1236686 B.C. Ltd., 400,000 common shares for a deemed value of $296,000.

Additionally, the Company has elected not to renew the contract for its CFO, Michele Pillon. It is pleased to announce that Gary Khangura, CPA will act as “Interim” Chief Financial Officer as the Company seeks to recruit a Chief Financial Officer with a firm understanding of the cannabis industry in the California Marketplace. The Company thanks Ms. Pillon for her work during the Covid19 pandemic and assisting the Company in completing its audit during the extended deadlines.

The Company announces the resignation of Stephen Giblin as a director of the Company. Mr. Giblin has been appointed to the Company’s Advisory Board, the Company thanks Mr. Giblin for his time served.

About TransCanna Holdings Inc.

TransCanna Holdings Inc. is a California based, Canadian listed, Company building cannabis-focused brands for the California lifestyle, through its wholly-owned California subsidiaries.

For further information, please visit the Company’s website at www.transcanna.com or email the Company at info@transcanna.com.

On behalf of the Board of Directors
Bob Blink, CEO
604-349-3011

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/59430

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