Wayland Group Corp. (CSE:WAYL) (“
Wayland” or the
“
Company”) today announced that the Company,
Maricann Inc. and NanoLeaf Technologies Inc. (collectively, the
“
Wayland Group”) have received an order (the
“
Order”) from the Ontario Superior Court of
Justice (Commercial List) (the “
Court”) that
approves the Wayland Group’s proposed sale and investment
solicitation process in respect of their business and assets
(“
SISP”) in connection with the Wayland Group’s
ongoing Companies’ Creditors Arrangement Act
(“
CCAA”) proceedings.
Under the SISP, the Wayland Group, together with
PricewaterhouseCoopers Inc., in its capacity as court-appointed
monitor of the Wayland Group (the “Monitor”), will
solicit proposals from potential interested parties for the
acquisition of, or investment in, the Wayland Group or their
respective businesses and assets, all in accordance with the
process and timelines provided for in the Order. It is
anticipated that the deadline for initial qualified non-binding
letters of interest will be February 21, 2020. Potential interested
parties wishing to participate in the SISP should contact the
Monitor for additional information using the contact information
provided below.
The Order also approved the Wayland Group’s key
employee retention plan (“KERP”), which permits
the Wayland Group to make retention payments to a maximum of up to
five members of the Wayland Group’s management team with a view to
retaining employees deemed essential to ensuring the stability of
the business, to enhancing the effectiveness of the SISP, and/or to
facilitating an efficient restructuring. The maximum
aggregate amount that may be paid pursuant to the KERP is
$500,000.00.
In addition, the Order extended the stay of
proceedings against the Wayland Group until March 31, 2020. The
stay extension will allow the Wayland Group to continue operating
as a going concern as they conduct the SISP and pursue various
restructuring options.
Wayland further announced that David Miller has
been appointed as Chief Financial Officer of the Company. Mr.
Miller’s appointment as CFO was effective as of January 6, 2020.
Mr. Miller will be replacing Scott Langille who resigned as CFO of
the Company effective as of December 31, 2019. Mr. Langille remains
actively involved in other roles within the Wayland Group.
About Wayland Group Corp.
Wayland is a vertically integrated cultivator
and processor of cannabis. Wayland was founded in 2013 and is based
in Burlington, Ontario, Canada and Munich, Germany, with production
facilities in Langton, Ontario where it operates a cannabis
cultivation, extraction, formulation, and distribution business
under federal licenses from the Government of Canada. Wayland also
has production operations in Dresden, Saxony, Germany, Regensdorf,
Switzerland, and Allesandria, Piedmont, Italy.
Forward Looking Information
This news release includes forward-looking
information and statements, which may generally be identified by
the use of the words “will” and “anticipates” and variations or
similar expressions which include, but are not limited to,
information and statements regarding or inferring the future
business, operations, financial performance, prospects, and other
plans, intentions, expectations, estimates, and beliefs including,
without limitation, the SISP; the Company’s ability to solicit
interested parties in connection with the SISP; the anticipated
deadline for initial qualified non-binding letters of interest; the
Company’s plans with respect to the identification and
consideration of potential restructuring transactions under the
SISP; the effect of the KERP and the Company’s ability to retain
employees; and the effect of the CCAA protection and the stay of
proceedings.
Forward-looking information and statements
involve and are subject to assumptions and known and unknown risks,
uncertainties, and other factors which may cause actual events,
results, performance, or achievements of Wayland to be materially
different from future events, results, performance, and
achievements expressed or implied by forward-looking information
and statements herein. Such assumptions, risks, uncertainties and
other factors include, but are not limited to, that Wayland will be
able to solicit interested parties in connection with the SISP,
that the terms of any potential letters of interest and/or binding
offers received by Wayland pursuant to the SISP will be on
timelines and terms satisfactory to Wayland and the Court or at
all, that Wayland will be able to identify and consummate a
reorganization transaction under the SISP on the timelines and
terms anticipated by Wayland or at all; that the stay of
proceedings will have the effect contemplated by Wayland in
enabling it to continue operations as a going concern while it
conducts the SISP and pursues various restructuring options; that
the KERP will have the effect anticipated by Wayland and that
Wayland will be able to retain key management employees deemed
essential to the Company and/or the SISP; that changes in the CCAA
proceedings, the SISP, the KERP, the restructuring process and
Wayland’s ability to meet its obligations proceed on the basis
anticipated by Wayland or at all. Although Wayland believes that
any forward-looking information and statements herein are
reasonable, in light of the use of assumptions and the significant
risks and uncertainties inherent in such information and
statements, there can be no assurance that any such forward-looking
information and statements will prove to be accurate, and
accordingly readers are advised to rely on their own evaluation of
such risks and uncertainties and should not place undue reliance
upon such forward-looking information and statements. In
particular, Wayland can offer no assurance that it will be able to
identify any interested parties in connection with the SISP and/or
that it will receive any letters of interest and/or binding offers
under the SISP, and/or that Wayland will be able to consummate any
potential reorganization transaction under the SISP on terms
satisfactory to Wayland and the Court or at all. Any
forward-looking information and statements herein are made as of
the date hereof, and except as required by applicable laws, Wayland
assumes no obligation and disclaims any intention to update or
revise any forward-looking information and statements herein or to
update the reasons that actual events or results could or do differ
from those projected in any forward looking information and
statements herein, whether as a result of new information,
future events or results, changes in the SISP, the KERP and/or the
CCAA proceedings or otherwise, except as required by applicable
laws.
The Canadian Securities Exchange has not
reviewed, approved or disapproved the content of this news
release.
For more information regarding the
Company’s CCAA Proceedings
Additional information about the SISP, as well
as a copy of the Order and additional information regarding the
Wayland Group’s CCAA proceedings, is available on the Monitor’s
website at www.pwc.com/ca/wayland
Additional enquiries for the Monitor may be
directed to:
PricewaterhouseCoopers Inc.
In its capacity as Court-appointed Monitor of Wayland Group
Corp., Maricann Inc., and NanoLeaf Technologies Inc.
Telephone: |
416-687-8534 |
Email: |
cmt_processing@ca.pwc.com |
Contact: |
Tammy Muradova, PwC |
For additional information concerning the SISP
Telephone: |
416-815-5138 |
Contact: |
Wilson Kwan, PwC |
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