Quinsam Invests In Icon

2017-11-27 16:58 ET – News Release


Icon Exploration Inc. has received a strategic investment by Quinsam Capital Inc. to assist in completing the due diligence process as outlined in its corporate update on Aug. 9, 2017, which outlined Icon’s intent to actively pursue opportunities in the medical marijuana industry, including a medical marijuana licence under the Access to Cannabis for Medical Marijuana Purposes Regulations. In addition to participating in the financing, Quinsam will provide strategic advice, including the potential for future capital to assist Icon in completing an acquisition. Icon has identified several targets and will be prepared to announce an acquisition prior to year end that may include an existing ACMPR licence or application to file an ACMPR licence with an appropriate facility.

The revised private placement of units will be priced at eight cents per unit and consists of one common share and one-half of one warrant. Each whole warrant entitles the holder thereof to purchase one common share at any time on or before 5 p.m. Vancouver time on the date that is one year after the date of issuance of the warrants at an exercise price of 15 cents per warrant; except that, from and after the date that is four months and one day after the closing date, if the closing price of the company’s common shares on the exchange exceeds 30 cents per common share for 10 consecutive trading days, then the company may anytime thereafter accelerate the expiry date of the warrants to the date that is 20 days following the date on which the company issues notice to all the warrant holders of the new expiry date. The date for closing books on the offering has been set for Dec. 1, 2017.
Rob Fia, chief executive officer of Icon, commented: “This strategic investment by Quinsam Capital is vote of confidence for Icon. We are pleased to work with such a fine group of individuals that will undoubtedly add value along the way in our due diligence process including value-added advice through an extensive network of advisors and if required the potential for future capital investment.”
The private placement offering of units is available directly from the company.
It is important to note that, if successful in obtaining an appropriate facility and as a condition of the company obtaining a licence for the facility, Health Canada requires significant steps to be taken, including the construction of an indoor growing facility equipped with physical barriers, visual monitoring, recording devices, intrusion detection, air filtration systems and other important controls around distribution and access.  Consequently, although Icon has identified several targets, the company is currently at too early a stage in its due diligence process to provide any estimate of cost required to secure a facility or obtain a licence, or to assemble the infrastructure or the personnel required in order to support a licence application. As a result, none of the infrastructure required to support a licence application has yet been optioned, purchased or assembled nor has the requisite personnel been hired or engaged.

Until a facility meeting the requirements for an ACMPR licence is acquired or constructed and available for inspection by Health Canada and the company has received a final licence from Health Canada, the company would not be able to begin production of medical marijuana.

It is anticipated that prior to year-end management expects to finalize the review of several medical-marijuana targets and will announce an acquisition after completion of due diligence. Upon completion of due diligence Icon will establish what will be the optimal structure to complete such acquisition (whether by option agreement, asset acquisition, joint venture or share purchase of any entity which would be considered an optimal facility that may obtain or holds a ACMPR licence and appropriate infrastructure). Along with any potential medical marijuana acquisition, the company will prudently explore financing to secure the assets and will draw on talent to complement the acquisitions and the company. If the company does find an acceptable target acquisition, such would constitute a change of business under TSX Venture Exchange policies. At such time, concurrent with filing a required change of business application, Icon would apply to the exchange to change its listing categorization from a resource company to a company in the medical marijuana industry.

The company will provide shareholders with updates on these opportunities when material information becomes available.

About Quinsam Capital Corp.
Quinsam is a merchant bank based in Canada that is focusing on cannabis-related investments. The company’s merchant banking business may encompass a range of activities including acquisitions, advisory services, lending activities and portfolio investments. Quinsam invests its capital for its own account in assets, companies or projects which it believes are undervalued and where it sees a viable plan for unlocking such value. The company does not invest on behalf of any third party and it does not offer investment advice.