Isracann Biosciences Signs Definitive Agreement To Acquire Praesidio Health For $3.18M

Isracann Biosciences Inc. ISCNF IPOT A signed a definitive agreement dated March 24, 2022 with Praesidio Health Inc to acquire all of the issued and outstanding shares in the capital of Praesidio for CA$4 million ($3.18 million) in common shares of the company. Upon closing of the transaction, Praesidio will operate as a wholly-owned subsidiary of the company.

Praesidio Health is a Canadian medical research company that develops and validates natural health medicine using an evidence-based process. Pioneering NHMs and therapeutics, Praesidio Health is actively developing several product candidates for utility in a range of conditions, including post-viral exposure prophylaxis, urological, anxiety/stress, immune booster, and sleep aids. The company employs formulation combinations with and without cannabinoids and/or psilocybin, which opens the opportunity for product development in conjunction with future operations in Israel including direct access to European markets.

The consideration shares will be issued in seven tranches, with CA$1 million of the consideration shares being issued at closing and CA$500,000 of the consideration shares being issued every six months thereafter until the third anniversary of the date of closing. The price of the consideration shares will be equal to the volume weighted average of actual trading prices (measured in hundredths of cents) of the common shares in the capital of the company on the Canadian Securities Exchange for the ten consecutive business days prior to the applicable date of issuance. The consideration shares will be subject to a 48-month contractual escrow period, which will begin on date of closing.

The transaction remains subject to certain closing conditions, including, without limitation, the receipt of all necessary corporate and regulatory approvals and other customary closing conditions. There can be no assurance that the transaction will be completed as proposed or at all. Closing of the transaction is expected to occur on or about April 4^th, 2022.

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