InterCure signs definitive agreement to acquire
Marking the first major consolidation in Pharmaceutical Quality Medical Cannabis Market
Acquisition should to be accretive
To strenghten InterCure’s position as the largest cannabis company outside of North America
NEW YORK and TORONTO and HERZLIYA, Israel, Feb. 2022 (GLOBE NEWSWIRE) — InterCure Ltd. (NASDAQ: INCR) (TSX: INCR.U) (TASE: INCR) (dba Canndoc) (“InterCure“or the”Society”) today announced the signing of a definitive agreement (the “AOK“) with Cann Pharmaceutical Ltd. (“Better”), a pioneering Israeli multinational operator of medical cannabis known as “Better”. Under the terms of the agreement, InterCure will acquire 100% of the shares of Better, which includes the unique “Better” strains, cultivation site, intellectual property and business operations in Israel as well as its international business.
Leading position: InterCure’s acquisition of Better is expected to solidify its position as the largest, fastest growing and most profitable cannabis company outside of North America.
International expansion: The acquisition of Better is expected to expand InterCure’s global reach and accelerate the international expansion strategy in key markets around the world.
Brand Manager: Better’s unique and high-demand products are expected to complement InterCure’s broad portfolio of high-quality, pharmaceutical-grade branded products with a market-leading position.
Should be Accretive: Better has a consistent track record of delivering strong gross profit and positive EBITDA, and with anticipated synergies, the acquisition should be immediately accretive.
$35 million purchase price: paid with InterCure shares at the valuation of $10 per share, the same share valuation used in the SPAC and PIPE transaction in April 2021.
Lock-At the top Period: the shares issued will be subject to a three-year retention plan.
Closing: The acquisition is expected to close in early Q3 2022, subject to customary closing conditions as well as specific approvals from the Israel Medical Cannabis Agency (IMCA), the Toronto Stock Exchange (TSX), as well as the court approval in Israel. .
Better is a pharmaceutical-grade medical cannabis company, with industry-leading expertise in the cultivation, marketing, commercialization and research of medical cannabis products for a variety of medical indications.
Better’s leading brand, Better is built on a unique genetic portfolio that is consistently in high demand among medical cannabis patients, both in Israel and abroad. Better’s advanced pesticide-free growing methods with benefits for both patient health and the environment. Better are pioneers in formulating cannabis into a medical product in Israel and the rest of the world. In clinical research regarding the treatment of refractory epilepsy in children and adolescents who have failed to respond to pharmacological treatment, patients receiving Better’s Lead Therapy strain EP1 had greater efficacy in reducing seizures and less side effects compared to other medical cannabis products, including Epidiolex. .
The acquisition of Better is expected to further strengthen InterCure’s leadership position in the pharmaceutical-grade medical cannabis market. Additionally, the acquisition is expected to create an immediate value creation opportunity with estimated revenue synergies of NIS 50 million for the coming year.
“Today’s announcement is a major milestone in the cannabis industry,” said Alex Rabinovitch, CEO of InterCureadding “The combined business operations of InterCure and Better are expected to create a new force in the international cannabis industry that will further accelerate our global expansion plans and opportunities and the consolidation process. We believe that our combined business strengths and capabilities will help us connect more effectively with new and existing patients in Israel and internationally. Once this acquisition is complete, InterCure’s portfolio will include other leading brands, a unique distribution network and partnerships, positioning us to deliver lasting value to all stakeholders.
Amos Cohen, Chief Financial Officer of InterCure said, “InterCure continues its growth momentum while leading the consolidation of the medical cannabis market. This acquisition is a first of its kind and constitutes a new step in the implementation of our strategy and strengthens the position of InterCure.
The transaction is expected to close in the third quarter of 2022, subject to customary closing conditions as well as specific approvals from IMCA, the Toronto Stock Exchange as well as Israeli court approval for the transaction.
About InterCure (dba Canndoc)
InterCure (dba Canndoc) (NASDAQ: INCR) (TSX: INCR.U) (TASE: INCR) is the leading, profitable and fastest growing cannabis company outside of North America. Canndoc, a wholly owned subsidiary of InterCure, is Israel’s largest licensed cannabis producer and one of the first to offer certified Good Manufacturing Practices (GMP) and pharmaceutical grade medical cannabis products. InterCure leverages its market-leading distribution network, best-in-class international partnerships, and a high-margin, vertically integrated “from seed to sale” model to lead the fastest growing global cannabis market in outside of North America.
For more information visit: http://www.intercure.co.
Better is a pioneer in the medical cannabis industry and a leader in its field. Since 2008, the company has been developing, cultivating and marketing cannabis strains dedicated to conditions and indications such as epilepsy, autism, chronic pain and cancer, and treats tens of thousands of patients each month. Since its inception, Better has been at the forefront of the medical cannabis field and has provided hundreds of thousands of documented treatments – a proven unique therapeutic datum. Better operates two grow spaces with the potential for commercial growth of over 3 tons of medical cannabis per year from unique and stable cannabis strains. Better has earned a reputation as a leader in the cultivation of medical cannabis with advanced techniques that ensure safe, clean and consistent quality cannabis products on the market. Pesticide-free cultivation is Better’s fundamental principle and global point of differentiation, and this exclusive plant care regimen from seed to harvest delivers consistent cannabis plants of the highest quality at an economical cost.
This press release may contain forward-looking information within the meaning of applicable securities laws, which reflects InterCure’s current expectations regarding future events. The words “will”, “expect”, “intend” and similar expressions are often intended to identify forward-looking information, although not all forward-looking information contains these identifying words. Specific forward-looking information contained in this press release includes, but is not limited to: the successful completion of the acquisition, its expected consequences, the realization of any synergies, any increase in EBITDA or financial metrics, the strengths competitive, objectives and expansion and its growth plans and expansion strategy in key global markets. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond InterCure’s control, which could cause actual results and events to differ materially from those disclosed or implied by such information. forward-looking information. These risks and uncertainties include, but are not limited to: the inability to complete the transaction, the inability to satisfy the closing conditions of the transaction, the inability to realize the expected synergies, the failure to achieve a increase in EBITDA and other financial metrics, changes in general economic conditions, business and political conditions, changes in applicable laws, Canadian regulatory landscapes and law enforcement related to cannabis, changes in public opinion and the perception of the cannabis industry, reliance on the expertise and judgment of senior management, as well as the factors discussed under the heading “Risk Factors” in Subversive Acquisition’s final long form prospectus LP dated March 15, 2021, which is available on SEDAR at www.sedar.com and under “Risk Factors” and “Caution Regarding Forward-Looking Statements in the registration statement on Form 20-F, filed with the Securities Exchange Commission on July 14, 2021, as amended on August 3, 2021 and August 18, 2021. InterCure undertakes no obligation to update these forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Amos Cohen, Chief Financial Officer