Ketamine One (MEDI) signs definitive agreement to acquire integrated rehabilitation and performance
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KetamineOne Capital Limited (formerly Myconic Capital Corp.) (“Ketamine One” or the “Company”) (NEO: MEDI), a company focused on consolidating medical clinics and becoming a North American leader in healthcare treatments mental health, is pleased to announce that it has entered into a definitive agreement (the “Agreement”) on the basis of the letter of intent (“LOI”) previously announced on April 23, 2021 to acquire 100% of the shares in circulation and issues of Integrated Rehab and Performance Ltd. (“IRP”) (the “Transaction”). Pursuant to the terms of the Agreement and subject to the closing of the Transaction, IRP Founder and Chief Executive Officer (“CEO”), Steven Inglefield, has agreed to become a director of Ketamine One.
Based in Victoria, IRP has performed over 10,000 unique treatments since its inception in 2017. IRP operates the first and only multidisciplinary physiotherapy clinic in Canada exclusively for patients who are past or current staff of the Canadian Armed Forces or the Royal Canadian Mounted Police, as well as first responders, including firefighters, law enforcement, paramedics and emergency medical technicians. Its team of experts brings together the fields of physiology, physiotherapy, occupational therapy, kinesiology and nutrition to offer personalized and comprehensive pain management and rehabilitation programs and services.
“The IRP team is thrilled to join Ketamine One and combine its resources to grow its clinics across Canada. With the help of the company, we will now be able to grow faster and help more veterans and first responders from coast to coast to coast, ”said Steven Inglefield, Founder and CEO of ‘IRP. “The potential results of collaborating and integrating with the other clinics acquired by Ketamine One are intriguing, especially those located in cities with large veterans communities like Ottawa and Halifax. We believe this approach could generate new patient services, additional revenue streams and opportunities for expansion into national and international markets, ”added Mr. Inglefield.
In consideration for the Transaction, the Company will pay $ 1,000,000 in common shares of the Company (the “counterpart shares”) at the close of the transaction (the “Closing Date”) and up to 700,000 additional common shares. of the Company during the IRP successfully. achieve certain revenue and expansion milestones (the “milestone actions”). The counterpart shares and milestone shares will be issued based on the volume weighted average price (VWAP) of the Company’s common shares during the 10 days preceding the signing of the agreement or the date on which the shares are vested, as the case may be. . The Compensation Shares will be subject to voluntary blocking for a period of 18 months with 5% freely negotiable on the Closing Date and 15.83% released quarterly over six quarters from the Closing Date. The Company deals at arm’s length with IRP. The transaction remains subject to NEO exchange approval and is expected to close during the week of June 7, 2021.
Completion of the acquisition of KGK Science
The Company is also pleased to announce that it has completed its previously announced acquisition (the “Acquisition”) of KGK Science Inc. (“KGK”) from Auxly Cannabis Group Inc. (“Auxly”). Pursuant to the terms of the acquisition previously announced, $ 1,500,000 in cash was paid and 6,451,612 common shares of the Company (the “Counterpart Shares”) were issued to Auxly, with a subsequent amount of 1,000,000. $ cash to be paid six months from closing. The Counterpart Shares issued in connection with the Acquisition will become negotiable in four equal installments during the first year after the Closing Date. Likewise, in connection with the closing of the acquisition of KGK and subject to the acceptance of the NEO Exchange, Ketamine One issued a total of 967,741 ordinary shares of the Company (the “Free Shares”) to retain a former executive of KGK and become a current officer of Ketamine One. The free shares have been paid in accordance with the bonus recognition agreement and will become negotiable in four equal installments during the first year following the closing date.
OTC symbol change
The review requested by the company for a symbol change was carried out by OTC Markets Group. Along with the name change, the new OTC symbol will be KONEF as of June 3, 2021.