AfriAg Global Plc - AfriAg commits to second phase of investment PR Newswire

20 June 2019

AfriAg Global Plc

("AfriAg Global" or the "Company")

AfriAg commits to second phase of investment in to Apollon Formularies Ltd

AfriAg Global PLC, a company whose shares are admitted to trading on London’s NEX Exchange (Ticker: AFRI) advises that following shareholder approvals of the resolutions put to the Company’s shareholders yesterday, that it will be now proceeding to close the conditional placing of £700,000 as announced on 24 May 2019 and now plans to move towards its stated intention of increasing its investment in to Apollon Formularies Ltd (“AFL” or “Investee”) to 2.34%.  

As previously announced, this second stage of investment in to AFL is a key step towards offering a full share-based offer for all outstanding shares in Apollon Formularies Ltd. Further investments in Apollon Formularies Ltd will subject to shareholder and regulatory approvals.

Also, with respect to the Company’s announcement of 17 June 2019, and for the avoidance of any doubt, AfriAg advises that:

  1. AfriAg has and is investing in to Apollon Formularies Ltd. The relationship
     between Apollon Formularies Ltd, the UK entity, and Apollon Formularies
     Jamaica Limited (“Apollon”) has been outlined in detail in previous
     announcements. Accordingly, the introductory heading should read that
     AfriAg is an Investee in AFL, not Apollon.
  2. The referenced processing and retail licenses issued to Apollon by the
     Jamaican Cannabis Licensing Authority (“CLA”) are titled Processing Licence
     (Tier 1: < 200 square metres) #170209113513 and Retail (Therapeutic
     Services) License # 170209153635. Neither license title includes the phrase
     “with harvest produced by third party producers” as appeared in the second
     bullet point. Such phrase should have appeared separately and was included
     in order to reference the intent of Apollon to perform its first
     processing, and its first retail sale of medical cannabis Therapeutic
     Services, using the harvest of crop produced by licensed third parties
     while Apollon completes the next steps required for it to obtain approval
     of a Tier 3 cultivation license.
  3. Apollon’s procurement of crop harvested by licensed third parties is
     strictly for processing of products to be used with research & development
     and/or the provision of retail medical cannabis Therapeutic Services. Crop
     is not being procured for direct retail sale (or resale) purposes, which
     the clause ““procured for retail purposes” may have suggested. Also, with
     regard to such procurement of crop harvested by third parties, Apollon is
     serving as the “Downstream Buyer” in the transactions to occur with a third
     party “Cultivator” and the “Authority” [CLA] as such terms are defined and
     used in the CLA’s Tripartite Agreement. Apollon is not presently engaging
     in Tripartite Agreement transaction as a “Cultivator.”
  4. As explained above and otherwise in the Company’s announcement of 17 June
     2019, Apollon has a conditional Cultivator’s License (Tier 1) (Up to 1
     acre) that has been issued by the CLA and is the process of seeking a Tier
     3 (> 5 acres) cultivation license. While Apollon is in the process of
     pursuing approval for a Tier 3 license, it is supplementing its processing
     and research & development needs that are not met by the harvests resulting
     from its Tier 1 cultivation efforts using crop procured by third parties
     per Tripartite Agreement transactions. Once a Tier 3 license is approved
     for Apollon, it is Apollon (not third party producers) that will be the
     Cultivator for such land approved for cultivation under the Tier 3 license.
     Accordingly, the phrase “by third party producers, as set out in” should
     not have been included in the last bullet point so as to avoid suggesting
     that third party producers are involved with the Tier 3 Cultivator’s

About Apollon

Apollon is a Federally Licensed vertically integrated medical cannabis company operating in Jamaica. Its Retail (Therapeutic) Medical Cannabis Dispensary will be located at Doc’s Place wellness center at 42 One Love Drive in Negril, Jamaica, which is owned and operated by Doc’s Place International, Inc., an entity that Apollon Formularies Ltd has the right to acquire. Apollon offers a full suite of medical cannabis pharmaceutical products developed in its cultivation, processing and manufacturing facilities. Doc’s Place offers an all-inclusive, wellness resort that through its affiliation with Apollon is able to accommodate medical cannabis care and treatment involving Licensed Medical Doctors and other healthcare professionals. Apollon also has a contractual option to acquire 660 acres of prime agricultural land in Jamaica that it intends to use for its Tier-3 legal medical cannabis cultivation licence (greater than 5 acres).

Notice Regarding Forward-Looking Statements

This announcement includes "forward-looking statements" involving the Company, the other entities referenced in this announcement, and the respective subsidiaries, affiliates and associates of the Company and such other entities (collective, the “Involved Entities”), which include all statements other than statements of historical facts, including, without limitation, those regarding the financial position, business strategy, plans and objectives of management for future operations, and any statements preceded by, followed by or that include forward-looking terminology such as the words "targets", "believes", "estimates", "expects", "aims", "intends", "will", "can", "may", "anticipates", "would", "should", "could" or similar expressions or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Involved Entities that could cause the actual results, performance or achievements of the Involved Entities to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the present and future business strategies of the Involved Entities and the environment in which the Involved Entities will operate in the future. These forward-looking statements speak only as of the date of this announcement. The Company, on behalf of itself and each of the Involved Entities, expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in expectations of any Involved Entities with regard thereto or any change in events, conditions or circumstances on which any such statements are based. As a result of these factors, readers are cautioned not to rely on any forward-looking statement.

The directors of the Company accept responsibility for the contents of this announcement.


For further information please contact:

AfriAg Global Plc:                 +44 (0)20 7440 0640
David Lenigas (Executive Chairman)

Peterhouse Capital Limited         +44 (0)20 7469 0930
Guy Miller
Fungai Ndoro

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