CALGARY, Aug. 9, 2018 – Aldershot Resources Ltd. d.b.a. Solo Growth Corp.™ (the “Company” or “Solo Growth”) (TSXV: ALZ) is pleased to: (i) announce that Theo Zunich has joined the Company as Vice President, Corporate Development; (ii) provide an update on the Board of Directors of Solo Growth (the “Board”); (iii) announce the Board’s adoption of several key corporate governance policies; (iv) provide an update on its change of business to Solo Growth Corp.™; (v) announce that the Company’s 2018 annual general and special meeting of shareholders (the “Meeting”) will be held on September 5, 2018; and (vi) announce the engagement of 5 Quarters Investor Relations, Inc. (“5QIR”) to provide investor relations and corporate communications services.
Appointment of Vice President, Corporate Development
The Company is pleased to announce that Mr. Theo Zunich has joined Solo Growth as Vice President, Corporate Development. Mr. Zunich brings ten years of investment banking experience to the Company, during which he has been involved in more than 100 M&A, financing and related advisory mandates for aggregate transaction value of over $12 billion. Mr. Zunich worked in roles of increasing responsibility at several independent investment banks, most recently as Principal, Investment Banking at Eight Capital. He has extensive experience in the cannabis, energy and technology industries from both an investment banking & merchant banking perspective. Mr. Zunich holds a Bachelor of Business Administration (Honours) in Finance from the University of New Brunswick.
In his new role, Mr. Zunich will be responsible for building brand awareness and demand, developing corporate strategy, overseeing organizational effectiveness and spearheading business development initiatives to drive growth. He will take a leading role in strategic planning, marketing, communications, investor relations and customer and stakeholder initiatives.
“Theo’s knowledge, experience and passion will help drive the Company’s innovation and growth as we transition to Solo Growth and execute on our cannabis-focused retail strategy,” said Pali Bedi, President and CEO of Solo Growth. “I’m very pleased to welcome Theo to the team.”
Board Chair and Board Committees
The Board is comprised of a seasoned group of executives who have proven success founding, growing and monetizing public companies. In addition to Solo Growth’s President and CEO, Pali Bedi, the Board includes Richard McHardy, Ron Hozjan, Sonny Mottahed, Michael Stark and James Miller. With the exception of Mr. Bedi, all members of the Board are independent.
At its July 31, 2018 meeting, the Board took numerous steps to further enhance the corporate governance of the Board, including the appointment of a new Board Chair, the formation of committees and appointment of committee members and the adoption of numerous key corporate governance policies.
The Board appointed Mr. James Miller, independent director, to serve as Chairman of the Board. Mr. Miller is currently the President of Boarder Capital Inc., a commercial real estate focused private equity firm. Mr. Miller has over 25 years’ experience in the investment and commercial real estate business, including four years with an international private equity fund focused on commercial and multi-residential real estate assets throughout Canada and the U.S. He has directly participated in over $1.5 billion worth of commercial real estate transactions including foreign, pension fund, REIT and private capital investments. Mr. Miller joined Avison Young in 2004 and was named “Top Producer of the Year” in 2005, 2006, 2007 and 2011. During his tenure, he led the Calgary Capital Markets Group, was active as a senior leader of national Capital Markets Group and sat on the National Executive Committee.
The following two permanent Board committees were formed, each comprised of fully independent members:
- Audit Committee: Mr. Ron Hozjan (Chair), Mr. Michael Stark and Mr. Sonny Mottahed.
- Corporate Governance and Compensation Committee: Mr. Rick McHardy (Chair), Mr. James Miller and Mr. Michael Stark.
“I am pleased to welcome James as our new Chair and believe the formation of the Board committees and adoption of new policies further support our strategy of establishing Solo Growth as a trusted and credible leader in the retail cannabis market,” said Pali Bedi, President, CEO and a director of Solo Growth. “The Board believes Solo Growth has the right people and processes in place to execute our strategy, drive profitability and enhance value for consumers and shareholders alike.”
Committee descriptions and formal mandates will be included in the management information circular in respect of the Meeting. The information circular is expected to be filed on SEDAR on August 10, 2018.
Adoption of Corporate Governance Policies
The Board has also adopted the following new corporate governance policies:
- Code of Business Conduct & Ethics
- Whistleblowing Policy
- Corporate Disclosure Policy
- Anti-Hedging Policy
- Clawback Policy
The full text of each of the policies are available on Solo Growth’s website at www.aldershotresources.com.
Change of Business
On June 28, 2018, the Company announced, among other things, (i) the completion of a non-brokered private placement of common shares and units of the Company for aggregate gross proceeds of $25.6 million with net proceeds being used to establish and launch a retail cannabis business in Western Canada; (ii) the resignation of the Company’s management team and board of directors and the appointment of a new management team and Board; (iii) the execution of an administrative services agreement with Solo Liquor Stores Ltd., Canada’s largest private liquor retailer; (iv) upon receipt of retail licenses in respect of retail locations from the Alberta Gaming, Liquor and Cannabis Commission, the Company’s new retail-focused cannabis business strategy; and (v) the proposed name change to “Solo Growth Corp.” (collectively, and without limitation, the “Transactions”). Pursuant to the policies of the TSX Venture Exchange (the “TSXV”), the completion of the Transactions is deemed to represent a “Change of Business” with respect to the Company from that of a mining company to that of a retail cannabis company. Upon completion of the Change of Business, the Company intends to be listed on the TSXV as a Tier 2 Life Sciences Issuer. The TSXV has completed an initial review of the requisite documents required to resume trading and has informed the Company that the Common Shares will resume trading on August 9, 2018 following a brief halt.
The Company will not be required to obtain shareholder approval of the Change of Business as a result of the following factors: (i) the Change of Business is not a “Related Party Transaction” (within the meaning of the TSXV’s policies); (ii) the Company is without active operations; (iii) the Company is not and will not be subject to a cease trade order or suspended from trading upon completion of the Change of Business; and (iv) shareholder approval of the Change of Business is not required to be obtained under applicable corporate or securities laws.
Sponsorship of a “Change of Business” transaction is required by the TSXV unless exempt therefrom in accordance with the TSXV’s policies or unless the TSXV provides a waiver. The Company intends to apply for a waiver from the sponsorship requirements pursuant to the policies of the TSXV. If the waiver is not granted by the TSXV, then the Company would be required to engage a sponsor or will seek an exemption from the sponsorship requirement.
For more information on the Company, the Transactions and the Change of Business, please see the Company’s June 2018 investor presentation and the press release dated June 28, 2018, which are available on the Company’s website at www.aldershotresources.com. Additional information regarding the Change of Business will be made publicly available by the Company in due course, including pursuant to a filing statement to be filed on SEDAR at www.sedar.com.
Annual General and Special Meeting
The Company is pleased to announce that the Meeting will be held on September 5, 2018 at 1:00 p.m. at the offices of McCarthy Tétrault LLP, the Company’s legal counsel, located at Suite 4000, 421 – 7th Avenue S.W., Calgary, Alberta. At the Meeting, shareholders will be asked to approve, among other things, the change of the Company’s name to “Solo Growth Corp.TM“.
A management information circular and related meeting materials will be mailed to the Company’s registered shareholders and will be filed on SEDAR at www.sedar.com.
Engagement of Investor Relations Firm
Solo Growth has engaged 5QIR to provide financial communications / investor relations (“IR”) and corporate communications services. 5QIR will work with Solo Growth’s leadership team to advance its broad communications goals and support continued growth. 5QIR will provide support at levels that will vary depending on Solo Growth’s needs, billed on an hourly basis, including IR, financial communications, and enhancing engagement with shareholders and other stakeholders. The engagement can be cancelled at any time by either party with 30 days’ written notice. 5QIR acts at arm’s length to Solo Growth and does not have any interest, directly or indirectly, in the Company or its securities, or any right or intent to acquire such an interest.
About Solo Growth Corp.TM
The Company is executing on a new retail-focused cannabis business strategy as “Solo Growth Corp.”™. With its proven operational expertise and unique knowledge of the controlled substance retail market, Solo Growth intends to grow a sustainable retail cannabis business in Western Canada with a goal to open over 60 retail cannabis locations across Alberta over the next three years.
Forward-Looking and Cautionary Statements
Completion of the Change of Business is subject to a number of conditions, including but not limited to, TSXV acceptance. There can be no assurance that the Change of Business will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Change of Business, any information released or received with respect to the Change of Business may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
This news release may include forward-looking statements including opinions, assumptions, estimates, the Company’s assessment of future plans and operations, and, more particularly, statements concerning the Change of Business, the Meeting, the change of name of the Company and the business plan of the Company, including future retail cannabis locations. When used in this document, the words “will,” “anticipate,” “believe,” “estimate,” “expect,” “intent,” “may,” “project,” “should,” and similar expressions are intended to be among the statements that identify forward-looking statements. The forward-looking statements are founded on the basis of expectations and assumptions made by the Company which include, but are not limited to, the timing of the receipt of the required regulatory and third party approvals and the future operations the Company. Forward-looking statements are subject to a wide range of risks and uncertainties, and although the Company believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized. Any number of important factors could cause actual results to differ materially from those in the forward-looking statements including, but not limited to, regulatory and third party approvals not being obtained in the manner or timing anticipated by the Company, changes to cannabis laws, the timing of the legalization of recreational cannabis, the availability of cannabis-retail products from licensed producers, the ability to implement corporate strategies, the state of domestic capital markets, the ability to obtain financing, changes in general market conditions and other factors more fully described from time to time in the reports and filings made by the Company with securities regulatory authorities. Except as required by applicable laws, the Company does not undertake any obligation to publicly update or revise any forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Please contact: Pali Bedi, President, Chief Executive Officer and Director, Phone: (403) 455-7656; Aldershot Resources Ltd., Suite 1100, 634 – 6th Avenue S.W., Calgary, AB T2P 0S4; Stephanie Bunch, Vice President, Finance and Chief Financial Officer, Phone: (403) 455-7656