OAKLAND, Calif. and TORONTO, May 31, 2019 (GLOBE NEWSWIRE) — Harborside Inc. (formerly Lineage Grow Company Ltd.) (the “Company”) is pleased to announce that it has completed its previously announced reverse takeover of FLRish, Inc. (d/b/a Harborside) (“FLRish”) pursuant to the terms of a merger agreement (the “Merger Agreement”) dated February 8, 2019, as amended on April 17, 2019 among the Company, FLRish, Inc. and Lineage Merger Sub Inc. (“Merger Sub”), a wholly-owned subsidiary of the Company (the “Reverse Takeover”). The Reverse Takeover was completed by way of a “three-cornered merger” whereby FLRish merged with Merger Sub to form a merged corporation and a wholly-owned subsidiary of the Company.
Immediately prior to the Reverse Takeover taking effect, the Company (a) consolidated its common shares on the basis of approximately 41.82 common shares into one new common share (the “Consolidation”), (b) changed its name to Harborside Inc., (c) reclassified the post-Consolidation common shares as subordinate voting shares (the “Subordinate Voting Shares”) and (d) created a new class of multiple voting shares (the “Multiple Voting Shares”). On closing, the holders of shares of FLRish received Multiple Voting Shares, Subordinate Voting Shares or a combination thereof, for each share of FLRish outstanding immediately prior to completion of the Reverse Takeover.
The Company’s new board of directors is now consisted of Andrew Berman, Peter Bilodeau, Adam Szweras, Matthew K. Hawkins, Tracy Geldert, Sherri Altshuler and Nayir Felix Munoz, with Mr. Bilodeau as Chairman. Mr. Andrew Berman, CEO of FLRish, is now the President and CEO of the Company, with Mr. Keith Li continuing his role as CFO of the Company. Mr. Jack Nichols has been appointed the Corporate secretary of the Company. Mr. Steve DeAngelo serves as Chairman Emeritus.
Andrew Berman, CEO of Harborside Inc., said, “Today is a historic day for Harborside. The company has served as a pioneer for the entire industry, and we’re excited to extend Harborside’s tradition of ‘trust, choice, and value’ to both our customers and our shareholders.”
It is expected that the Subordinate Voting Shares will be listed on the Canadian Securities Exchange (“CSE”) at the opening of the markets on or about June 6, 2019, subject to the satisfaction of certain conditions to listing, and are expected to trade under the symbol “HBOR”. In conjunction with the closing of the Reverse Takeover, the Company’s auditors will be MNP LLP.
A listing statement in respect of the Reverse Takeover will be prepared and posted on the CSE website and under the profile of Lineage on SEDAR at www.sedar.com in accordance with Policy 2 of the CSE. A press release is expected to be issued once the listing statement has been filed.
Aird & Berlis LLP acted as FLRish’s Canadian legal advisor, and Duane Morris LLP acted as FLRish’s U.S. legal advisor. Fogler, Rubinoff LLP acted as Lineage’s Canadian legal advisor.