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TORONTO, April 04, 2025 (GLOBE NEWSWIRE) — Entourage Well being Corp. (TSX-V: ENTG) (OTCQX: ETRGF) (FSE: 4WE) (the “Firm” or “Entourage”) is happy to announce the closing of the beforehand introduced plan of association (the “Association”) pursuant to which 1001095275 Ontario Inc. (the “Purchaser”), a associated celebration of LiUNA Pension Fund of Central and Japanese Canada (“LiUNA”), acquired, with an efficient date of March 31, 2025 (the “Efficient Date”), all the issued and excellent frequent shares of the Firm (the “Widespread Shares”) for money consideration equal to C$0.005 per Widespread Share (the “Consideration”).
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The Association additionally offered for a similar Consideration to be paid to holders of sure vested convertible securities of the Firm. As well as, in reference to the Association, the Firm beforehand entered into debt settlement agreements (the “Debt Settlement Agreements”) with holders of C$1,013,050 in mixture principal quantity of unsecured debentures issued by a subsidiary of the Firm (the “Unsecured Debentures”). The Debt Settlement Agreements offered for the complete and remaining settlement of the Unsecured Debentures in change for an mixture money fee of C$250,000 to the holders of the Unsecured Debentures, which was accomplished concurrently with closing of the Association.
The Association was accredited by the Firm’s shareholders (the “Shareholders”) on March 21, 2025 and by the Superior Courtroom of Justice (Industrial Listing) on March 26, 2025.
“Right this moment marks a brand new chapter for Entourage as we full this transaction alongside LiUNA,” commented George Scorsis, CEO of Entourage. “This essential milestone highlights the energy of our enterprise, the dedication of our staff, and the alternatives that lie forward. We’re grateful for LiUNA’s continued assist—their dedication has been instrumental in reaching this level. We stay up for constructing on this partnership as we drive the subsequent part of development and proceed delivering high-quality merchandise to customers and sufferers.”
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With the Association now full, Entourage intends to trigger the Widespread Shares to be delisted from the TSX Enterprise Alternate (the “TSX-V”), Frankfurt Inventory Alternate and OTC Markets as quickly as fairly practicable. In connection therewith, Entourage intends to submit an software to the relevant securities regulators to stop to be a reporting issuer and to terminate its public reporting obligations.
As on the Efficient Date, every Shareholder is entitled to obtain the Consideration per Widespread Share. To obtain their respective Consideration, registered Shareholders should give up the certificates representing their Entourage securities along with a duly accomplished and corresponding executed Letter of Transmittal to TSX Belief Firm. The Letter of Transmittal was mailed to Shareholders with Entourage’s administration data round dated February 10, 2025. You probably have any questions or require additional details about the procedures to finish your Letter of Transmittal, please contact TSXT at 1-866-600-5869 (toll-free in North America) or 416-361-0930 (outdoors North America) or by e-mail at tsxtis@tmx.com.
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The Letter of Transmittal, relevant to every Shareholder, is to be used by registered Shareholders solely and isn’t for use by useful holders of Widespread Shares (“Helpful Shareholders”). A Helpful Shareholder doesn’t maintain Widespread Shares in its title however such shares are held by an middleman similar to a brokerage agency, or clearing company similar to CDS. In case you are a Helpful Shareholder, your middleman will submit the required documentation as a way to obtain your consideration.
A duplicate of the Purchaser’s early warning report will likely be filed on the Firm’s profile on SEDAR+ at www.sedarplus.ca and out there upon request by contacting Investor@entouragecorp.com.
About Entourage Well being Corp.
Entourage Well being Corp. is the publicly traded father or mother firm of Entourage Manufacturers Corp., a licence holder producing and distributing hashish merchandise for the medical and adult-use markets. The Firm owns and operates a completely licensed 26,000F sq. ft. Aylmer, ON processing facility. With its Starseed Medicinal medical-centric model, Entourage has expanded its multi-channelled distribution technique. Starseed’s industry-first, unique partnership with LiUNA, the biggest development union in Canada, together with employers and union teams, enhances Entourage’s direct gross sales to medical sufferers. Entourage’s elite adult-use product portfolio consists of Shade Hashish, Saturday Hashish – and now Dime Bag and Syndicate – bought throughout eight provincial distribution companies. Unique Canadian producer and distributor of award-winning U.S.-based wellness model Mary’s Medicinals, bought in each medical and adult-use channels.
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For extra data or investor or media inquiries:
1-888-385-5003
Investor@entouragecorp.com
About LiUNA Pension Fund of Central and Japanese Canada
Established in 1972, the LiUNA Pension Fund of Central and Japanese Canada (LPFCEC) is without doubt one of the quickest rising multi-employer pension funds throughout Canada. With a various funding portfolio and over $12 billion in property, LPFCEC has yielded constructive returns for the plan, and has created many wanted establishments throughout North America by a broad vary of investments. Be taught extra at lpfcec.org.
Ahead-looking statements and forward-looking data
Sure statements made herein, together with statements referring to issues that aren’t historic information and statements of the Firm’s beliefs, intentions and expectations about developments, outcomes and occasions which is able to or might happen sooner or later, represent “forward-looking data” inside the that means of relevant Canadian securities laws. Ahead-looking data pertains to future occasions or future efficiency, replicate present expectations or beliefs concerning future occasions and is often recognized by phrases similar to “anticipate”, “consider”, “may”, “estimate”, “count on”, “intend”, “seemingly”, “might”, “plan”, “search”, “ought to”, “will” and related expressions suggesting future outcomes or statements concerning an outlook. Ahead-looking data consists of, however just isn’t restricted to, statements with respect to the Association, together with the anticipated de-listing of the Widespread Shares and the Firm ceasing to be a reporting issuer and different statements that aren’t historic information.
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Ahead-looking data relies upon sure assumptions and different essential elements that, if unfaithful, may trigger the precise outcomes, efficiency or achievements of the Firm to be materially completely different from future outcomes, efficiency or achievements expressed or implied by such data. There may be no assurance that such data will show to be correct. Such data relies on quite a few assumptions, together with assumptions concerning current and future enterprise methods, native and international financial situations, and the atmosphere by which the Firm operates.
Though the Firm believes that the forward-looking data on this information launch relies on data and assumptions which might be present, cheap and full, this data is by its nature topic to a variety of elements, lots of that are past the Firm’s management, that might trigger precise outcomes to vary materially from administration’s expectations and plans as set forth in such forward-looking data, together with, with out limitation, the next elements, lots of that are past the Firm’s management and the results of which may be troublesome to foretell: (a) the opportunity of opposed reactions or modifications in enterprise relationships ensuing from the completion of the Association; (b) the opportunity of litigation referring to the Association; (c) dangers associated to the diversion of administration’s consideration from the Firm’s ongoing enterprise operations; and (d) different dangers inherent to the Firm’s enterprise and/or elements past its management which may have a cloth opposed impact on the Firm. The Firm cautions that the foregoing record just isn’t exhaustive of all doable elements that might impression the Firm’s outcomes.
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Readers are cautioned to not place undue reliance on forward-looking data. By its nature, forward-looking data entails quite a few assumptions, inherent dangers and uncertainties, each normal and particular, which contribute to the chance that the expected outcomes is not going to happen. Occasions or circumstances may trigger the Firm’s precise outcomes to vary materially from these estimated or projected and expressed in, or implied by, this forward-looking data.
Buyers and others ought to rigorously contemplate the foregoing elements, different uncertainties and potential occasions and the chance elements and different cautionary statements in Entourage’s disclosure paperwork filed with the relevant Canadian securities regulatory authorities on SEDAR+ at www.sedarplus.ca and mustn’t depend on the Firm’s forward-looking data to make choices with respect to the Firm. Moreover, the forward-looking data contained herein are made as of the date of this doc and the Firm doesn’t undertake any obligation to replace or to revise any of the included forward-looking data, whether or not on account of new data, future occasions or in any other case, besides as required by relevant legislation. All forward-looking data contained herein is expressly certified by this cautionary assertion.
Neither the TSX-V nor its Regulation Providers Supplier (as that time period is outlined within the insurance policies of the TSX-V) accepts duty for the adequacy or accuracy of this information launch.
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