Jushi Holdings Inc. Announces Voting Results of Annual and Special Meeting
BOCA RATON, Fla., June 30, 2021 (GLOBE NEWSWIRE) -- Jushi Holdings Inc. (“Jushi” or the “Corporation”) (CSE: JUSH) (OTCMKTS: JUSHF), a vertically integrated, multi-state cannabis operator, announced the voting results of the annual and special meeting (the “Meeting”) of shareholders of the Corporation (“Shareholders”) that was held today as follows:
1. Election of the Six Nominated Directors
The number of directors of the Corporation was fixed at six and all six nominees set forth in the management information circular of the Corporation dated June 3, 2021 (the “Circular”), were elected as directors of the Corporation by resolutions passed by a vote held by ballot in respect to each nominee as follows:
|Director||Number and percentage of Subordinate Voting Shares, Multiple Voting Shares and Super Voting Shares (together, “Shares”) represented in person or by proxy and entitled to vote at the Meeting that were voted FOR||Number and percentage of Shares represented in person or by proxy and entitled to vote at the Meeting that were WITHHELD from voting|
|James A. Cacioppo||223,923,603 (99.67%)||745,967 (0.33%)|
|Peter Adderton||224,056,470 (99.73%)||613,105 (0.27%)|
|Benjamin Cross||224,631,140 (99.98%)||38,430 (0.02%)|
|Marina Hahn||224,631,535 (99.98%)||38,035 (0.02%)|
|Erich Mauff||224,631,327 (99.98%)||38,243 (0.02%)|
|Stephen Monroe||224,630,892 (99.98%)||38,678 (0.02%)|
2. Appointment of Marcum, LLP as Auditor
Marcum, LLP was appointed as the auditor of the Corporation, to hold office until the next annual meeting of Shareholders of the Corporation, and the directors of the Corporation are authorized to fix the auditor’s remuneration, by a resolution passed by a vote held by a show of hands.
3. Equity Incentive Plan Amendments Approved
Amendments to the Corporation’s 2019 equity incentive plan (the “Plan”) clarifying that the Plan is an “evergreen” plan, such that at any given time the available shares reserved for issuance of awards under the Plan will not exceed 15% (plus an additional 2% inducements for hiring employees and senior management) of the number of outstanding subordinate voting shares of the Corporation from time to time (including the number of subordinate voting shares underlying the multiple voting shares and super voting shares of the Corporation on an as converted basis), and subordinate voting shares underlying an award under the Plan will again be available for grant under the Plan in the event that such award is, among other things, exercised, terminated prior to exercise or settled in cash, as more particularly described in the Circular, were approved, by an ordinary resolution passed by a vote held by a show of hands.
4. Amendment to Articles Approved
An amendment to the Corporation’s articles was adopted by a special resolution to include certain provisions providing the board of directors of the Corporation with discretion to alter the rights and restrictions applicable to, force a transfer of, or redeem, the shares of the Corporation held by certain Shareholders to the extent necessary to ensure compliance with applicable regulatory and/or licensing requirements, as more particularly described in the Circular, by the requisite approvals of each class of shares of the Corporation.
Full details of the foregoing are contained in the Report of Voting Results for the Meeting which has been filed on SEDAR at www.sedar.com.
About Jushi Holdings Inc.
We are a vertically integrated cannabis company led by an industry leading management team. In the United States, Jushi is focused on building a multi-state portfolio of branded cannabis derived assets through opportunistic acquisitions, distressed workouts and competitive applications. Jushi strives to maximize shareholder value while delivering high quality products across all levels of the cannabis ecosystem. For more information please visit www.jushico.com or our social media channels, Instagram, Facebook, Twitter and LinkedIn.
Forward-Looking Information and Statements
This press release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions but instead represent only the Corporation’s beliefs regarding future events, plans or objectives, many of which, by their nature, involve estimates, projections, plans, goals, forecasts, and assumptions that may prove to be inaccurate. As a result, actual results could differ materially from those expressed by such forward-looking statements and such statements should not be relied upon. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans,” “expects” or “does not expect,” “is expected,” “budget,” “scheduled,” “estimates,” “forecasts,” “intends,” “anticipates” or “does not anticipate,” or “believes,” or variations of such words and phrases or may contain statements that certain actions, events or results “may,” “could,” “would,” “might” or “will be taken,” “will continue,” “will occur” or “will be achieved”. The forward-looking information and forward-looking statements contained herein may include but are not limited to, information concerning the expectations regarding Jushi, or the ability of Jushi to successfully achieve business objectives, and expectations for other economic, business, and/or competitive factors.
By identifying such information and statements in this manner, the Corporation is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Corporation to be materially different from those expressed or implied by such information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this press release, the Corporation has certain expectations and has made certain assumptions. Among the key factors that could cause actual results to differ materially from those projected in the forward- looking information and statements are the following: the ability of Jushi to successfully and/or timely achieve business objectives, including with regulatory bodies, employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws; and compliance with extensive government regulation, as well as other risks and uncertainties which are more fully described in the Corporation’s Annual Information Form for the financial year ended December 31, 2020, and other filings with securities and regulatory authorities which are available at www.sedar.com. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward- looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected.
Although the Corporation believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Corporation does not undertake to update any forward-looking information and/or forward- looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to the Corporation or persons acting on its behalf is expressly qualified in its entirety by this notice.
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For further information, please contact:
Executive Vice President of Investor Relations and Treasury
Released June 30, 2021