Avisa Pharma, Inc. cancelled the acquisition of Panorama Capital Corp. (TSXV:PANO.P) in a reverse merger transaction.
All of the existing directors and officers of Panorama, other than Michael Thomson, will resign and the management and Board of Directors of the Resulting Issuer will include David S. Joseph, Matt Culler, Graham Timmins, David Karshmer, Lisa Danzig, Brian Birk, William Miller, J. Chuck Morrison, Thomas Morse and Michael G. Thomson. David S. Joseph will be the Chairman, President and Chief Executive Officer, and Matthew Culler will be the Vice President, Chief Financial Officer and Corporate Secretary of the resulting issuer. The transaction closing is subject to execution of a definitive agreement on or prior to May 30, 2020, the completion of the concurrent financing, the approval by the Directors and shareholders of Panorama and Avisa, receipt of all requisite regulatory, stock exchange, or governmental authorizations and consents, including the exchange and the completion of satisfactory due diligence by each of the parties, the TSXV shall have approved the issuance of securities contemplated pursuant to the share subscription facility, and the resulting issuer common shares shall have been conditionally approved for listing on the TSXV. As per the amended terms, adding a condition to closing for the benefit of Panorama that the concurrent financing being undertaken by Avisa in connection with the transaction will result in minimum aggregate gross proceeds to Avisa of $1.6 million, $1.4 million of which was raised by Avisa in the first tranche of the Concurrent Financing which closed on September 8, 2020. It is currently anticipated that the meeting of Panorama Shareholders will be held in the third quarter of 2020. As per the terms, extending the outside date for the completion of certain matters contemplated in the Amalgamation Agreement from September 30, 2020 to January 6, 2021. Keith Inman of Pushor Mitchell LLP acted as legal advisor to Panorama Capital. Raj Dewan of McMillan LLP acted as legal advisor to Avisa Pharma.
Avisa Pharma, Inc. cancelled the acquisition of Panorama Capital Corp. (TSXV:PANO.P) in a reverse merger transaction on January 7, 2021. The deal was terminated as certain conditions of the transaction were not met by the required dates.