Transactions

rory_cattenach

Overview

Tokyo Smoke Completes Merger with DOJA Cannabis to Form Hiku Brands

January 30, 2018

TS Brandco Holdings Inc. (“Tokyo Smoke”), an award-winning cannabis lifestyle brand and DOJA Cannabis Company Limited (“DOJA”) today successfully completed the merger of the two companies. The merger was effected by way of a three-cornered amalgamation whereby a wholly-owned subsidiary of DOJA amalgamated with Tokyo Smoke and DOJA acquired all of the issued and outstanding shares of Tokyo Smoke. In connection with the completion of the merger, DOJA changed its name to “Hiku Brands Company Ltd.” (“Hiku”). Holders of Tokyo Smoke shares received 13 common shares of Hiku for each Tokyo Smoke share held and the outstanding convertible securities of Tokyo Smoke were exchanged into substantially similar convertible securities of Hiku.

Hiku ​​is ​​differentiated ​​as ​​the ​​only ​​Canadian ​​craft ​​cannabis producer ​​with ​​a ​​significant ​​national ​​retail ​​footprint ​​and ​​a ​​growing ​​brand ​​house ​​including ​​premium ​​cannabis lifestyle ​​brands ​​DOJA, ​​Tokyo ​​Smoke, ​​and ​​Van ​​der ​​Pop. It is anticipated that Hiku's common shares will commence trading on the Canadian Stock Exchange under the ticker symbol HIKU on or about January 31, 2018.

Hiku also anticipates entering into a supply agreement with Aphria Inc. to secure cannabis concentrate supply for Hiku’s premium brand portfolio.

Wildeboer Dellelle LLP acted for Tokyo Smoke with a team that included Jeff Hergott, Michael Rennie, Rebecca Cochrane, Amir Torabi and Joel Fraser (corporate/securities) and Katy Pitch (tax).