Captiva Verde Acquires Licensed Applicant of Hand Crafted Outdoor Organic High Potency Cannabis Production and Processing in Canada

Vancouver, British Columbia–(Newsfile Corp. – May 9, 2019) – Captiva Verde Land Corp. (CSE: PWR) (the “Company”), is pleased to announce that Captiva Verde has acquired Solargram Farms Corporation (“Solargram”), a Canadian controlled private corporation, having corporate offices in Moncton, NB. With this acquisition, Captiva Verde has taken 100% ownership interest into a world class team of experienced operators and growers, dedicated to full spectrum, hand crafted, outdoor organic cannabis and oil extracts, providing high valued finished health and wellness products using natural farm inputs. The Solargram team has over 40 years of combined industry specific, non-stop operating, growing and processing experience in a specific regional market that, taken together, has over 125 years of collective experience.

The acquisition includes land assets, growing assets, proprietary IP and technological expertise necessary to successfully run and operate multiple planned outdoor grown, low cost per gram, organic cannabis site operations together with its planned related full spectrum cannabis oil concentrate processing facilities. In fact, Solargram has a five year planned outdoor farm grown cannabis production capacity in excess of 185 farm acres representing over 76,000 kg’s of dried cannabis targeted for organic cannabis oil concentrate for export as well as developed in house, best in class unique cannabis products.

In concert with this acquisition, Captiva Verde is working together with its advisory board chairman Drake Sutton-Shearer, CEO of PRØHBTD, a leading consumer goods and content company, to source and curate high value branded products for Captiva Verde, enabling the company to have a unique position in the Canadian and export market.

Captiva Verde believes the entire cannabis market is at the beginning of its second phase, where hard learned financial lessons gained from the first 130+ licensed producers before it, allow Captiva Verde to emerge as a successful graduate from the first five years of public cannabis operations. The second phase will be a time of consolidations, disintegrations and the emergence of new public companies like Captiva Verde, strengthened by the lessons of this valuable history. Cannabis is an evolutionary business within a revolutionary change of politics. The torch is being handed back to veteran growers, scientist and proven business leaders who understand the original intent of legalization, which is to have the lowest cost, first in class products available to everyone.

Many scientists believe that the most prolific natural factory of medicines in our planet, is the cannabis plant, and that the most potent and purest of theses plants, is the outdoor and organically grown variety, where its contact with the natural elements and diurnal weather patterns, enjoin and stimulate the production of high potency cannabinoids.

Less than 4% of Canada’s current legal cannabis products are derived from outdoor operations. Sun grown outdoor plants have the lowest cost with consistent high yields and potency, providing consumers with an opportunity to choose from a selection of natural and healthier products than what the market currently offers.

The new successful companies like Captiva Verde, can provide both a superior product and a price point, inclusive of taxes, that is well below the black market rates, which the latter currently outperforms the legal market at a rate of more than two to one. Companies such as Captiva Verde, embrace the experiences of long time growing veterans, scientist and proven business leaders whose collective experience together, puts cannabis where its intention is most valued, to the trusted consumer.

The operation will commence with 3.2 million square feet of outdoor growing space and the acquisition of all the components to start the operations will now begin at a fast pace.

The above activities are in addition to the ongoing efforts in the USA to offer legal hemp and CBD products to big box retailers and the build-out of a robust distribution network in Mexico that will offer curated and affordable hemp, CBD and Cannabis branded products to people interested in health and wellness. The company previously announced the engagement of Drake Sutton-Shearer as Chairman of the newly created advisory board. Drake is the CEO of PRØHBTD and a global thought leader in the Cannabis industry. PRØHBTD (www.prohbtdglobal.com) creates and markets lifestyle and wellness brands to global audiences, overturning the taboos and stereotypes of the status quo cannabis vernacular and continually pushing it toward the mainstream. With offices in the USA and Canada, the company is also the exclusive global cannabis partner of Licensing Expo, Advertising Week, Entrepreneur Media, Post Media and All Def Media. Drake will be helping Captiva Verde CEO Jeffrey Ciachurski assemble an advisory board of domain experts to support North American operations and initiatives.

In addition, the company is extremely diversified to provide shareholder security through its ownership of a 50% interest in and to an approved $350 Million residential subdivision in Southern California. The companies other 50% partner, Greenbriar Capital Corp., is currently in negotiations with a US Federal Agency, to lease the entire subdivision under a long term lease agreement.

On Behalf of the Board of Directors 

“Jeff Ciachurski”
Jeffrey Ciachurski
Chief Executive Officer and Director
Cell: (949) 903-5906
E-mail: westernwind@shaw.ca

Cautionary Note Regarding Forward Looking Information

This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/44682

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CHC Student Housing Announces Results for the Quarter and Year Ended December 31, 2018

Toronto, Ontario–(Newsfile Corp. – May 1, 2019) – CHC Student Housing Corp. (TSXV: CHC) (“CHC” or the “Company”) announced today results for the quarter and year ended December 31, 2018. The Financial Statements and related Management’s Discussion and Analysis (“MD&A”) for the quarter and year ended December 31, 2018 are available under CHC’s profile on SEDAR at www.sedar.com.

Highlights during the year ended December 31, 2018:

  • Net Operating Income was lower by 2.9% at $2,886,215.
  • Net loss of $2,429,600 included a fair value reduction of $240,986 on investment properties and a loss on settlement of mortgage payable of $1,119,605.
  • In July 2018, the Company sold its property located at Kingston Ontario and generated net proceeds of $633,684 after a vendor take back mortgage of $350,000.
  • During 2018 the Company refinanced the mortgages on all of its properties and generated net proceeds of $471,862.

Summary of Selected Financial and Operational Information

The selected financial information below is based on and derived from the financial statements for the quarter and year ended December 31, 2018.

Statement of net income (loss) 

 Three Months Ended
December 31
 Year Ended 
December 31
    2018     2017    2018     2017   
Property revenues $ 1,178,240   $ 1,217,355   $ 4,617,516   $ 5,136,656  
Net Operating Income (NOI) $ 745,366   $ 788,799   $ 2,886,215   $ 2,972,311  
Depreciation   (11,100 )   (10,598 )   (52,457 )   (39,151 )
General & administrative expense   (70,263 )   (646,598 )   (1,238,281 )   (1,563,748 )
Fair value adjustment of equity based compensation   (43,000 )   26,000     (5,000 )   236,000  
Fair value adjustment on investment properties   (24,764 )       240,986     (900,000 )
Loss on settlement of mortgage payable   (1,119,605 )       (1,119,605 )    
Interest   (722,326 )   (808,711 )   (3,141,458 )   (2,960,711 )
Gain on sale of Investment               223,506  
Net Loss   ($1,245,692 )   ($651,108 )   ($2,429,600 )   ($2,031,793 )
Net loss per share – basic and diluted   ($0.46 )   ($0.24 )   ($0.89 )   ($0.79 )
Funds From Operations (FFO)(1)   ($101,323 )   ($651,108 )   ($1,550,981 )   ($1,355,299 )
FFO per share   ($0.04 )   ($0.24 )   ($0.57 )   ($0.53 )
Adjusted Funds From Operations (AFFO)(1)   ($41,490 )   ($669,790 )   ($1,514,603 )   ($1,504,676 )
AFFO per share   ($0.02 )   ($0.25 )   ($0.56 )   ($0.58 )
Weight average shares outstanding(2)   2,716,465     2,716,465     2,716,465     2,576,487  

 

(1) FFO and AFFO are non-IFRS performance measures. Please refer to definition in section Non-IFRS Performance Measures as well as the reconciliation from net loss below.

(2) After giving effect to a private placement on May 15, 2017.

Revenues decreased by 10.1% or $519,140, year over year, primarily because of the sale of the Windsor property in August 2017 and the Kingston property in July 2018. NOI was lower by 2.9% or $86,096, year over year. This reduction in NOI was due to the sale of the Windsor and Kingston properties offset somewhat by an improvement in performance at the Richmond Property. General and administrative expenses were lower by 20.8% or $325,467, for the year ended 2018 compared to same period in 2017, primarily due to higher legal fees incurred in 2017. Interest increased by 6.1% or $180,747 primarily due to exit fees on mortgage refinancing.

FFO & AFFO Reconciliation

The following table reconciles FFO and AFFO to GAAP net income (loss) and comprehensive income (loss):

Reconciliation from net income (loss) to FFO & AFFO    Three Months Ended
December 31
 Year Ended 
December 31
    2018       2017      2018      2017  
Net Loss   ($1,245,692 )   ($651,108 )   ($2,429,600 )   ($2,031,793 )
Add:                
    Fair value adjustment on investment properties   24,764         (240,986 )   900,000  
   Loss on settlement of mortgage payable   1,119,605         1,119,605      
   Gain on sale of Investment               (223,506 )
Funds From Operations (FFO)   ($101,323 )   ($651,108 )   ($1,550,981 )   ($1,355,299 )
Add (subtract):                
   Fair value adjustment of equity based compensation(1)   43,000     (26,000 )   5,000     (236,000 )
   Amortization of financing transaction costs   21,543     8,237     48,191     87,542  
   Straight line rent   (4,710 )   (919 )   (16,813 )   (919 )
Adjusted Funds From Operations (AFFO)   ($41,490 )   ($669,790 )   ($1,514,603 )   ($1,504,676 )

 

(1) Compensation expense for option grants is based on the fair value of the options at the grant date and is recognized over the period from the grant date to the date the award is vested. A liability is recognized for outstanding options based upon the fair value as the Company is a mutual fund corporation and there are retraction rights to the share conditions attached to the common shares. During the period in which options are outstanding, the liability is adjusted for changes in the fair value with such adjustments being recognized as expense/(recovery) in the period in which they occur. The twelve months ended December 31, 2018 adjustment for stock-based compensation/(recovery) relates to the mark-to-market adjustment of options awarded in December 2014 and January 2015. Also included is the mark to market adjustment of the deferred share unit plan (DSU) granted on September 13, 2016 and October 12, 2017.

FFO for the three months ended December 31, 2018 and 2017 amounted to ($101,323) or ($0.04) per share and ($651,108) or ($0.24) per share respectively. FFO for the twelve months ended December 31, 2018 and 2017 amounted to ($1,550,981) or ($0.57) per share and ($1,355,299) or ($0.53) per share respectively. AFFO for the three months ended December 31, 2018 and 2017 was ($41,490) or ($0.02) and ($669,790) or ($0.25) per share respectively. AFFO for the twelve months ended December 31, 2018 and 2017 was ($1,514,603) or ($0.56) per share and ($1,504,676) or ($0.58) per share respectively.

The following table reconciles IFRS cash used in operating activities to AFFO:

Reconciliation from cash used in operating activity to AFFO

 
Three Months Ended

December 31

   
Year Ended

December 31

 
  2018 2017     2018 2017  
Cash used in operating Cash used activities   ($130,900) $20,624     ($1,720,613) ($1,801,593)  
Add (subtract):        
   Net changes in working capital   253,210 (665,955)     541,802 337,349  
   Depreciation   (11,100) (10,598)     (52,457) (39,151)  
   Interest expense on mortgages payable   (700,783) (800,474)     (3,093,267) (2,873,169)  
   Cash interest paid   548,083 786,613     2,809,932 2,871,888  
Adjusted Funds From Operations   ($41,490) ($669,790)     ($1,514,603) ($1,504,676)  

 

Financial Position

The Company had cash on hand of $281,879 as at December 31, 2018. Total assets at December 31, 2018 were $57,938,603 compared $59,468,771 at December 31, 2017. The decrease was primarily caused by the sale of the Kingston property.

Going Concern

The Company incurred a net loss of $2,429,600 for the twelve months ended December 31, 2018 (twelve months ended December 31, 2017 – net loss of $2,031,793) and as at December 31, 2018 had a working capital deficit of $3,949,877 (December 31, 2017 – $2,706,197) excluding mortgages payable. The Company’s ability to continue operations in the normal course of business is dependent on several factors, including its ability to secure additional funding.

  • During the period April 1, 2018 to June 4, 2018 the Company entered into senior loan agreements with certain officers and directors of the Company and an independent investor for $750,000 bearing interest at 8% per annum payable quarterly. All these senior loan agreements mature on June 30, 2019.
  • On June 30, 2018 the Company refinanced the Trois-Rivières Property with a new mortgage of $2,570,000 at an interest rate that is the greater of the Royal Bank of Canada prime lending rate plus 4.05% or 7.50%, interest is payable monthly. The mortgage matures on September 30, 2019.
  • On July 13, 2018, the Company refinanced the London Property located in London Ontario. An arm’s length third party lender assumed the existing $33,000,000 first mortgage on the property which was amended to bear interest at a rate of 90-day Bankers Acceptances plus 2.55% maturing on June 30, 2021. Also on July 13, 2018, the Company secured a new second mortgage for $14,000,000 on the same property with a related party lender at an interest rate of 7% maturing on June 30, 2021. Under the terms of the second mortgage agreement the Company has deferred interest payments on $6,000,000 of this mortgage until December 31, 2019.
  • The Company sold the Kingston Property on July 31, 2018. The sale provided the Company with $633,684 in net proceeds after a vendor take back mortgage of $350,000 secured on the property. The vendor take back mortgage has a 5% interest rate per annum payable monthly and matures on July 31, 2021.

In the event the Company is unable to arrange appropriate financing or strategic alternatives, the carrying value of the Company’s assets and liabilities could be subject to material adjustment. Furthermore, these conditions indicate the existence of a material uncertainty that raises substantial doubt on the Company’s ability to continue as a going concern.

About CHC Student Housing Corp.

CHC Student Housing (TSX-V: CHC) is Canada’s only publicly traded company offering high-quality purpose-built multi-residential student housing properties strategically located on campus or in close proximity to universities and colleges providing students a safe and secure living environment, affordable prices and high-quality amenities. CHC is focused on acquiring, developing and managing student housing in primary and well understood secondary markets in Canada. For more information, visit CHC at www.chcstudenthousing.com.

Non-IFRS Performance Measures

The Company’s consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”). The following measures: net operating income (or “NOI”), funds from operations (or “FFO”), FFO per share, adjusted funds from operations (or “AFFO”) and AFFO per share, are not measures recognized under IFRS and do not have standardized meanings prescribed by IFRS, and should not be compared to or construed as alternatives to profit/loss, cash flow from operating activities or other measures of financial performance determined in accordance with IFRS. However, these non-IFRS measures are recognized supplemental measures of performance for real estate issuers widely used by the real estate industry, particularly by those publicly traded entities that own and operate income-producing properties, and the Company believes they provide useful supplemental information to both management and readers in measuring the financial performance of the Company. Further details on non-IFRS measures are set out in the Company’s Management’s Discussion and Analysis for the period ended December 31, 2015 and available on the Company’s profile on SEDAR at www.sedar.com.

Forward Looking Information

This press release contains forward-looking information within the meaning of Canadian securities laws. Forward-looking information is provided for the purposes of assisting the reader in understanding the Company’s financial performance, financial position and cash flows as at and for the periods ended on certain dates and to present information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. Such information includes, without limitation, information regarding the business strategies of CHC. Although CHC believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct. Forward looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. CHC cautions investors that any forward-looking information provided by CHC is not a guarantee of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to: CHC’s ability to complete proposed or contemplated transactions; the state of the real estate sector generally; recent market volatility; CHC’s ability to secure the necessary financing or to be fully able to implement its business strategies; and other risks and factors that CHC is unaware of at this time. A variety of factors, many of which are beyond the CHC’s control, affect the operations, performance and results of the Company and its business, and could cause actual results to differ materially from current expectations of estimated or anticipated events or results. These factors include, but are not limited to, the risks discussed in CHC’s materials filed with Canadian securities regulatory authorities from time to time, copies of which may be accessed through CHC’s profile on SEDAR at www.sedar.com. The reader is cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information, as there can be no assurance that actual results will be consistent with such forward-looking information

The forward-looking information included in this press release relate only to events or information as of the date hereof. Except as specifically required by applicable Canadian law, CHC undertakes no obligation to update or revise publicly any forward-looking information, whether because of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Neither the TSX Venture Exchange (“TSXV”) nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

For further information please contact:

CHC Student Housing Corp.
Simon Nyilassy
President and CEO
416 504-9380

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/44469

CHC Student Housing Sells Kingston Property VTB Mortgage

Toronto, Ontario–(Newsfile Corp. – April 18, 2019) – CHC Student Housing Corp. (TSXV: CHC) (“CHC” or the “Company”) announces that it has sold the $350,000 principal amount vendor take-back mortgage which it received from the sale of its Kingston, Ontario property in July 2018. The mortgage, which matures on July 31, 2021 and bears interest at a rate of 5% per annum, was sold for $350,000.

The mortgage was sold to a family trust of Craig Smith, a director of the Company. Accordingly, the transaction constitutes a “related party transaction” pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”).

In addition to the purchase of the mortgage from the Company, Smycorp Investments Inc., a company owned and controlled by Mr. Smith and his family, has extended a $150,000 loan to CHC which bears interest at a rate of 8% per annum and matures on June 30, 2019. This loan also constitutes a “related party transaction” pursuant to TSX Venture Exchange Policy 5.9 and MI 61-101.

In completing the sale of the mortgage and the extension of the loan, the Company relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirements of MI 61-101 and on Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirements of MI 61-101, as neither the fair market value of the mortgage and the loan, nor the fair market value of the consideration for the purchase of the mortgage and the extension of the loan, exceeds 25% of CHC’s market capitalization. A material change report as contemplated by the related party transaction requirements under MI 61-101 was not filed more than 21 days prior to closing of the transaction as the transaction was only recently agreed to in order to provide the Company with needed financial resources and to improve its financial position.

The proceeds from the sale of the mortgage and the extension of the loan will be used by the Company for general corporate purposes.

About CHC Student Housing Corp.

CHC Student Housing Corp. is an owner and operator of student housing properties located in proximity to universities in primary and well understood secondary markets.

Neither the TSX Venture Exchange (“TSXV”) nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

For more information, please contact:

Simon Nyilassy, President and Chief Executive Officer
CHC Student Housing Corp.
Telephone: (416) 504-9380
Email: snyilassy@marigoldandassociates.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/44174

Captiva Verde Announces Documentation of Sage Ranch Environmental Impact Report and Private Placement

Vancouver, British Columbia–(Newsfile Corp. – April 16, 2019) – Captiva Verde Land Corp. (CSE: PWR) (the “Company”), is pleased to announce that it has received 4-0 approval from the Planning and Zoning Commission in California for its 1,042 unit $350 Million subdivision. The Company and its JV partner, Greenbriar Capital Corp, is in advanced discussions with the US Air Force to lease the 1,042 units to the military for the members and families of its civilian, military and contractor workforce at Edwards Air Force Base and related facilities.

Once completed, Sage Ranch will comprise 1.7 Million finished square feet of eight (8) different housing types and if leased to the USAF in its entirety, generate between $850,000 to $1,700,000 per month in discretionary post-tax cash flow for the JV.

To pay for the completion of the engineering work Captiva has negotiated a fully subscribed Private Placement of 3 Million units at $0.20 per unit. Each unit comprises one share and one half share purchase warrant enabling each full warrant to buy an additional share at $0.35 per share for a period of 12 months. The issuance is subject to regulatory approval and will have a four (4) month hold period.

On Behalf of the Board of Directors 

“Jeffrey Ciachurski”

Jeffrey Ciachurski
Chief Executive Officer and Director
Cell: (949) 903-5906
E-mail: westernwind@shaw.ca

Cautionary Note Regarding Forward Looking Information

This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/44113

Captiva Verde Enters into Negotiations to Acquire Licensed Applicant of Outdoor High Potency Organic Cannabis Production and Processing in Canada

Coquitlam, British Columbia–(Newsfile Corp. – March 11, 2019) – Captiva Verde Land Corp. (CSE: PWR) (the “Company”), is pleased to announce that negotiations have commenced to acquire Solargram Farms Corporation (“Solargram”), a Canadian controlled private corporation, having corporate offices in Moncton, NB. Captiva Verde is anticipating taking an ownership interest in a world class team of experienced operators and growers in addition to a planned full spectrum cannabis oil extract processor of high grade Canadian outdoor organically farmed cannabis using natural farm inputs. The Solargram team has over 40 years of combined industry specific, non-stop operating, growing and processing experience in a specific regional market that, taken together, has over 125 years of collective business experience.

The acquisition includes land assets, growing assets, proprietary IP and technological expertise necessary to successfully run and operate multiple planned outdoor farm grown organic cannabis site operations together with its planned related full spectrum cannabis oil concentrate processing facilities. The conclusion of the negotiations is contingent on Solargram’s receipt of Canadian Health Canada cannabis cultivation and processing licenses from the Canadian Federal Government for its planned outdoor cannabis outdoor grow operations and its state of the art planned extraction facility in Moncton, NB.

Less than 4% of Canada’s current cannabis products are derived from outdoor operations. Sun grown outdoor plants are lower cost with consistent high yields and potency, providing patients with an opportunity to choose from a selection of natural and healthier products than what the market currently offers.

The above activities are in addition to the ongoing efforts in the USA to offer legal hemp and CBD products to big box retailers and the build-out of a robust distribution network in Mexico that will offer curated and affordable hemp, CBD and Cannabis branded products to people interested in health and wellness. The company also announces the engagement of Drake Sutton-Shearer as Chairman of a newly created advisory board. Drake is the CEO of PRØHBTD and a global thought leader in the Cannabis industry. PRØHBTD (www.prohbtdglobal.com) creates and markets lifestyle and wellness brands to global audiences, overturning the taboos and stereotypes of the status quo cannabis vernacular and continually pushing it toward the mainstream. With offices in the USA and Canada, the company is also the exclusive global cannabis partner of Licensing Expo, Advertising Week, Post Media and All Def Media. Drake will be helping Captiva Verde CEO Jeffrey Ciachurski assemble an advisory board of domain experts to support North American operations and initiatives.

On Behalf of the Board of Directors

Jeffrey Ciachurski
Chief Executive Officer and Director

Cell: (949) 903-5906
E-mail: westernwind@shaw.ca

Cautionary Note Regarding Forward Looking Information

This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43352

Captiva Verde Land Corp. Completes Non-Brokered Private Placement of Units

Coquitlam, British Columbia–(Newsfile Corp. – February 26, 2019) – Captiva Verde Land Corp. (CSE: PWR) (the "Company"), is pleased to announce that further to its news release dated February 22, 2019, it has now closed its non-brokered private placement (the "Private Placement") consisting of 3,000,000 Units ("Units") at a price of $0.10 per Unit for gross proceeds of $300,000. Each Unit is comprised of one common share of the Company (a "Share") and one-half of one common share purchase warrant of the Company ("Warrant"). Each whole Warrant will be exercisable into a common share of the Company at an exercise price of $0.25 with a one-year expiry. All securities sold in this Private Placement are subject to a statutory 4-month hold period from closing in accordance with applicable securities legislation. The proceeds of this Private Placement are for the Company’s general corporate purposes.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

The Company did not pay any finder’s fees in connection with the Private Placement.

For further information, please contact Mr. Jeffrey Ciachurski or view the Company’s filings at www.SEDAR.com.

On Behalf of the Board of Directors

For further information, please contact:
Jeffrey Ciachurski
Chief Executive Officer and Director

Cell: (949) 903-5906
E-mail: westernwind@shaw.ca

Cautionary Note Regarding Forward Looking Information

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43068

Captiva Verde Land Corp. Announces Non-brokered Private Placement of Units

Coquitlam, British Columbia–(Newsfile Corp. – February 22, 2019) – Captiva Verde Land Corp. (CSE: PWR) (the “Company“), is pleased to announce a non-brokered private placement (the “Private Placement”) for up to 3,000,000 Units (“Units”) at a price of $0.10 per Unit to raise total proceeds of $300,000. Each Unit will be comprised of one common share of the Company (a “Share”) and one-half of one common share purchase warrant of the Company (“Warrant”). Each whole Warrant will be exercisable into a common share of the Company at an exercise price of CDN$0.25 with a one-year expiry. All securities sold in this private placement will be subject to a 4-month hold period from closing. The proceeds of this Private Placement are for the Company’s general corporate purposes.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

For further information, please contact Mr. Jeffrey Ciachurski or view the Company’s filings at www.SEDAR.com.

On Behalf of the Board of Directors

For further information, please contact:
Jeffrey Ciachurski
Chief Executive Officer and Director

Cell: (949) 903-5906
E-mail: westernwind@shaw.ca

Cautionary Note Regarding Forward Looking Information

This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43000