$22m stock swap completes takeover of Italian extracts maker

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Cannabis pharmaceuticals maker RAMM Pharma Corp., Toronto, will complete a 100% takeover of Italian extracts specialist Canapar Corp. for ~$22 million in stock, the companies said in a press release.

RAMM agreed to the stock swap for the remaining 51% of shares it does not hold in Canapar after acquiring a 49% stake in the Italian company from Toronto-based Canopy Rivers for $7 million in cash last December. RAMM said it invested $3 million in Sicily-based Canapar through a convertible note in January 2021.

Canapar, makes CBD oil, distillates and isolates. The company says it is building a new facility that will have the annual capacity to process 450 metric tons of hemp biomass into 10,000 kg of CBD for products to be distributed in Europe. Canapar is also developing CBD-infused beauty products for the Italian market.

RAMM subsidiaries

RAMM, a penny stock, started trading on the Canadian Securities Exchange in November 2019. The company is in cannabis-based pharmaceuticals and other cannabis-based products. Canapar joins other RAMM Pharma Corp. wholly owned subsidiaries Medic Plast SA, Yurelan SA, Glediser SA and RAMM Pharma Holdings Corp.

RAMM makes Epifractan, a treatment for refractory epilepsy, in Uruguay. The drug had sales of more than $200,000 in Uruguay, Argentina, Brazil and Peru, mostly during 2020, RAMM said.

Canapar has existing supply contracts in place including a five-year agreement for €38.5 million with a “leading ingredient company” for full spectrum CBD oil, according to the press release. The company also has a line of wellness products and two retail locations under Marishanti, a house brand.

Martines to join board

Canapar’s total assets were approximately $22 million as of the end 2020, and its only debt is its convertible promissory notes, which will be converted as part of the transaction with RAMM, according to the press release.

Sergio Martines, Canapar CEO, is to serve on the RAMM board of directors once the transaction is complete, expected in June.

RAMM also said it named Guillermo Varela as Interim Chief Financial Officer, replacing Matias Piñeiro, who had been with the company since 2019.  Varela was formerly Chief Financial Officer of cannabis pharmaceutical laboratory GrüneLabs, which has operations in Portugal and Uruguay. Also, Matthew Bajurny has stepped down from RAMM’s board.

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