World Class Extractions Inc. (CNSX:PUMP) (‘World Class’) entered into a binding letter of intent to acquire Quadron Cannatech Corporation (CNSX:QCC) (‘Quadron’) for CAD 18.6 million on March 21, 2019. A definitive arrangement agreement was signed on April 15, 2019, under the terms of which Quadron shareholders will receive two common shares of World Class for each common share of Quadron. It is expected that the current Quadron shareholders will receive 143,300,894 World Class shares at an issue price of CAD 0.13 per share. Holders of Quadron options and warrants will receive a proportionate number of options and warrants of World Class. World Class will apply to delist Quadron shares from the CSE and apply to the relevant Canadian securities regulatory authorities for an order declaring Quadron to no longer be a reporting issuer in each of its reporting jurisdictions. Under the terms of the transaction, a termination fee of CAD 1.5 million may be payable by the defaulting party under certain circumstances. Upon completion of the arrangement, the board of World Class will be reconstituted to comprise five directors, including two directors nominated by World Class, two directors nominated by Quadron and one independent director acceptable to both World Class and Quadron. Rosy Mondin will serve as the Chief Executive Officer and Leo Chamberland will serve as President of the combined form. The agreement includes deal protection provisions that are customary in Canadian board-supported transactions on the part of both Quadron and World Class (subject to customary fiduciary out provisions). The transaction is subject to number of conditions including entry into the arrangement agreement, approval of Quadron shareholders, together with any requisite minority approvals, receipt of all necessary regulatory and court approvals and the satisfaction of certain other closing conditions customary for a transaction of this nature. Directors, officers and certain shareholders of Quadron representing 23% of the issued and outstanding Quadron shares have agreed to enter into voting and support agreements under which they will agree to vote in favor of the transaction. The directors of both Quadron and World Class Extractions have unanimously approved the transaction. Quadron shareholders approved the deal on June 7, 2019. It is expected that the arrangement will be completed on or before June 17, 2019. M Partners Inc. acted as a fairness opinion to the Board of Directors of Quadron and First Republic Capital Corp. acted as financial advisor to World Class. Computershare Investor Services Inc. served as transfer agent, while Cassels Brock & Blackwell LLP served as legal advisor to Quadron. Capital Transfer Agency ULC served as the depository under the arrangement. First Republic, World Class paid a success fee in the form of World Class shres to First Republic and Canaccord Genuity Corp. equal to, respectively, approximately 2.73% and 0.77% of the aggregate fair market value of the World Class shares issued as consideration. World Class Extractions Inc. (CNSX:PUMP) (‘World Class’) completed the acquisition of Quadron Cannatech Corporation (CNSX:QCC) (‘Quadron’) on June 17, 2019. Upon completion of the arrangement, the board of World Class was reconstituted to consist of Rosy Mondin, Chand Jagpal, Anthony Durkacz, Dr. Raza Bokhari and Donal Carroll. Rosy Mondin and Chand Jagpal were nominees of Quadron, Anthony Durkacz and Raza Bokhari were nominees of World Class, and Donal Carroll was a joint nominee of World Class and Quadron. In addition, Rosy Mondin was appointed Chief Executive Officer, Leo Chamberland was appointed President and Zara Kanji was appointed Chief Financial Officer of World Class, while Michael McCombie resigned as Chief Executive Officer and Donal Carroll resigned as Chief Financial Officer of World Class.