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TORONTO, Aug. 16, 2022 /CNW/ - Choice Consolidation Corp. (NEO: CDXX.UN.U) (OTCPK: CDXXF) (the "Company") announced today that the previously announced automatic redemption (the "Redemption") of the Company's class A restricted voting units (the "Class A Restricted Voting Units"), each comprised of one Class A restricted voting share (each a "Class A Restricted Voting Share") and one-quarter of a warrant (a "Warrant"), was completed today.

Each Class A Restricted Voting Unit was redeemed for approximately U.S.$10.0169 (the "Redemption Amount") before taking withholding taxes into account. Each one-quarter of a Warrant forming part of a Class A Restricted Voting Unit was redeemed for U.S.$0.10, and the remainder of the Redemption Amount for such Class A Restricted Voting Unit was paid in respect of the Class A Restricted Voting Share. Payment of the Redemption Amount (net of any applicable withholding taxes) constitutes the Company's final payment in respect of the liquidation of the escrow account that holds the proceeds of the Company's initial public offering (the "IPO"), which closed on February 19, 2021. Please refer to the Company's long form prospectus dated February 12, 2021 filed in connection with the IPO for additional information regarding certain Canadian federal income tax considerations related to the Class A Restricted Voting Units and redemptions thereof. Securityholders should consult their own tax advisors with respect to applicable income tax consequences of the Redemption.

The Company's Class A Restricted Voting Units were delisted from the Neo Exchange and the OTCQX Market effective at the close of business today and the Company intends to apply to cease to be a reporting issuer in Canada.

Early Warning Reporting

In connection with the Redemption, the 3,000,000 Class A Restricted Voting Units owned by Senvest Master Fund, LP ("SM Investor") and the 750,000 Class A Restricted Voting Units owned by Calti Choice Consolidation LLC ("Calti Investor" and together with SM Investor, the "Lead Investors") were automatically redeemed for the Redemption Amount.

Immediately prior to the Redemption, (i) Choice Consolidation SM Sponsor LLC (the "SM Sponsor") owned 2,156,250 Class B Shares of the Company (the "Class B Shares" and together with the Class A Restricted Voting Shares, the "Shares"), representing 50% of the Class B Shares and approximately 10% of the total Shares, and SM Investor owned 3,000,000 Class A Restricted Voting Units, representing approximately 17.4% of the issued and outstanding Class A Restricted Voting Shares and approximately 13.9% of the total Shares and (ii) Calti Choice Sponsor LLC (the "Calti Sponsor" and together with SM Sponsor, the "Sponsors") owned 2,156,250 Class B Shares, representing 50% of the Class B Shares and approximately 10% of the total Shares, and Calti Investor owned 750,000 Class A Restricted Voting Units, representing approximately 4.3% of the issued and outstanding Class A Restricted Voting Shares and approximately 3.5% of the total Shares. Immediately prior to the Redemption, each of the Sponsors also owned 2,500,000 Warrants.

Immediately following the Redemption, each of the Sponsors owns 2,156,250 Class B Shares, representing 50% of the issued and outstanding Shares following the Redemption. Each of the Sponsors also owns 2,500,000 Warrants, which will expire worthless given that the Company will not complete a qualifying transaction.

The Sponsors' and the Lead Investors' positions in the Company were acquired for investment purposes.

The early warning reports to be filed under applicable Canadian securities laws in connection with the foregoing matters will be available on SEDAR at www.sedar.com under the Company's profile and from the Company contact referred to at the end of this press release.

The Company's head office is located at 55 W. Monroe, Suite 1200, Chicago, Illinois, 60603, United States of America.

About Choice Consolidation Corp.

Choice Consolidation Corp. is a Special Purpose Acquisition Corporation (SPAC) created to identify existing opportunities toward the development of a new multi-state operator in the rapidly growing cannabis space. Co-founded by leading business pioneers in the industry, Choice Consolidation Corp. leverages years of experience, in-depth industry knowledge and nationwide relationships to acquire businesses in key targeted markets in order to create next-generation multi-state operators. For more information, visit www.choiceconsol.com or contact [email protected] by email.

SOURCE Choice Consolidation Corp.

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