Russell Breweries Inc. Announces Record Date and Amount of Second Return of Capital

SURREY, BC—(Marketwired – January 05, 2018) –

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Russell Breweries Inc. (NEX BOARD: RB.H) (“Russell” or the “Company“) is pleased to announce that following receipt of certain final payments contemplated by the sales of all or substantially all of its assets related to its two former operating business in two separate transactions completed on December 2, 2016 and December 17, 2016 (the “Asset Sales“), the board of directors of the Company has fixed the amount and record date for the second cash distribution by way of a return of capital (the “Return of Capital“). The shareholders of the Company previously approved such return of capital at the Company's annual general and special meeting held on November 28, 2016, as more particularly described in the management information circular of the Company dated October 26, 2016. An initial distribution was paid to shareholders of the Company upon completion of the Asset Sales as previously announced on March 27, 2017.

The Return of Capital will be in the amount of CAD$0.035 per Russell common share (the “Russell Shares“), subject to any withholding tax, if any, to be paid to all registered shareholders of record at the close of business on January 17, 2018. The aggregate amount to be paid to the shareholders of the Company will be approximately CAD$3,047,932.58 and the payment will be made on January 26, 2018 (the “Payment Date“).

The Return of Capital will be made in accordance with the “due bill” trading procedures of the TSX Venture Exchange (the “TSXV”). The purpose is to have traded shares carry the value of the Return of Capital until it is paid. A due bill will notionally represent the Return of Capital of CAD$0.035 per Russell Share a holder of a Russell Share is entitled to receive. A due bill will attach to each Russell Share traded from the trading day before the record date for the Return of Capital until the Payment Date, being the date the Return of Capital is paid. During this due bill trading period, any trade of Russell Shares on the NEX board of the TSX Venture Exchange will trade on a “due bill basis”, meaning a seller of Russell Shares will also sell to the purchaser the entitlement to the Return of Capital (which is represented by the due bill attached to each Russell Share sold). The due bill period for the Return of Capital will be January 16, 2018 to January 26, 2018. Anyone acquiring the Russell Shares up to and including January 26, 2018 will be entitled to receive the Return of Capital. The Russell Shares will commence trading on an ex–distribution basis (without an attached “due bill” entitlement) effective from the opening of trading on January 29, 2018, the next trading day following the Payment Date. The due bill redemption date will be January 30, 2018 (the second trading day after the ex–distribution date, when all trades with due bills attached have settled).

The Company is currently evaluation various alternatives for the Company following the “Return of Capital”, including a possible voluntary dissolution of the Company.

Shareholders do not need to take any action. Computershare Investor Services Inc., the Company's transfer agent, will send to registered shareholders funds representing the return of capital and beneficial shareholders will have their brokerage accounts automatically updated to reflect the Return of Capital.

Eligible shareholders are strongly cautioned to consult with their financial, broker, legal, tax and/or investment advisors regarding any matters pertaining to the Return of Capital and the tax consequences associated therewith.

About Russell Breweries Inc.

Russell Breweries Inc. was a leading Western Canadian brewer that brewed, marketed, sold and distributed a diverse portfolio of award winning beers which has now sold substantially all of assets and does not have any current operations. Russell Breweries Inc. is publicly listed on the NEX board of the TSX Venture Exchange (NEX BOARD: RB.H).

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

Forward Looking Statements

This release includes certain statements that, to the extent they are not statements of historical fact, constitute forward–looking information and forward–looking statements which reflect the current view of Russell with respect to the Company's objectives, plans, goals, strategies, future growth, results of operations, financial and operating performance and business prospects and opportunities.

Wherever used, the words “may”, “will”, “anticipate”, “intend”, “expect”, “estimate”, “plan”, “believe” and similar expressions identify forward–looking statements and forward–looking information. Forward–looking statements and forward–looking information should not be read as guarantees of future events, performance or results, and will not necessarily be accurate indications of whether, or the times at which, such events, performance or results will be achieved. All of the statements and information in this release containing forward–looking statements or forward–looking information are qualified by these cautionary statements. These forward–looking statements and information include statements regarding the amount and timing of the Return of Capital, possible future alternatives for the Company, including a potential voluntary dissolution, and the due bills process.

Forward–looking statements and forward–looking information are based on information available at the time they are made, underlying estimates and assumptions made by management and management's good faith belief with respect to future events, performance and results, and are subject to inherent risks and uncertainties surrounding future expectations generally. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward–looking statements and forward–looking information contained in this release. Such risks and uncertainties include, but are not limited to, any future alternatives of the Company, including a possible voluntary dissolution, , any regulatory or legal approvals required for the Return of Capital, the due bills process of the TSXV, the estimated future expenses of the Company, government regulation of the Company's business, state of the public markets, and global economic conditions, and dependence of key personnel, hazards and liability risks faced by all brewers, among other things.

Russell cautions readers that this list of factors is not exhaustive and that should certain risks or uncertainties materialize, or should underlying estimates or assumptions prove incorrect, actual events, performance and results may vary significantly from those expected. There can be no assurance that the actual results, performance, events or activities anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company. Readers are urged to consider these factors carefully in evaluating forward–looking information and forward–looking statements and are cautioned not to place undue reliance on any forward–looking information or forward–looking statements.

The forward–looking statements and forward–looking information are made as of the date hereof, and the Company disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward–looking statements and forward–looking information contained herein to reflect future results, events or developments. You should also carefully consider the matters discussed under “Risk Factors” in the Company's management's discussion and analysis filed on SEDAR at www.sedar.com.

ATLAS Mara Limited: Notification of Major Interest in Shares

TORTOLA, BRITISH VIRGIN ISLANDS—(Marketwired – Jan 5, 2018) – ATLAS Mara Limited (LSE: ATMA)

LSE: ATMA

TR–1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i
 
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:   ATLAS Mara Limited
1b. Please indicate if the issuer is a non–UK issuer (please mark with an “X” if appropriate)
Non–UK issuer   X
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights   X
An acquisition or disposal of financial instruments    
An event changing the breakdown of voting rights    
Other (please specify)iii:    
3. Details of person subject to the notification obligationiv
Name   Guggenheim Partners Investment Management, LLC
City and country of registered office (if applicable)   New York, United States
4. Full name of shareholder(s) (if different from 3.)v
Name   BNY (Nominees) Limited
City and country of registered office (if applicable)   London, United Kingdom
5. Date on which the threshold was crossed or reachedvi:   21 December 2017
6. Date on which issuer notified (DD/MM/YYYY):   28 December 2017
7. Total positions of person(s) subject to the notification obligation
    % of voting rights attached to shares (total of 8. A)   % of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)
  Total of both in % (8.A + 8.B)   Total number of voting rights of issuervii
Resulting situation on the date on which threshold was crossed or reached   Below 5%       Below 5%   Below 5%
Position of previous notification (if
applicable)
  7.87       7.87    
                         
8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
A: Voting rights attached to shares
Class/type of
shares
ISIN code (if possible)
  Number of voting rightsix   % of voting rights
  Direct
(Art 9 of Directive
2004/109/EC) (DTR5.1)
  Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
  Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)
  Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
VGG0697K1066       Below 5%       Below 5%
                 
                 
SUBTOTAL 8. A   Below 5%   Below 5%
 
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument   Expiration
date
x
  Exercise/
Conversion Period
xi
  Number of voting rights that may be acquired if the instrument is
exercised/ converted.
  % of voting rights
                 
                 
                 
        SUBTOTAL 8. B 1        
 
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument   Expiration
date
x
  Exercise/
Conversion Period
xi
  Physical or cash
settlement
xii
  Number of voting rights   % of voting rights
                     
                     
                     
            SUBTOTAL 8.B.2        
 
                     
9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii    
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)   X
Namexv   % of voting rights if it equals or is higher than the notifiable threshold   % of voting rights through financial instruments if it equals or is higher than the notifiable threshold   Total of both if it equals or is higher than the notifiable threshold
Guggenheim Capital, LLC   Below 5%       Below 5%
Guggenheim Partners, LLC   Below 5%       Below 5%
GI Holdco II, LLC   Below 5%       Below 5%
GI Holdco, LLC   Below 5%       Below 5%
Guggenheim Partners Investment Management Holdings, LLC   Below 5%       Below 5%
             
 
10. In case of proxy voting, please identify:
Name of the proxy holder    
The number and % of voting rights held    
The date until which the voting rights will be held    
 
11. Additional informationxvi
Each of the share disposals referenced in this form were controlled and directed by clients of Guggenheim Partners Investment Management, LLC (“GPIM”), for whom GPIM held the shares, without any discretionary disposal decision or disposal recommendation by GPIM.
                 
Place of completion   New York, NY, United States
Date of completion   28 December 2017
     

Sony Announces E 18-135mm f/3.5-5.6 OSS Lens and Silver a6300 Mirrorless Camera; More Info at B&H

NEW YORK, NY—(Marketwired – January 05, 2018) – B&H Photo would like to share the announcement of the E 18–135mm f/3.5–5.6 OSS lens, along with the new silver version of the Alpha a6300 mirrorless digital camera. Both products help expand Sony's E–mount APS–C–format system: the lens fills a gap in its standard zoom lens lineup while the silver camera complements the existing black version, for a choice in finishes.

Sony E 18–135mm f/3.5–5.6 OSS Lens

https://www.bhphotovideo.com/c/product/1383463–REG/sony_sel18135_e_18_135mm_f_3_5_5_6_oss.html

  • E–Mount Lens/APS–C Format
  • 27–202.5mm (35mm Equivalent)
  • Maximum Aperture Range: f/3.5–5.6
  • Two ED Elements & One Aspherical Element
  • Optical SteadyShot Image Stabilization
  • Linear AF Motor
  • Minimum Focus Distance: 1.5'
  • Seven–Blade Circular Diaphragm

The E 18–135mm f/3.5–5.6 OSS is a 27–202.5mm full–frame equivalent zoom, and an ideal all–around lens for a5000 and a6000–series shooters. Spanning a wide–angle to telephoto range, this versatile zoom is well suited to working in a wide variety of environments, and its lightweight design benefits all–day use. Optical SteadyShot image stabilization is featured, which compensates for camera shake to help produce sharper imagery when shooting handheld. A linear AF motor also contributes to sharp imagery with its quick and accurate performance, and is designed for quiet operation to benefit video recording. Complementing the handling is a smart optical design, which makes use of an aspherical element to limit spherical aberrations and distortion along with two extra–low dispersion elements to reduce color fringing and chromatic aberrations throughout the zoom range.

Sony Alpha a6300 Mirrorless Digital Camera (Body Only, Silver)

https://www.bhphotovideo.com/c/product/1383464–REG/sony_ilce_6300_s_alpha_a6300_mirrorless_digital.html

  • 24.2MP APS–C Exmor CMOS Sensor
  • BIONZ X Image Processor
  • XGA Tru–Finder 2.36m–Dot OLED EVF
  • 3.0″ 921.6k–Dot Tilting LCD Monitor
  • Internal UHD 4K30 & 1080p120 Recording
  • S–Log3 Gamma and Display Assist Function
  • Built–In Wi–Fi with NFC
  • 4D FOCUS with 425 Phase–Detect Points
  • Up to 11 fps Shooting and ISO 51200
  • Weather–Sealed Magnesium Alloy Body

Announced alongside the new lens is the silver version of the a6300, which is available as a body only or in a kit with the E 16–50mm f/3.5–5.6 OSS lens. This new camera features the same spec set as the existing black a6300, including its 24.2MP APS–C CMOS sensor, UHD 4K video recording, and 4D FOCUS with 425 phase–detection points.

About B&H Photo Video

As the world's largest source of photography, video, and audio equipment, as well as computers, drones, and home and portable entertainment, B&H is known worldwide for its attentive, knowledgeable sales force and excellent customer service, including fast, reliable shipping. B&H has been satisfying customers worldwide for 40 years.

Visitors to the website can access a variety of educational videos and enlightening articles. The B and H YouTube Channel has an unmatched wealth of educational content. Our entertaining and informative videos feature product overviews from our in–house specialists. You can view the B&H Event Space presentations from many of the world's foremost experts and interviews with some of technology's most dynamic characters. Tap into this exciting resource by subscribing to the B&H YouTube Channel here. In addition to videos, the B&H Explora blog presents new product announcements, gear reviews, helpful guides, and tech news written by product experts and industry professionals.

When you're in Manhattan, take a tour of the B&H Photo SuperStore, located at 420 Ninth Avenue. The techno–carousel spins all year round at the counters and kiosks at B&H. With hundreds of products on display, the B&H Photo SuperStore is the place to test–drive and compare all the latest gear.

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iAnthus Responds to Department of Justice Decision to Rescind the Cole Memorandum

NEW YORK, NY and TORONTO, ON—(Marketwired – January 04, 2018) – iAnthus Capital Holdings, Inc. (“iAnthus” or “the Company”), (CSE: IAN) (CSE: IAN.CN) (CNSX: IAN) (OTCQB: ITHUF), which owns, operates, and partners with licensed cannabis operations throughout the United States, today issued the following statement in response to the United States Department of Justice's (“DOJ”) decision to rescind the Cole Memorandum (“Cole Memo”) and related DOJ memoranda that served as guidance to United States Attorneys (federal prosecutors) regarding prosecutorial discretion and prioritization of federal prosecutions in the area of enforcement of federal marijuana law. The Company's statement reads as follows:

“The Cole Memo was not a federal law and did not alter the DOJ's authority or discretion to enforce federal drug laws, which discretion continued after the Cole Memo was adopted in 2013. Accordingly, iAnthus' management believes the rescinding of the Cole Memo does not indicate any specific change in DOJ enforcement policy. There is no new policy that directs or demands the U.S. Attorneys to prosecute individuals in states where marijuana programs are legal. U.S. Attorneys will continue to have the same wide prosecutorial discretion that they had prior to today.

The regulated marijuana industry has created tens of thousands of American jobs and provided hundreds of millions of dollars in needed tax revenue to state and local governments, while at the same time serving to disintermediate the black market that has existed since the beginning of the federal marijuana prohibition. Turning the clock back twenty years and re–opening the door to criminal cartels is counterproductive and serves no practical purpose. In addition, the federal government has traditionally relied upon state and local law enforcement in the area of marijuana enforcement, given the federal government's limited resources and prioritization of serious harmful drug offenses that do not involve marijuana. In states where the voters have adopted regulated medical and/or adult use marijuana programs, there is little reason to believe that state and local prosecutors and law enforcement will prioritize assisting in the enforcement of federal law pertaining to state licensed marijuana operations.

For all of these reasons, we would expect that today's action will have little or no material impact on federal prosecution priorities in states that have adopted regulated medical and/or adult use marijuana programs. We believe that regulated businesses that scrupulously comply with applicable state laws and regulations need not be alarmed by today's events, and we intend to continue to make it our highest priority to instill a culture of strict compliance at each of our regulated cannabis operations throughout the United States.

It is worth noting that the President has clearly indicated in the past his support for medical marijuana and the rights of the states to decide their own policies in the area of marijuana legalization, just as the states have the power to regulate — and tax — the alcohol and tobacco industries.

It is also worth noting the overwhelming support among the American people for regulated marijuana and the rights of the states to decide for themselves what their marijuana laws should be. Recent polling data shows that 94% of the American electorate supports medical marijuana, and 64% support adult use laws, including a majority Republicans. Additionally, 76% of American voters, including 72% of Republicans, believe the federal government should not interfere with the rights of states to determine their own marijuana laws, according to survey data published by Gallup in October 2017. Given this overwhelming support, iAnthus' management believes it unlikely that the President will allow the Attorney General's personal bias against marijuana use to damage the President's political brand or that of his party.”

About iAnthus Capital Holdings, Inc.

iAnthus Capital Holdings, Inc. provides investors diversified exposure to best–in–class licensed cannabis cultivators, processors and dispensaries throughout the United States. Founded by entrepreneurs with decades of experience in operations, investment banking, corporate finance, law and health care services, iAnthus provides a unique combination of capital and hands–on operating and management expertise. The Company harnesses these skills to support operations across five states. For more information, visit www.iAnthusCapital.com.

Forward Looking Statements

Statements in this news release that are forward–looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in iAnthus' periodic filings with Canadian securities regulators. When used in this news release, words such as “will, could, plan, estimate, expect, intend, may, potential, believe, should,” and similar expressions, are forward–looking statements.

Forward–looking statements may include, without limitation, statements including statements related to federal and state cannabis policy.

Although iAnthus has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward–looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: dependence on obtaining regulatory approvals; investing in target companies or projects which have limited or no operating history and are engaged in activities currently considered illegal under US Federal laws; change in laws; limited operating history; reliance on management; requirements for additional financing; competition; hindering market growth and state adoption due to inconsistent public opinion and perception of the medical–use and adult–use marijuana industry and; regulatory or political changes including federal enforcement policy.

There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward–looking statements may differ materially from actual results or events.

Accordingly, readers should not place undue reliance on forward–looking statements. The forward–looking statements in this news release are made as of the date of this release. iAnthus disclaims any intention or obligation to update or revise such information, except as required by applicable law, and iAnthus does not assume any liability for disclosure relating to any other company mentioned herein.

The Canadian Securities Exchange has not reviewed, approved or disapproved the content of this news release.