JW Asset Management now has the opportunity to consent to the dismissal of its application in connection with the acquisition of Etain, LLC and Etain IP by RIV Capital. This is because the acquisition and investment firm focused on building a leading multi-state platform has recently entered into a settlement agreement. RIV Capital appears to have decided to no longer stand in the way of the acquisition transaction.
The terms of the settlement agreement indicate that RIV Capital has made a decision to repurchase for cancellation all of the Class A common stock of RIV Capital currently owned or controlled by JWAM and its affiliates. The purchase, valued at $19,625,000, was for a total of 33,733,334 shares. In addition, a total of $375,000 has been reimbursed to JWAM for various legal expenses incurred by JWAM as part of its application and related matters. These amounts were financed with cash on hand.
The settlement also resulted in JWAM and its affiliated funds deciding to withdraw their request for a special meeting of RIV Capital shareholders, which was supposed to be held on June 6. That request was filed just under a year ago, sometime after RIV Capital acquired ownership and control of Etain, LLC and Etain IP, LLC.
Both companies are operators and owners of legally licensed marijuana cultivation and retail dispensaries in New York. By the petition, JWAM sought relief that would require the JWAM Shares to be repurchased by RIV Capital at a price of $1.20 per share.
“I am pleased that we have reached a mutually beneficial agreement that allows both parties to move forward in a positive manner,” said Mark Sims, chairman, president and CEO of RIV Capital. “Now that these claims have been resolved, we can focus on continuing to operate in New York, in addition to exploring a variety of opportunities in and outside of New York as we look to build our platform in the future.”