If approved by shareholders, Rua would acquire Zalm's third party supply contract for GMP-grade medicinal cannabis with Cann, including exclusive supply into New Zealand.
Cann is in the final commissioning phase of one of Australasia's largest and most technologically advanced indoor growing facilities at Mildura, Victoria.
The agreed purchase value will be satisfied through the issue of new Rua shares at approximately $0.41,with $3.3m paid on completion and remaining consideration paid in equal instalments ($3.3m) conditional on Zalm achieving critical production, pricing and regulatory milestones.
Rua would ultimately issue 24,420,0001 new Rua shares to Zalm shareholders — $1m of Zalm cash is available to Rua immediately on settlement, with about $500,000 held in escrow pending achievement of at least one of two milestones.
Rua chief executive Rob Mitchell said the deal would allow Rua to supply patients with two unique brands — Rua, a locally-produced, premium oil and flower produced in New Zealand; and Zalm's Australian-grown oil and dried flower.