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Liberty Health sciences



liberty health sciences

liberty health sciences

*Note: All references to dollar values refer to Canadian bucks unless otherwise noted

TORONTO, Dec(CSE: LHS) (OTCQX: LHSIF) (“Liberty” or the “Company”) and Ayr Strategies Inc. (CSE: AYR.A) (OTCQX: AYRWF) (“Ayr”) are thrilled to announce that they have got entered right into a definitive arrangement settlement (the “Agreement”) pursuant to which Ayr will accumulate all the issued and incredible stocks (the “Liberty Shares”) of Liberty in an all-share transaction for complete attention of approximately $372 million (or US$290 million) on a fully-diluted basis1 (the “Transaction”).

Proposed Transaction

Under the terms of the Arrangement, shareholders of Liberty will receive zero.03683 of a subordinate voting proportion or constrained voting percentage for each Liberty Share held (the “Exchange Ratio”), subject to adjustment defined beneath. The Exchange Ratio implies a fee consistent with Liberty Share of approximately $1.05, representing a top rate of approximately ninety four% based on the last fee of Liberty Shares and Ayr Shares at the CSE as of December 21, 2020.

Transaction Highlights

Significant premium being presented to Liberty Shareholders of approximately ninety four% and representing an implied offer charge of approximately $1.05 in keeping with share1

Transaction shape gives Liberty shareholders full upside participation to the last date, providing the possibility to benefit from any additional upside in Ayr’s inventory fee, which continues to alternate at a great cut price to its peers in spite of appreciating +400% because the top of COVID-19 at the returned of robust monetary performance and execution and robust U.S. Hashish tailwinds

The Transaction structure offers significant disadvantage safety against a capability decline in Ayr’s proportion rate as much as the remaining of the Transaction

Liberty shareholders are expected to maintain approximately 20% ownership in the pro forma entity (on a totally-diluted in-the-cash basis)(1)(2), presenting the opportunity to take part in the expected price created through the Transaction

The combined enterprise will bolster a geographical footprint with operations in appealing constrained license and surprisingly populated states such as Nevada, Massachusetts, Florida, Pennsylvania, Arizona, Ohio, and New Jersey3, and positions Air as a pinnacle-tier U.S. Multi-state operator (“MSO”)

The Transaction offers Air robust access right into a key new marketplace with an already hooked up asset base, consisting of a three hundred,000 sq. Toes. Nation of the artwork cultivation facility and 28 dispensaries in key locations across Florida

Liberty and its shareholders will at once benefit from greater size, scale, and capital markets presence as part of a large U.S. MSO to accelerate its increase and growing market share in Florida

Opportunity to leverage the mixed enjoy and knowledge of Ayr and Liberty to similarly power operational improvements for the seasoned forma organization

Ayr expects to preserve all 335 employees of Liberty as a part of the Transaction

Shareholders of Liberty, conserving approximately 29% of the top-notch common shares, have agreed to aid the Transaction
Liberty Operational Update:

As previously introduced on December 11, 2020, Liberty these days opened its twenty-eighth dispensary in Lake City. The Company has plans to strategically open 3 more dispensaries via the end of February 2021 and an additional 11 stores all through the rest of 2021, for a complete of forty two locations during Florida, situation to approval from the Florida Department of Health.

The Company keeps to make strong development on its greenhouse enlargement project and effectively finished its complete first harvest of Seed JunkyTM traces at one of the Company’s lately retrofitted, 20,000 square foot greenhouses. The harvest of Seed JunkyTM strains saw a almost 4-instances a couple of on dry yields compared to Liberty’s historic harvests, and the premium .

product arrived at the Company’s dispensaries in early November. The development in flower yields is anticipated to noticeably enhance product availability at Liberty dispensaries and will offer our clients with a number of the highest excellent, high-efficiency dried flower available in all of Florida.

On the producing and product system facet, Liberty also lately launched its ethanol extraction talents, which has considerably improved its oil manufacturing and is predicted to permit the Company to introduce new pay attention merchandise to the marketplace. Furthermore, Liberty is currently in the system of acquiring regulatory approvals for its edibles kitchen. The new concentrate and suitable for eating products are expected to release in early 2021.

Management Commentary:

“This transaction is a win-win-win for Liberty’s patients, shareholders, and stakeholders. With the help from Ayr, Liberty dispensary openings across the state will accelerate and product enlargement might be better. Shareholders will advantage now not most effective from the sturdy boom.

in the Florida market, however additionally from the increase in other key states. Our personnel will have exposure to new opportunities and career paths. We are extremely joyful to become a part of the AYR circle of relatives of agencies,” said George Gremse, Interim Chief Executive Officer and Director of Liberty.

“We are thrilled be coming into the unexpectedly growing and sturdy Florida scientific marketplace and excited to achieve this from a function of power with 335 exquisite new contributors of the Ayr group geared up to guide the way. At Ayr, we goal higher to be a leader in every market we input, with exceptional property and the strongest crew. We stay up for combining our strengths to take Liberty’s already sturdy market role to the following stage in Florida”, added Jon Sandelman, Chairman and Chief Executive Officer of Ayr Strategies.

Terms of the Transaction:

The Transaction might be effected by means of way of plan of association underneath the Business Corporations Act (British Columbia). Under the terms of the Arrangement, shareholders of Liberty will acquire 0.03683 of a subordinate balloting share or restricted vote casting percentage (“Ayr Shares”) for every Liberty Share held (the “Exchange Ratio”). Notwithstanding the foregoing:

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How to Stop Overthinking and Relax?




Are you one of those who think a lot? Overthinking is a kind of disease in which almost everyone is caught intentionally or unintentionally. Sometimes people can’t control the thoughts that come into their minds. The reason is all the circumstances around them. Thus, a person doesn’t know that he is thinking a lot about a certain point or incident. The need is to check how to stop overthinking and relax. It’s right that a person can’t control his thinking but he can try to divert his mind. Mostly the things very small about which a person is thinking.

People need to understand that it can be dangerous for their health. There are things about which a person cares a lot but overthinking is bad. To understand the effect of overthinking on health, you have to view its aftereffects below:

Aftereffects of Overthinking:

Do you know overthinking can push you towards depression? The thing is when people think a lot about a circumstance it will affect their brains. Consistent thinking on the same will make you sad and emotional. The emotions will then lead you towards crying and regret.

Many people start blaming themselves for the worst incident in their life. All this will happen just due to overthinking. If you are stuck on a bad experience for years then it will destroy you completely. Overthinking can cause serious brain issues like brain hemorrhage.

People may also face some other mental disorders. It can further decrease your hunger and you may get some stomach disorders as well. Some people end to a stage of anxiety and depression in which no one can help them. If you are facing the overthinking issue, let’s see how to relax your mind from overthinking here:

Two Main Steps to Stop Overthinking:

1.    Keep Yourself Busy

Distraction is the simplest solution to avoid overthinking. If a person has a habit of overthinking, then he should try to make himself busy. Overthinking is a task of spare time. If you stay busy the whole day, then you don’t have enough time for overthinking.

Moreover, you can seek to manage your routine task. A busy schedule is a lesson for those who don’t know how to manage a lot of tasks at once. It will also help you to overcome overthinking. Therefore, try to keep yourself distracted in some other activities to stop overthinking.

2.    Control Your Fears

Fear is the main issue which forces people to overthink. For example: If you have a fear of cats then you might get afraid whenever you see a cat. Sometimes you feel so afraid that you can’t stop yourself to think about that incident. This is what fear does with you.

It controls your brain and enforces you to react to that situation. Thus, instead of searching for how to relax from overthinking, try to control your fears first. It will not only help you to get relief from overthinking but you can also get fear-free in any case.


Overthinking is a life-threatening disease more than any other disease. It is because overthinking has a connection with the brain. Thus, stop fighting with overthinking and overcome it timely.

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Top 4 Soil Amendments from the List of Soil Amendments




Gardening is a famous hobby people do in their spare time, but some have to perform it as their duty. Planting trees seems easy, but you have to put a lot of effort into them. If you see some beautiful & green trees around you and want one like them, you have to arrange the soil.

Soil is a necessary element in the growth of a tree. Do you need clarification on how to get the perfect soil for growing multiple plants in your garden? Don’t worry; there is a list of soil amendments from which you can choose the best.

It is because the market is full of soil amendments. All of them are a mixture of organic and inorganic soil that can compensate for your garden soil. Let’s have a look at this list here:

1.   Manure

It’s obvious that animal waste is more productive in growing healthy plants. That’s what animal manure did. Now, the question is, which animal manure is more suitable to mix with soil for your lawn? Poultry animals like hens, sheep & rabbits have protein-filled manure.

Have you heard about the power of horses? That’s why its manure is more effective than all other manure. The horse manure will also contain weed seeds. Try to avoid using cat or dog manure for your garden soil.

2.   Compost

What all of you have done with your wasted food? It must be dumped in a dustbin. What if this wasted food helps you in growing plants? It’s possible to make it a soil amendment for an improvement in the growth of plants.

So instead of throwing the veggies or fruits scrap in a bin, you can use them as soil. Just mix them in the soil you have created for your garden. Get benefits from the wasted food and a garden full of distinct plants.

3.   Wood Chips

Do you love having chips or French fries? Who never likes chips-shaped French fries? What if you’ll get wood chips instead of real ones? It’s difficult to chew and digest these chips. Don’t worry; it’s not to eat; it’s to add to the soil you have made for your garden.

Everyone knows that a plant needs good fertilizer. Wood chips are the perfect fertilizer for the development of your plant. It will release nitrogen after the decomposition process. If you want a healthy and long plant, use this soil amendment as your fertilizer.

4.   Bio Solids

Have you heard about biosolids before? These are the organic fertilizers that are made from the waste of food. The food you waste will pass through a water process and take the shape of a fertilizer. It can also be from poop.

Biosolids are the ideal fertilizers as they have passed a natural biological process to convert into the soil. That’s what a biosolid is, which all of you utilize in your lawn or field to grow plants. The need is to select the best soil from the list of soil amendments.

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Can You Eat Corn with Diverticulitis?




Eating is the most liked habit ion people around the world. Sometimes this eating can cause them serious issues. That’s what it did with diverticulitis patients. Most of them think that they can have any food they love. It’s not right, and they must follow a diet. On the other hand, a misconception about diverticulitis grows that any corn is not allowed in it. Are corns dangerous in diverticulitis? Do you think it’s true? If you want to find the truth behind this misconception, have a look at the details below:

What is Diverticulitis?

It’s a stage where you’ll get a pouch inside your large intestine. The lining of the large intestine is the borders around it. When you get some big pouches in these linings, it will surely be a disease called diverticulitis.

The lining will get inflammation in this situation. It will lead to severe pain. On the contrary, if you have an issue with the abdomen, it will be a life-threatening disease. Just get its medication as soon as possible.

Does Improper Diet Affect Diverticulitis?

Everything that doesn’t suit your body is always harmful. Similarly, if you take an improper diet while having a disease of diverticulitis, it will be dangerous for you. The size of these pouches in your large intestine lining will increase.

The chemicals inside these pouches will emerge after bursting inside your intestine. Once it crosses the limit, you’ll face immense pain, and it may get burst inside your body. It will be a risky stage, so you have to take a proper diet while having this disease.

Diet Plan in Diverticulitis:

When you get a kidney stone, the doctor prescribes you to drink lots of water. The same situation is here in the case of this. The specific things which a doctor will suggest to you while having this disease are:

  • Fresh Fruits Juice
  • Water
  • Ice pops
  • Chicken Broth

You can have low-fiber food when you start recovering from this disease. After that, you can take vegetables, fresh fruits, beans, whole grains, and pasta.

Things not to Eat in Diverticulitis:

Now, the misconception about popcorn comes. People have to take a low-fiber diet, and they can’t have things that can be hard to chew or digest. Here are the things that you cannot eat while facing diverticulitis:

Does it mean that you can’t have popcorn in diverticulitis? It’s incorrect because the latest research on this proves it’s a rumor. No scientist has confirmed that popcorn is not allowed in the diet while having diverticulitis.

It means you can have corn while fighting diverticulitis. On the contrary, these corns should be made from ice or water. It is because water and ice are not heavy to digest. This will not only fulfill your craving but also be healthy and beneficial.


Diverticulitis is not a disease; it’s a chance to fight with yourself. You can prove to yourself that nothing is impossible by following the diet. Refrain from all improper diets and get rid of this disease.

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