UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act
November 28, 2018
Date of Report (Date of Earliest Event Reported)
Phoenix Life Sciences International Limited.
(Exact name of registrant as specified in its charter)
| Nevada | 333-167275 | 46-0525378 | ||
| (State or other jurisdiction | (Commission File Number) | (IRS Employer | ||
| of Incorporation) | Identification Number) | |||
3000 Lawrence Street Denver, CO 80205 1.720.699.7222 or Investor Relations +1.888.717.5655 |
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
PHOENIX LIFE SCIENCE INTERNATIONAL LIMITED
Form 8-K
Current Report
| ITEM 7.01 | REGULATION FD DISCLOSURE |
On November 28, 2018, the Company’s Board of Directors announced that Angus Stewart has joined the company as the Agriculture and Horticulture Senior Advisor. Mr. Stewart has over two decades of experience specializing in horticulture and is currently an Agricultural and Horticultural Scientist and Consultant Plant Breeder of approximately 100 commercially released plant cultivars. He is an Honorary Research Associate at the University of Tasmania and has been involved in multiple significant studies including several on the benefits of cannabidiol (CBD). Additionally, Stewart has extensive experience with plant breeding techniques of all levels and is well versed in the best practices for the production and extraction of botanical active ingredients like cannabinoids. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 7.01 and the exhibit attached hereto are furnished to, but not filed with, the Securities and Exchange Commission.
On December 6, 2018, the Company’s Board of Directors announced that the Company has released an online version of its Investor Relations deck with an accompanying video presentation on its website and at http://phxlife.net/PLSI-Deck. The deck and presentation walks prospective investors through the company’s background, overall mission, business model, future plans and information on how to invest in Phoenix Life’s goal of transforming the future of global healthcare. A copy of the press release is attached hereto as Exhibit 99.2. The information in this Item 7.01 and the exhibit attached hereto are furnished to, but not filed with, the Securities and Exchange Commission.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d)
Exhibits.
| Exhibit | |
| Number | Description of Exhibit |
| 99.1 | Press Release issued November 28, 2018. |
| 99.2 | Press Release issued December 6, 2018. |
| 2 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Phoenix Life Science International Limited
| |||
| Date: December 7, 2018 | By: | /s/ Martin Tindall | |
| Martin Tindall | |||
| Chief Executive Officer | |||
| 3 |
Phoenix Life Sciences International Limited 8-K
Exhibit 99.1
Phoenix Life Sciences International Announces Angus Stewart as Company’s New Agriculture and Horticulture Senior Advisor
DENVER, CO – November 28, 2018 – Phoenix Life Sciences International Limited (OTC: PLSI) (“Phoenix Life”), an international adaptive healthcare solutions company, today announced that Angus Stewart has joined the company as the Agriculture and Horticulture Senior Advisor.
Angus Stewart has over two decades of experience specializing in horticulture and is currently an Agricultural and Horticultural Scientist and Consultant Plant Breeder of approximately 100 commercially released plant cultivars. He is an Honorary Research Associate at the University of Tasmania and has been involved in multiple significant studies including several on the benefits of cannabidiol (CBD). Additionally, Stewart has extensive experience with plant breeding techniques of all levels and is well versed in the best practices for the production and extraction of botanical active ingredients like cannabinoids.
“As Phoenix Life Sciences International continues to expand its reach to help more patients in need, we are proud to add such a well-respected horticulturist like Angus Stewart to the team,” said Phoenix Life Sciences International CEO Martin Tindall. “We are excited to have such highly-skilled and passionate advisors joining with us to achieve our mission of shifting global healthcare.”
Stewart is the recipient of the Outstanding Contribution to
Horticulture Award and the Allan Seale Award for Services from the New South Wales, Australia Nursery and Garden Industry Association.
He is a published author and has written several papers and books on plant propagation and gardening. He has already created a
production plan for the 50 acres of medicinal cannabis Phoenix Life plans to cultivate in the new year.
“After thorough research into the benefits of medical cannabis and botanical pharmaceuticals, I am excited to join Phoenix Life Sciences’ mission of transforming the future of global healthcare,” said Angus Stewart. “I believe that my expertise will allow me to help cultivate the best ingredients for the many pharmaceutical products the company intends to offer.”
To learn more about Phoenix Life Sciences International, please visit https://plsi.co/#about.
###
About Phoenix Life Sciences International Limited
Phoenix Life Sciences International Limited is an adaptive healthcare solutions company. Our business is to advance research and integrate programs and manufacturing of products that target and treat diabetes, pain, cancer, and address psychological, gastrointestinal, autoimmune, neurological and sleep disorders. We strive to create partnerships and integrate these programs for human health into communities worldwide as part of our Global Health Initiative.
FORWARD-LOOKING STATEMENTS
Information contained in this press release regarding Phoenix Life Sciences International, Limited and its subsidiaries, (the “Companies”) may constitute forward-looking statements or statements which may be deemed or construed to be forward-looking statements. The words “plan”, “forecast”, “anticipates”, “estimate”, “project”, “intend”, “expect”, “should”, “believe,” and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve, and are subject to, known and unknown risks, uncertainties and other factors which could cause the Company’s actual results, performance (financial or operating) or achievements to differ from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. The risks, uncertainties and other factors are more fully discussed in the Company’s filings with the U.S. Securities and Exchange Commission. All forward-looking statements attributable to the Companies herein are expressly qualified in their entirety by the above-mentioned cautionary statement. The Companies disclaim any obligation to update forward-looking statements contained in this press release, except as may be required by law.
FOOD AND DRUG ADMINISTRATION (FDA) DISCLOSURE
These statements have not been evaluated by the FDA and therefore the products sold by Phoenix Life Sciences International are not available on U.S.
LEGAL DISCLOSURE
Phoenix Life Sciences International does not sell or distribute any products in the United States that are in violation of the United States Controlled Substances Act (US.CSA). This company does not grow, sell, and distribute cannabis-based products in the United States and is solely involved with the legal distribution of medical cannabis-based products within certain international markets outside of the United States.
Investor Contact:
Phone: 1.888.717.5655 or international +1.720.699.7222
E-mail: investor.relations@phoenixlife.co
Media Contact:
Kathryn Reinhardt
CMW Media
Kathryn@cmwmedia.com
619-972-3089
Phoenix Life Sciences International Limited 8-K
Exhibit 99.2
Phoenix Life Sciences International Announces the Release of the Company’s Investor Relations Deck and Accompanying Video Presentation
DENVER, CO – December 6, 2018 – Phoenix Life Sciences International Limited (OTC: PLSI) (“Phoenix Life”), an international adaptive healthcare solutions company, today announced that it has released an online version of its Investor Relations deck with an accompanying video presentation on its website and at http://phxlife.net/PLSI-Deck.
During the presentation video, Phoenix Life CEO Martin Tindall walks prospective investors through the company’s background, overall mission, business model, future plans and information on how to invest in Phoenix Life’s goal of transforming the future of global healthcare.
“We are excited to release our Investor Relations deck and video presentation on our company website to provide investors in the public markets with a clear understanding of the business of Phoenix Life, our mission and our objectives,” said Phoenix Life Sciences International CEO Martin Tindall. “With all of the momentum our company is experiencing, we have received continued interest in better understanding our company and our vision. Through this presentation, we hope to share more about Phoenix Life’s global vision of creating natural alternatives to traditional healthcare and further attract further scientific partners to join us in our mission.”
Phoenix Life plans to utilize a vertically integrated operation to produce its medical cannabis pharmaceutical products and ensure maximum efficacy. The company aims to partner with the single-payer healthcare systems of both established and emerging economies to conduct medical studies on cannabis for diabetes and establish programs for diabetes patients to receive the company's botanically derived products.
The company is also releasing videos on its website for the public to learn about its Medical Advisory Board, its Product Pipeline and Background Story. This further expands our News and Media coverage section of our website. To learn more about what the news is saying about Phoenix Life Sciences International, please visit the company’s “In the News” page at: https://plsi.co/news/
To watch the Investor Relations deck presentation, please visit http://phxlife.net/PLSI-Deck
To learn more about Phoenix Life Sciences International, please visit https://www.phoenixlife.co
About Phoenix Life Sciences International Limited
Phoenix Life Sciences International Limited is an adaptive healthcare solutions company. Our business is to advance research and integrate programs and manufacturing of products that target and treat diabetes, pain, cancer, and address psychological, gastrointestinal, autoimmune, neurological and sleep disorders. We strive to create partnerships and integrate these programs for human health into communities worldwide as part of our Global Health Initiative.
FORWARD-LOOKING STATEMENTS
Information contained in this press release regarding Phoenix Life Sciences International, Limited and its subsidiaries, (the “Companies”) may constitute forward-looking statements or statements which may be deemed or construed to be forward-looking statements. The words “plan”, “forecast”, “anticipates”, “estimate”, “project”, “intend”, “expect”, “should”, “believe,” and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve, and are subject to, known and unknown risks, uncertainties and other factors which could cause the Company’s actual results, performance (financial or operating) or achievements to differ from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. The risks, uncertainties and other factors are more fully discussed in the Company’s filings with the U.S. Securities and Exchange Commission. All forward-looking statements attributable to the Companies herein are expressly qualified in their entirety by the above-mentioned cautionary statement. The Companies disclaim any obligation to update forward-looking statements contained in this press release, except as may be required by law.
FOOD AND DRUG ADMINISTRATION (FDA) DISCLOSURE
These statements have not been evaluated by the FDA and therefore the products sold by Phoenix Life Sciences International are not available on U.S.
LEGAL DISCLOSURE
Phoenix Life Sciences International does not sell or distribute any products in the United States that are in violation of the United States Controlled Substances Act (US.CSA). This company does not grow, sell, and distribute cannabis-based products in the United States and is solely involved with the legal distribution of medical cannabis-based products within certain international markets outside of the United States.
Investor Contact:
Phone: 1.888.717.5655 or international +1.720.699.7222
E-mail: investor.relations@phoenixlife.co
Media Contact:
Kathryn Reinhardt
CMW Media
Kathryn@cmwmedia.com
619-972-3089