<SEC-DOCUMENT>0001004878-16-000419.txt : 20160502
<SEC-HEADER>0001004878-16-000419.hdr.sgml : 20160502
<ACCEPTANCE-DATETIME>20160502141849
ACCESSION NUMBER: 0001004878-16-000419
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20160429
ITEM INFORMATION: Other Events
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20160502
DATE AS OF CHANGE: 20160502
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: AmeriCann, Inc.
CENTRAL INDEX KEY: 0001508348
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742]
IRS NUMBER: 274336843
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54231
FILM NUMBER: 161611154
BUSINESS ADDRESS:
STREET 1: 3200 BRIGHTON BLVD.
STREET 2: UNIT 114
CITY: DENVER
STATE: CO
ZIP: 80216
BUSINESS PHONE: 303-898-9832
MAIL ADDRESS:
STREET 1: 3200 BRIGHTON BLVD.
STREET 2: UNIT 114
CITY: DENVER
STATE: CO
ZIP: 80216
FORMER COMPANY:
FORMER CONFORMED NAME: Americann, Inc.
DATE OF NAME CHANGE: 20140516
FORMER COMPANY:
FORMER CONFORMED NAME: Nevada Health Scan, Inc.
DATE OF NAME CHANGE: 20101220
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8k801convertreit5-16.txt
<DESCRIPTION>8-K RE REIT
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934 Date of Report (date of earliest event reported): April 29,
2016
AMERICANN, INC.
---------------
(Exact name of registrant as specified in its charter)
Delaware 000-54231 27-4336843
---------------------------- ------------------- ------------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
3200 Brighton Blvd., Unit 144
Denver, CO 80216
---------------------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (303) 862-9000
------------------------
(Former name or former address if changed since last report)
Check 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 (see General Instruction A.2. below)
[ ] 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-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
<PAGE>
Item 8.01. Other Events
On April 29, 2016, the Company issued a press release, filed as Exhibit
99, concerning its intent to convert to a Real Estate Investment Trust ("REIT").
Item 9.01. Financial Statements and Exhibits
Number Description
99 April 29, 2016 press release.
<PAGE>
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: April 29, 2016
AMERICANN, INC.
By: /s/ Timothy Keogh
---------------------------------
Timothy Keogh, Chief Financial Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>form8kreitexh995-16.txt
<DESCRIPTION>EXH 99 - PRESS RELEASE RE REIT
<TEXT>
EXHIBIT 99
<PAGE>
AmeriCann Board Approves Plan to Convert to First Medical Cannabis REIT
Developer Plans Real Estate Investment Trust (REIT) Status to Accelerate
National Expansion
DENVER, CO / ACCESSWIRE / April 29, 2016 / AmeriCann, Inc. (ACAN), a company
that designs, develops and owns advanced medical cannabis facilities, today
announced that its Board of Directors has approved unanimously a plan for the
company to pursue conversion to real estate investment trust (REIT) status. The
Company expects to elect REIT status subject to completion of related
preparatory work and the obtaining of necessary third-party consents.
The Company currently has projects in various stages of development in several
states with over 1,000,000 square feet currently designed. The Company recently
announced agreements with tenants for projects in Massachusetts and Delaware.
"This announcement to convert to a REIT is significant for our Company," stated
Ben Barton, AmeriCann's Chairman. "As more states join the modernization towards
regulated medical marijuana, there will be a corresponding need to build the
infrastructure necessary to serve patients in these states. We believe that the
REIT structure for us supports this objective and positions us to achieve a
greater level of profitability and long-term shareholder value."
The investment community has developed an appreciation for the benefits of
focused specialty REITs. AmeriCann's goal is to develop and own a significant
portion of the estimated $27 billion in real estate that the cannabis industry
will require nationwide.
AmeriCann does not cultivate, process or distribute cannabis. It develops and
leases proprietary state-of-art facilities to licensed operators exclusively in
regulated markets.
The Company's facilities will be designed utilizing AmeriCann's proprietary
system known as "Cannopy." AmeriCann has drawn on its team's extensive
experience in traditional horticulture, lean manufacturing, medical research,
facility construction, regulatory compliance, security, cannabis cultivation and
genetics, extraction processes, and infused product development.
AmeriCann's sustainable greenhouse designs are more energy efficient than
traditional indoor warehouse facilities that rely exclusively on artificial
lighting. This can lower utility bills by up to 75%. Also, harnessing natural
sunlight is the best energy source for plants.
"The medical cannabis industry is one of the fastest growing segments in the
country," stated Company President Tim Keogh. "The REIT status, with the
potential for regular tax advantaged quarterly distributions, would provide an
ideal structure for AmeriCann to obtain the capital necessary to fund our
aggressive development plans."
<PAGE>
Congress created REITS over 55 years ago in order to give all investors the
opportunity to invest in large-scale, diversified portfolios of income-producing
real estate. To qualify as a REIT a company must pay at least 90 percent of its
taxable income in the form of shareholder dividends each year.
According to the National Association of Real Estate Investment Trusts, at the
start of 2016, there were more than 200 REITs in the U.S. registered with the
SEC that traded on one of the major stock exchanges. These REITs have a combined
equity market capitalization of nearly $1 trillion. In 2014, listed U.S. REITs
paid out $41 billion in dividends.
The process to convert to a REIT is subject to shareholder approval and requires
third party consents. The Company has not yet identified a specific conversion
date to REIT status. Additionally, REITs have certain ownership restrictions and
distribution requirements that are unique to REITs.
About AmeriCann
AmeriCann designs, develops and owns advanced medical cannabis facilities to
produce the best possible medical cannabis in the most efficient manner
utilizing advanced, sustainable practices. The Company has over 1,000,000 square
feet of facilities in various stages of development in Colorado, Massachusetts,
Delaware, and Illinois. AmeriCann does not cultivate, process or distribute
cannabis, but partners with local business to serve marijuana patients in their
communities. More information about the Company is available at:
www.americann.co.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act") (which Sections
were adopted as part of the Private Securities Litigation Reform Act of 1995).
Statements preceded by, followed by or that otherwise include the words
"believe," "anticipate," "estimate," "expect," "intend," "plan," "project,"
"prospects," "outlook," and similar words or expressions, or future or
conditional verbs such as "will," "should," "would," "may," and "could" are
generally forward-looking in nature and not historical facts. These
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the Company's actual results, performance or
achievements to be materially different from any anticipated results,
performance or achievements. The Company disclaims any intention to, and
undertakes no obligation to, revise any forward-looking statements, whether as a
result of new information, a future event, or otherwise. For additional risks
and uncertainties that could impact the Company's forward-looking statements,
please see the Company's Annual Report on Form 10-K for the year ended September
30, 2015, which the Company has filed with the SEC and which may be viewed at:
http://www.sec.gov
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>