Vancouver, British Columbia–(Newsfile Corp. – July 14, 2017) – Naturally Splendid Enterprises (TSXV: NSP) (FSE: 50N) (OTCQB: NSPDF) plans to acquire 100% of a Vancouver-based, innovative, natural food company. The privately owned company, with products found in major retailers across Canada, focuses on the development and production of nutritious products for the meal replacement market, has accumulated sales of approximately $8 million over the past four years.
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Naturally Splendid CEO Mr. Dave Eto stated: “This proposed acquisition represents a significant advancement in our strategic plan. By acquiring the target company, we expect to add both to our product offerings and revenues while also accessing the target’s existing distribution channels to introduce the NATERA(R) retail lines both domestically and internationally. I am familiar with the history of the target company as well as its key executives, and I am confident the synergy between our organizations will benefit Naturally Splendid.“
The company is building an expanding portfolio of patents and proprietary intellectual property focused on the commercial uses of industrial hemp and non-psychoactive cannabinoid compounds in a broad spectrum of applications.
As part of the acquisition, Naturally Splendid will take ownership of approximately $320,000 of automated manufacturing equipment and related lease obligations, all retail lines and trademarks, intellectual property, as well as all inventory and other working capital, and assume current lines of credit of approximately $250,000. All key executives and employees are expected to remain with the company.
Naturally Splendid, a biotechnology and consumer products company, is developing, producing, commercializing, and licensing an entirely new generation of plant-derived, bioactive ingredients, nutrient dense foods, and related products. The target company’s line of products complements Naturally Splendid’s current retail offerings, and its expertise in creating innovative products is an excellent platform for the ingredient technologies supplied by Naturally Splendid.
Naturally Splendid will issue approximately 1,100,000 shares, valued at $200,000 and subject to escrow, and pay $200,000 on or before December 29, 2017. The vendors will also be entitled to performance based compensation equal to 25% of specified sales that exceed $3,250,000 per year, from 2018 to 2022, which will be capped at $1,209,000.
The company announced a non-brokered private placement to raise gross proceeds of up to $1,250,000 through the issuance of 6,944,444 units at $0.18 per unit, with each unit consisting of 1 share and one-half a warrant, with each full warrant exercisable $0.27 for 24 months, subject to an acceleration clause. In addition to accredited investors, the private placement is also available to current shareholders.
The shares are trading at $0.185, and with 76 million shares outstanding, the company is capitalized at $14.1 million.
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