Green Growth Brands (CSE: GGB) (OTCQB: GGBXF), a
lifestyle-oriented cannabis company, on Monday announced an amendment to the
share purchase agreement dated June 3, 2019 with Spring Oaks Greenhouses, Inc.
Per the amended agreement, GGBXF will acquire all of the issued and outstanding
shares of capital stock of Spring Oaks. According to the amendment, the
purchase price of $54,650,000 will be comprised of a previously paid deposit of
$1,350,000; a cash payment of $2,000,000 at closing, subject to certain
adjustments acknowledged in the agreement; a cash payment of $3,000,000 due on
August 31, 2019; the issuance of 7,133,297 common shares of GGBXF to the owners
of Spring Oaks representing a total of $17,100,000 at a price of $2.39 each;
the issuance of 8,094,210 additional common shares to the owners of Spring Oaks
representing a total of $14,000,000, at a price of $1.72 each; the issuance of
a two-year convertible secured promissory note in the aggregate principal
amount of $11,400,000 that will bear interest at a rate of 15%, payable after
the first year, and with a 24 month maturity date from closing and a conversion
rate equal to $2.39; and the issuance of a one-year convertible secured
promissory note in the aggregate principal amount of $5,800,000. The one-year
note will bear interest at a rate of 15%, simple interest, per annum, and has a
maturity date of 12 months following the date of closing. At the option of
Spring Oaks, the one-year note is convertible on the maturity date into common
shares of GGBXF at a conversion rate of $1.72. The shares issued as part of the
purchase price are subject to a lock-up agreement for 20 months following the
date of closing, to be released in increments of 1/20 over that time period. In
addition, GGBXF will pay a fee of $500,000 to Jeremy Giles in connection with the
anticipated closing. The fee will be comprised of a cash payment in the amount
of $250,000 and the issuance of common shares totaling $250,000, priced at
$1.72 each. GGBXF and Giles are expected to enter into a consulting services
agreement for governmental relations services.
To view the full press release, visit http://ibn.fm/YiVJW
About Green Growth Brands
Green Growth Brands creates remarkable experiences in
cannabis and CBD. Led by CEO Peter Horvath and a leadership team of
consumer-focused retail experts, the company’s brands include CAMP, Seventh
Sense Botanical Therapy, The+Source, Green Lily, and Meri + Jayne. The company
also has a licensing agreement with the Greg Norman(TM) Brand to develop a line
of CBD-infused personal care products designed for active wellness. Already
driving the strongest sales per square feet in the cannabis industry, GGB is expanding
its cannabis operations throughout the U.S., its CBD presence at
ShopSeventhSense.com, in malls across the country and at DSW shoe stores—and
that’s just the beginning. For more information, visit the company’s website
at www.GreenGrowthBrands.com.
NOTE TO INVESTORS: The latest news and updates
relating to GGBXF are available in the company’s newsroom at http://ibn.fm/GGBXF
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