IGNITE International Brands, Ltd. Announces the Hiring of a New President, Closing of Non-Brokered Private Placement of Unsec...
09 June 2020 - 9:00PM
IGNITE International Brands, Ltd. (CSE:BILZ, OTCQX: BILZF)
(“
IGNITE” or the “
Company”), a
global consumer packaged goods brand, is pleased to announce that
it has hired a new President, Lester Lee, with a proposed start
date of June 15, 2020. Mr. Lee has over 25 years of management
leadership experience with consumer products companies, such as
Truck Accessories Group, Apollo Brands, Philips Norelco, Spectrum
Brands and AT&T Wireless. Having earned the management titles
of President, CEO and Director, Mr. Lee has a consistent track
record of providing above market performance by developing world
class teams to execute in all disciplines of operations, revenue
growth and product innovation. Mr. Lee will also join the board of
IGNITE as a director.
In connection with Mr. Lee’s appointment, the
Company will grant Mr. Lee 1,500,000 options to purchase
subordinate voting shares in the capital of the Company pursuant to
the Company’s stock option plan (the “Options”).
The Options entitle the holder thereof to acquire, in aggregate, up
to 1,500,000 subordinate voting shares of the Company at an
exercise price of CA$2.25 per subordinate voting share, expiring on
June 3, 2024.
Curtis Heffernan, the Company’s Acting
President, has left the Company as of June 8, 2020 to pursue other
opportunities.
Debentures
The Company is also pleased to announce today
that it has closed another non-brokered, private placement of
convertible debentures (the “Debentures”) for
proceeds of CA$5 million from International Investments, Ltd.
(“II”). The principal balance will accrue interest
at a rate of 10% per annum, with the principal and interest due on
the maturity date of the Debenture (the “Maturity
Date”). The Maturity Date is the earlier of (i) June 7,
2022; and (ii) the Company achieving a minimum of CA$10,000,000 of
(x) earnings before interest, taxes, depreciation and amortization
and; (y) free cash flow, as reported in its annual or quarterly
financial statements.
Prior to the Maturity Date, II has the right to
convert the balance of principal and interest payable thereunder to
subordinated voting shares in the capital of the Company at a price
per subordinate voting share equal to CA$1.58 (being 125% of the
closing market price for the Company’s subordinate voting shares on
the CSE on the last day of trading of immediately prior to the
issuance of the Debenture).
The issuance of the Debenture constitutes a
related-party transaction under Multilateral Instrument
61-101-Protection of Minority Security Holders in Special
Transactions (“MI 61-101”) since II is a
related party of IGNITE by virtue of being affiliated with Veritas
Investments, Ltd. and Vulcan SKN, two entities that own
approximately 16% of the issued and outstanding securities of the
Company (assuming the conversion of all proportionate voting shares
to subordinate voting shares). The Company has relied on
exemptions from the formal valuation and minority shareholder
approval requirements of MI 61-101 contained in
Sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the
fair market value (as determined under MI 61-101) of the
subject matter of, nor the fair market value of the consideration
for, the transaction, insofar as it involved related parties,
exceeded 25% of the Company’s market capitalization as determined
under MI 61-101.
Issuance of Options
IGNITE is also pleased to announce today that it
has granted 400,000 Options to Paul Dowdall (the Company’s new CFO)
pursuant to the Company’s stock option plan. The Options entitle
the holder thereof to acquire, in aggregate, up to 400,000
subordinate voting shares of the Company at an exercise price of
CA$2.25 per subordinate voting share, expiring on June 3, 2024.
ABOUT IGNITE
IGNITE is a global consumer brand, operating in
the premium product segment of the market. Founded by Dan
Bilzerian, the Company’s ‘quality-first’ approach is fundamental to
the brand and its products. Originally operating in the cannabis
and hemp-derived cannabidiol (CBD) wellness space, IGNITE was able
to establish its brand awareness. IGNITE product categories now
include a full line of CBD oil tinctures, CBD topicals, CBD pet
products and CBD vape devices, produced by various partners and
sold through select distributors, brick and mortar retailers, and
online through the Company’s website, ignite.co. The IGNITE THC
product line, which was launched subsequent to the CBD product
line, incorporates quality, locally sourced, cannabis products.
Since the launching of its THC and CBD products,
the Company has expanded into the beverage space, launching a full
line of functional performance enhancing drinks. The IGNITE
beverage line currently consists of PH-alkaline balanced water, a
line of premium performance drinks, named Z-RO as well as a
gluten-free, seven-time distilled vodka. IGNITE beverages will be
distributed nationally within the United States and available to
purchase on the IGNITE beverages website, IgniteBeverages.co.
IGNITE is a socially responsible company and is
committed to using its marketing and brand power as a positive
catalyst for a healthy lifestyle. The IGNITE management team
believes that socially responsible oriented actions have a positive
impact on the Company, its employees and its shareholders.
Shares of IGNITE are listed on the Canadian
Securities Exchange (CSE) under the symbol “BILZ” and quoted in the
United States on the OTCQX under the symbol “BILZF”.
Further information on IGNITE can be found on
the Company’s website at ignite.co
For further information, please contact: Linda
K. Menzel, General CounselTel: 310-867-3859Email:
linda.menzel@ignite.co
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