Vibe Announces Agreement to Acquire a Second California Cannabis Cultivation Facility
09 March 2020 - 10:00PM
Vibe Bioscience Ltd. (CSE: VIBE) (the
“
Company” or “
Vibe”), a
vertically integrated cannabis retailer and cultivator is pleased
to announce that its wholly-owned subsidiary has entered into an
acquisition agreement (the “
NGEV Purchase
Agreement”) to acquire a 13,500 square foot cannabis
cultivation facility (“
Cultivation Facility”) in
Crescent City, California. Under the NGEV Purchase
Agreement with security holders (collectively, the
“
NGEV Vendors”) of NGEV, Inc.
(“
NGEV”), Vibe’s subsidiary acquire all issued and
outstanding shares of NGEV. The acquisition will be completed with
the issuance of 600,000 common shares of Vibe and the assumption of
approximately US$463,000 in term debt, subject to the terms and
conditions of the NGEV Purchase Agreement.
NGEV, a corporation organized under the laws of
California, owns a production facility, cannabis cultivation
equipment and leases land in Crescent City, California. The
cultivation facility provides a turnkey operation that has
historically produced cannabis flower, clones and seeds. In
addition to the immediate synergies with Vibe’s California
operations, the leased land offers a future expansion opportunity
to increase the cultivation canopy by up to 40%. The transaction
will provide Vibe with a second licensed facility and is expected
to enhance the profitability of Vibe’s Hype Cannabis Co. branded
products.
"We expect this acquisition to generate
shareholder value by growing our market share and generating
additional brand equity. It will also support our expanding retail
assets, improve margins, and profitability through vertical
integration. I strongly believe the NGEV Acquisition represents a
unique and strategic opportunity to add cultivation capacity to our
existing Hype Cannabis Co. high-quality flower, distillate vape
cartridges and wax concentrates," said CEO Mark Waldon.
The completion of the NGEV Acquisition is
subject to, among other things, the receipt of regulatory approvals
(including, if required, the approval of the Canadian Securities
Exchange), receipt of certain consents from third parties, and the
satisfaction or waiver of closing conditions. Vibe intends to
commence cultivation operations immediately upon receipt of all
written regulatory approvals. Completion of the NGEV Acquisition is
expected to occur on or about April 15, 2020.
About Vibe Bioscience Ltd. Vibe
is a vertically integrated cannabis company delivering exceptional
retail experiences with its Vibe by California brand and ethos,
premier cultivation product and high-efficiency delivery and
on-line sales. The Company’s management team brings expertise in
retail, cannabis cultivation and mergers and acquisitions to
support its U.S. expansion through accretive acquisitions and
organic growth.
For more information, please visit
www.vibebycalifornia.com.
Forward-Looking Information
Certain statements contained in this press release constitute
forward-looking information. These statements relate to future
events or future performance. The use of any of the words
“anticipate”, “could”, “intend”, “expect”, “believe”, “will”,
“projected”, “estimated” and similar expressions and statements
relating to matters that are not historical facts are intended to
identify forward-looking information and are based on the parties’
current belief or assumptions as to the outcome and timing of such
future events. Actual future results may differ materially.
Forward-looking information in this press
release include statements concerning Vibe’s expectations that the
NGEV Acquisition will enhance the Company’s profitability, grow
market share, generate brand equity and drive shareholder value,
expectations concerning the closing date of the acquisition, and
all other statements that are not statements of historical
fact.
The forward-looking information contained in
this press release is made as of the date hereof and the Company
undertakes no obligation to update or revise any forward-looking
information, whether as a result of new information, future events
or otherwise, except as required by applicable securities laws.
Because of the risks, uncertainties and assumptions contained
herein, investors should not place undue reliance on
forward-looking information. The foregoing statements expressly
qualify any forward-looking information contained herein. Risk
factors related to the Company are described in the Company’s
Listing Statement dated March 25, 2019 and most recently filed
management’s discussion and analysis, copies of which are available
under the Company’s profile on the SEDAR website at
www.sedar.com.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
in the United States. The securities have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the “U.S. Securities Act”) or any State securities laws
and may not be offered or sold within the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable State securities laws or an exemption from such
registration is available. Not for distribution to U.S. Newswire
Services or for dissemination in the United States. Any failure to
comply with this restriction may constitute a violation of U.S.
securities laws.
Unlike in Canada which has Federal legislation
uniformly governing the cultivation, distribution, sale and
possession of medical cannabis under the Cannabis Act (Federal),
readers are cautioned that in the U.S., cannabis is largely
regulated at the State level. To the knowledge of Vibe Bioscience
Ltd., there are to date a total of 33 states, plus the District of
Columbia, that have legalized cannabis in some form.
Notwithstanding the permissive regulatory environment of medical
cannabis at the State level, cannabis continues to be categorized
as a controlled substance under the Controlled Substances Act in
the U.S. and as such, cannabis-related practices or activities,
including without limitation, the manufacture, importation,
possession, use or distribution of cannabis are illegal under U.S.
Federal law. Strict compliance with State laws with respect to
cannabis will neither absolve Vibe Bioscience Ltd. of liability
under the U.S. Federal law, nor will it provide a defense to any
Federal proceeding, which may be brought against Vibe Bioscience
Ltd. Any such proceedings brought against Vibe Bioscience Ltd. may
adversely affect its operations and financial performance.
Contact Information
Company Contact:Mark Waldron,
CEOPhone: +1 833-420-VIBE Email: info@vibebycalifornia.com
Website: www.vibebycalifornia.com
Investor Relations Contact:Glen
NelsonPhone: +1 833-420-VIBE x 107Email:
ir@vibebycalifornia.com
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