TORONTO, Aug. 29, 2019 /CNW/ - 48North Cannabis Corp.
("48North" or the "Company") (TSXV: NRTH) is pleased
to announce that it has closed the previous announced definitive
agreement dated August 22, 2019
("Definitive Agreement") to acquire Rare Industries, Inc.
("Quill"), a U.S. multi-state Vape Technology brand
("Acquisition") with product distribution in Oregon and Washington and near-term expansion plans for
California and Nevada. The acquisition marks 48North's first
foray into the United States.
Quill, a leader in the manufacturing of beautifully designed,
lifestyle-focused and sleek vape products, specializes in the
development of easy-to-use, controlled-dosage and health-focused
disposable vape pens.
Quill distributes its unfinished branded proprietary vape
delivery hardware to licensed cannabis processors who finish the
products (including by filling the hardware with cannabis extracts)
and distribute the finished products to licensed cannabis
retailers. Quill is not itself engaged in the cultivation,
distribution or possession of cannabis in the United States.
This year, in addition to Quill's established products, the
company is launching a full-spectrum, hemp based, CBD-specific,
internationally distributed, all-in-one vaporizer pen. As a result,
48North-owned products will now have multi-state distribution and
the ability to be licensed globally, where legally
permitted.
"48North recognizes the importance of entering the burgeoning
U.S market. I believe that authentic brands and next-generation
products distributed at scale, particularly in the emerging U.S.
market, will be one of the major keys to success in the cannabis
industry," said Alison Gordon,
co-CEO of 48North.
"Without question, the Quill suite of products aligns closely
with 48North's growing portfolio of brands. This acquisition marks
a critical step in the Company's goal to become the trusted leader
in the development, manufacturing and distribution of
next-generation cannabis products and brands," Ms. Gordon
continued.
"48North's industry-leading focus on next-generation cannabis
products and its brand-first consumer strategy will undoubtedly
elevate Quill, its brand and products to the next-level. The
U.S-based Quill team is eagerly looking forward to joining with
48North's experienced and dedicated management team," said
Ian Van Veen Shaughnessy, co-founder
of Quill.
48North intends to leverage Quill's expanding distribution
network to accelerate the distribution of the Company's brand
portfolio into the United States.
48North also intends to pursue opportunities to sell Quill products
throughout its existing distribution network in Canada.
The total consideration payable on closing of the Acquisition by
48North was USD $2,100,000 consisting
of the following: (i) USD $641,000
paid in cash; and (ii) USD $1,459,000
paid through the issuance of 2,247,834 common shares of 48North
("Common Shares") at a price of approximately $0.86 per Common Share ("Issue Price").
The Issue Price was calculated based on the volume weighted average
price of the Common Shares on the TSXV for the 10 trading days
immediately prior to the execution of the Definitive Agreement. In
addition, 48North will pay a conditional earn-out in Common Shares
based on overall operating performance of Quill in 2019 and 2020 of
up to USD$3,150,000.
About 48North
48North Cannabis Corp. (TSXV: NRTH) is a vertically integrated
cannabis company focused on the health and wellness market through
cultivation and extraction, as well as the creation of innovative,
authentic brands for next-generation cannabis products. 48North is
developing formulations and manufacturing capabilities for its own
proprietary products, as well as positioning itself to contract
manufacture similar products for third parties. 48North operates
Good:Farm, a 100-acre organic cannabis farm that is expected to
produce more than 40,000 kg of organic, sun-grown cannabis,
securing a significant first-mover advantage in the production of
low-cost, next-generation, extract-based cannabis products. In
addition, 48North operates two indoor-licensed cannabis production
sites in Ontario. 48North
cultivates unique genetics at its wholly owned subsidiary, DelShen
Therapeutics Corp. ("DelShen") and processes cannabis and
manufactures next-generation cannabis products at Good & Green
Corp. ("Good & Green"), both Licensed Producers under the
Cannabis Act. 48North has a growing portfolio of brands that
include Latitude, a women's cannabis platform
(explorelatitude.com); Mother & Clone, a rapid-acting
sublingual cannabis nanospray (momandclone.com); Avitas, a
single-strain vaporizer cartridge (avitasgrown.com) and Quill, a
leader in the manufacturing of beautifully designed,
lifestyle-focused and sleek vape products (quill.me).
DISCLAIMER & READER ADVISORY
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accept responsibility for the adequacy or
accuracy of this release. 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 "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 beliefs or assumptions as to the outcome
and timing of such future events. Actual future results may differ
materially. Please refer to the Company's SEDAR filings for further
details concerning the risks associated with the Company's
business. The forward-looking information contained in this
release is made as of the date hereof and the parties are not
obligated 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.
SOURCE 48North Cannabis Corp.