PLUS Completes Acquisition of Cannabis-Infused Baked Goods Brand GOOD CO-OP
San Mateo, California – December 13, 2018 – Plus Products Inc. (the “Company” or “PLUS”) (CSE: PLUS), the leading cannabis edibles brand in California is pleased to announce that further to its press release of December 3, 2018, it has completed the acquisition (the “Transaction”) of all the assets of California-based cannabis-infused baked goods brand GOOD CO-OP, INC. (“GOOD”) pursuant to the terms of an asset purchase agreement among the Company, Plus Products Holdings Inc., GOOD and the GOOD securityholders’ agent. Under the terms of the agreement, the Company issued 357,464 subordinate voting shares to the shareholders and holders of simple agreements for future equity (collectively, the “securityholders”) of GOOD at a valuation of approximately CAD$2,030,000. Of the 357,464 subordinate voting shares issued, 323,451 subordinate voting shares are subject to an earn-out as previously disclosed in the Company’s press release of December 3, 2018.
“At PLUS we believe in executing quickly and are pleased we were able to close the agreement promptly after announcing the planned acquisition” said Jake Heimark, CEO of PLUS. “I would like to thank the PLUS team that worked diligently on the deal as well as the GOOD team, who we are excited to have on board.”
None of the securities to be issued pursuant to the Transaction have been or will be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and any securities issued pursuant to the Transaction were issued in reliance upon available exemptions from such registration requirements pursuant to Rule 506(b) of Regulation D and/or Section 4(a)(2) of the U.S. Securities Act and applicable exemptions under state securities laws. In addition, the securities issued under an exemption from the registration requirements of the U.S. Securities Act are “restricted securities” as defined under Rule 144(a)(3) of the U.S. Securities Act and contain the appropriate restrictive legend as required under the U.S. Securities Act as well as under National Instrument 45-102.
Plus Products Inc. is a leading branded products manufacturer based in California. Its products consist of cannabis-infused edibles, which it sells to both the regulated medicinal and adult-use recreational markets. PLUSTM is currently one of the fastest-growing edible brands in California with several top-selling products The Company’s mission is to make cannabis safe and approachable - that starts with manufacturing high-quality products delivering consistent experiences.
GOOD is a cannabis-focused food brand. Its mission is to create high quality, low-dose products for mass-market consumers. Its first product, the GOOD brownie, is a modern twist on the classic pot brownie made with high quality ingredients and uniform product consistency.
For further information contact:
Director of Investor Relations
Tel +1 650.223.5478
Tel +1 415.307.1380
The CSE does not accept responsibility for the adequacy or accuracy of this release.
This news release contains statements and information that, to the extent that they are not historical fact, constitute "forward-looking information" within the meaning of applicable securities legislation. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information. Accordingly, readers should not place undue reliance on any such forward-looking information. Further, any forward-looking statement speaks only as of the date on which such statement is made. New factors emerge from time to time, and it is not possible for the Company's management to predict all of such factors and to assess in advance the impact of each such factor on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. The Company does not undertake any obligation to update any forward-looking information to reflect information, events, results, circumstances or otherwise after the date hereof or to reflect the occurrence of unanticipated events, except as required by law including securities laws.