Relevium Acquires 100% of Late Stage Processing and Medical Sales
Applicant Weedsense
MONTREAL, Canada -- October 17, 2019 -- InvestorsHub NewsWire --
Relevium Technologies Inc. (TSX.V: “RLV”, OTCQB:“RLLVF” and Frankfurt: “6BX”) (the “Company”
or “Relevium”), is pleased to announce its wholly- owned
subsidiary, Biocannabix (“BCX”), has executed an Agreement (the
“Agreement”) to acquire 100% of the shares of Weedsense Inc.
(“Weedsense”), a late stage applicant for a Standard Processing and
Medical Sales license under the Cannabis Act, for an
aggregate purchase price of $2,000,000 subject to the achievement
of certain milestones.
Weedsense is a Montreal- based business that
will build a wholesale and distribution facility outside of the
downtown core. Weedsense will be purchasing wholesale or bulk
products from other Health Canada licensed producers or processors
and will be distributing cannabis and cannabis-derived products
directly to medical patients.
Weedsense may also service the recreational
market by acting as a distributor to Provincially sanctioned
wholesalers such as the Ontario Cannabis Store (“OCS”) or Société
Québécoise du Cannabis (“SQDC”). Excess capacity at the facility
may be rented out once fully licensed, and Weedsense can and may
act as a secured storage facility or third party logistics (“3PL”)
partner for other market participants who seek direct access to the
Quebec market who are in need compliant storage or pick/pack
solutions.
Weedsense has applied for a Standard Processing
and a Medical Sales license under the Cannabis Act through Health
Canada and has since received a positive Status Update to build the
project. The facility will be built out to EU GMP standards and
will seek EU GMP certification in the near future.
Dave Shepard, CEO and Co-Founder of Weedsense
Inc. stated: “We began the transactional process with Relevium in
May for a direct investment and, through the last few months, both
parties concluded that a full acquisition was the most beneficial
avenue for generating shareholder value as well as executing on the
buildup of the Weedsense facility.”
Sasha Asgary, COO and Co-Founder of Weedsense
stated: “The intended purpose of Weedsense is to solve some of the
major supply chain issues that are prevalent in the cannabis market
today which include getting products to the medical and
recreational markets.” Mr. Asgary continued: “With Cannabis 2.0
coming into effect today, the already fragmented upstream will be
further complicated by a host of new suppliers of derivative
products nationwide. We think that, in collaboration with Relevium,
Weedsense will be in a position to offer a superior user experience
to all potential customer and client verticals be it on a D2C or
B2B basis or as a service provider within the industry.”
Aurelio Useche, CEO of Relevium stated: “The
acquisition of Weedsense is an important milestone for Relevium and
Biocannabix as the acquisition of this late stage applicant will
help us accelerate our path in distributing cannabis products
within our home market in Canada.” Mr. Useche further stated: “Once
the Weedsense facility receives approval from Health Canada, we
will be able to hold inventory and distribute any products
regulated under the Cannabis Act most notable of
which will be the CannakidsTM products. This will
be the beginning of generating significant Canadian revenues under
Biocannabix. We are thrilled to have executed this agreement and
look forward to working with Dave and Sasha on building out the
facility and building up the business.”
Transaction Structure
The aggregate purchase price (the “Purchase
Price”) payable by Relevium (the “Purchaser”) to Weedsense (the
“Vendor”) is $2,000,000, payable in four performance-based
installments.
Upon the execution of the Agreement, Relevium
will make an initial payment of $500,000 of the Purchase Price (the
“Initial Deposit Amount”) by issuing and delivering an aggregate of
7,142,857 Purchaser Shares.
Subsequent to the Initial Payment, Purchaser
will pay the balance of the Purchase Price as follows:
- On the day of submission of the Site Video Evidence Package to
Health Canada, the Purchaser shall pay an additional $500,000 of
the Purchase Price in cash or shares by issuing and delivering an
aggregate of 7,142,857 Purchaser Shares (the “Second Deposit
Amount”);
- On the date of the grant of the Cannabis License to the Vendor,
the Purchaser shall pay an additional $500,000 of the Purchase
Price in cash or shares by issuing and delivering an aggregate of
7,142,857 Purchaser Shares (the “Third Deposit Amount”); and
- Upon the earlier of (i) the first sale of any cannabis product
by the Vendor to any customer, which may include any distributor,
wholesaler, retailer or other consumer of cannabis products (the
“Date of Commercialization”) and (ii) the first anniversary of the
date of the grant of the Cannabis License to the Vendor, the
Purchaser shall pay the final $500,000 of the Purchase Price in
cash or shares by issuing and delivering an aggregate of 7,142,857
Purchaser Shares (at the election of the Vendors).
Within 30 days following the first 12 months of
operations of Weedsense commencing on the Date of
Commercialization, the Purchaser shall cause the Vendor to prepare
an accounting of its gross sales during such 12 month period,
prepared in accordance with Canadian generally accepted accounting
principles applicable to private enterprises (the
“Statement of Sales”). Within two Business Days
after the preparation of the Statement of Sales, the Purchaser
shall deliver the Statement of Sales, and all related supporting
and background documentation, to the Vendors. If the gross sales as
shown on the Statement of Sales is equal to or greater than
$1,250,000.00, the Purchaser shall pay an aggregate of $250,000 in
cash.
On the date of the Agreement, the Purchaser
shall pay to the Vendor the amount of $10,000 in immediately
available funds for the purposes of funding the Vendor’s operating
expenses. Commencing in the first month following the date of this
Agreement, and continuing through to and including February 2020,
the Purchaser shall pay to the Vendor $5,000 per month for the
purposes of funding the Vendor’s operating expenses.
By no later than March 1, 2020, the Purchaser
shall pay to the Vendor, the amount of $750,000 in immediately
available funds for the purposes of funding the build-out of the
Facility, including leasehold improvements and other modifications
to the Facility, in order for the Vendor to seek to obtain the
Cannabis License (the “Facility Build-Out
Funds”).
By no later than May 31, 2020, the Vendor shall
use its commercially reasonable efforts to submit a Site Video
Evidence Package to Health Canada in support of the application for
the Cannabis License and thereafter shall use its commercially
reasonable efforts to diligently pursue the issuance of the
Cannabis License from Health Canada.
The Transaction contemplated in the Agreement
will close once the Vendor shall have obtained the Cannabis License
from Health Canada and all payments necessary will have been
delivered by the Purchaser.
The transaction is subject to regulatory
approvals including TSX venture Exchange.
About Weedsense Inc.
Weedsense Inc. is a Montreal (Canada) based
business that is seeking to build a wholesale and distribution
facility outside of the downtown core.
Weedsense will not be cultivating any cannabis
at its facility. The Company will be purchasing wholesale or bulk
products from other Health Canada licensed producers or processors
and distributing directly to medical patients. Patients in the
Montreal Metro area may enjoy same day delivery and national
clients will enjoy national standard delivery times.
Weedsense may also service the recreational
market by acting as a distributor to Provincially sanctioned
wholesalers such as the Ontario Cannabis Store (“OCS”) or Société
Québécoise du Cannabis (“SQDC”).
Excess capacity at the facility may be rented
out. Weedsense can and may act as a secured storage facility or
third-party logistics (3PL) partner for other market participants
who seek direct access to the Quebec market, need compliant storage
or pick/pack solutions.
Weedsense has applied for a Standard Processing
and a Medical Sales licenses through Health Canada and has received
a positive Status Update to build. The facility will be built out
to EU GMP standards.
About Relevium Technologies
Relevium is a publicly traded company that
operates in the health and wellness industry, including legal
cannabis, with a primary focus on online distribution. The
principal business of the Company is the identification,
evaluation, acquisition and operation of brands and businesses in
the health and wellness markets and medical cannabis. The Company
pursues its business strategy through an acquisition and
partnership model in a holistic approach to encompass a wide range
of health and wellness consumer products. Relevium operates through
two wholly owned subsidiaries:
BGX E-Health LLC (BGX),
based in Orlando, Florida, markets dietary supplements,
nutraceuticals, sports nutrition and cosmeceuticals primarily
through its Bioganix® brand portfolio in the US and Europe.
Relevium’s premium brands are sold at some of the world’s largest
retailers including Walmart.com and Amazon.com.
Biocannabix Health Corporation
(BCX), based in Montreal, Quebec, is a biopharma
nutraceutical company focused on delivering pediatric
endo-medicinal nutraceuticals for cannabinoid therapy.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
Cautionary Note Regarding
Forward-Looking Statements
This release includes certain statements and
information that may constitute forward-looking information within
the meaning of applicable Canadian and United States securities
laws. All statements in this news release, other than statements of
historical facts, including statements regarding future estimates,
plans, objectives, assumptions or expectations of future
performance, are forward-looking statements and contain
forward-looking information. Generally, forward- looking statements
and information can be identified using forward-looking terminology
such as "intends" or "anticipates", or variations of such words and
phrases or statements that certain actions, events or results
"may", "could", "should", or "would" occur. Forward-looking
statements are based on certain material assumptions and analysis
made by the Company and the opinions and estimates of management as
of the date of this press release. These forward-looking statements
are subject to known and unknown risks, uncertainties and other
factors that may cause the actual results, level of activity,
performance or achievements of the Company to be materially
different from those expressed or implied by such forward-looking
statements or forward-looking information.
Although management of the Company has attempted
to identify important factors that could cause actual results to
differ materially from those contained in forward-looking
statements or forward-looking information, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward- looking
statements and forward-looking information. Readers are cautioned
that reliance on such information may not be appropriate for other
purposes. The Company does not undertake to update any
forward-looking statement, forward-looking information or financial
outlook that are incorporated by reference herein, except in
accordance with applicable securities laws. We seek to rely on the
applicable safe harbor.
On Behalf of the Board of Directors
RELEVIUM TECHNOLOGIES
INC.
Aurelio Useche
President and CEO
For more information about this press
release:
Tel: +1.888.528.8687
RELEVIUM TECHNOLOGIES INC
Email: investors@releviumcorp.com
Website: www.releviumtechnologies.com
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