Isodiol International Inc. Announces Intent to Divest Kure Corp. as Part of Ongoing Efforts to Curb Shareholder Dilution
Isodiol International Inc. (CSE:ISOL) (OTCQB:ISOLF) (FSE:LB6B.F)(the “Company” or “Isodiol”) announced today that the Company has obtained conditional voting support from the holders of more than 75% of the former shareholders of Kure Corp. (“Kure”) to give effect to a plan of arrangement (the “Plan”) and divestiture of Kure by Isodiol.
Under Division 5 of the British Columbia Business Corporations Act (the “BCBCA”), the Company proposes to enter into a plan of arrangement with the former shareholders of Kure (the “Creditors”). A Creditors’ meeting will be held after at least 21 days’ notice to the Creditors and upon approval of a majority in number and ¾ in value of the Creditors present or voting by proxy at the meeting the Company. Thereafter, the Company will apply to the Supreme Court of British Columbia for approval of the Plan. Subject to any further orders from the Supreme Court of British Columbia, Isodiol will distribute all of the issued and outstanding shares of Kure (the “Kure Shares”) to the former Kure shareholders, and, in consideration for the Kure Shares, Isodiol will be absolved of its February 1, 2019 obligation to issue to the former Kure shareholders Isodiol shares having a value of US$25,000,000.
Isodiol acquired 100% of the issued and outstanding shares of Kure from the Kure shareholders pursuant to a merger agreement, dated April 30, 2018 (the “Merger Agreement”). The Merger Agreement required Isodiol to fund Kure with US$9,000,000 cash for expansions and operations, as well as to issue shares to the former Kure shareholders based on milestones having minimum payouts of up to US$35,000,000. The first of those milestones obligated Isodiol to issue stock valued at US$25,000,000 as of December 31, 2018.
Mr. Agramont, CEO of Isodiol, said, “While we believe Kure has good prospects for revenue growth, the additional short-term cash cost of over US$7,000,000, plus up to US$35,000,000 of stock dilution to our shareholders is simply too great at this time. Moreover, we believe similar capital commitments to the marketing and expansion of our in-house brands through existing retail channels would yield a greater volume of higher margin revenues in a shorter period of time than we could achieve through new retail location opportunities with Kure.”
To date, Isodiol has funded Kure with US$1,725,000, and the former Kure shareholders have received 2,380,952 shares of Isodiol stock. Kure is obligated to repay US$500,000 to Isodiol within 120 days of the effective date of the Plan. All Kure shareholders who sold Kure shares to Isodiol as of the effective date of the prior acquisition, i.e., May 1, 2018, will receive a pro rata allocation of new Kure shares following the divestiture of Kure by Isodiol.
About Isodiol International Inc.
Isodiol International Inc. is focused on the nutritional health benefits that are derived from hemp and is a product development, sales, marketing and distribution company of hemp-based consumer products and solutions.
Isodiol has commercialized a 99%+ pure, naturally isolated CBD, including micro-encapsulations, and nano-technology for quality consumable and topical skin care products. Most recently, the Company received approval for its CBD designated as an Active Pharmaceutical Ingredient for use in Finished Pharmaceutical Products, as was announced on April 26, 2018.
Isodiol’s growth strategy includes the development of over-the-counter and pharmaceutical drugs and continued international expansion into Latin America, Asia, and Europe.
ON BEHALF OF THE BOARD
Marcos Agramont, CEO & Director
Forward-Looking Information: This news release contains “forward-looking information” within the meaning of applicable securities laws relating to statements regarding the Company’s business, proposed arrangement with creditors, products and future the Company’s business, its product offerings and plans for sales and marketing. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance and developments to differ materially from those contemplated by these statements depending on, among other things, the risks that the Company’s products and plan will vary from those stated in this news release and the Company may not be able to carry out its business plans as expected. Except as required by law, the Company expressly disclaims any obligation and does not intend, to update any forward-looking statements or forward-looking information in this news release. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct and makes no reference to profitability based on sales reported. The statements in this news release are made as of the date of this release.
CanBud Distribution Corporation Closes 2M Second and Final Tranche of its Oversubscribed Private Placement Offering
CanBud Distribution Corporation (CSE: CBDX) (FSE: CD0) (“CanBud” or the “Corporation”) is pleased to announce that it has closed the final tranche of its oversubscribed non-brokered private placement for aggregate gross proceeds of approximately $4,730,000 (the “Offering”).
The Corporation issued a combined total of 39,409,346 units (each a “Unit“) at price of $0.12 per Unit, with each Unit comprised of one common share in the capital of the Corporation (each a “Common Share“) and one common share purchase warrant (each a “Warrant“). Each Warrant entitles the holder to purchase one additional Common Share at an exercise price of $0.22 within 24 months of the closing of the Offering (the “Warrant Term“), provided, however that if the closing price of the Common Shares on the Canadian Securities Exchange (the “CSE“) (or any such other stock exchange in Canada as the Common Shares may trade at the applicable time) is $0.25 or greater per Common Share for a period of five (5) consecutive trading days at any time after the closing date of the Offering, the Corporation may accelerate the Warrant Term such that the Warrants shall expire on the date which is 30 days following the date a press release is issued by the Corporation announcing the reduced warrant terms.
Thoughtful Brands Inc. (CSE:TBI)(FSE:1WZ1)(OTCQB:PEMTF) (the “Company” or “Thoughtful Brands) announces that the letter of intent with Franchise Cannabis Corp. (“FCC”), previously announced in January, has been terminated. The previously announced European joint venture with FCC will continue and allow the Company to launch and tailor its products to European consumer demands
In connection with termination of the merger transaction with FCC, the Company has agreed to pay FCC $100,000 in cash and to issue FCC 5,000,000 common shares of the Company at a deemed value of $0.05 per share. The common shares will be subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws.
Mergers and acquisitions (M&A) in cannabis space have helped boost the industry to new levels.
Strategic sale of non-core assets by Lobe adds non-dilutive capital and shareholder value
Lobe Sciences Ltd. (CSE: LOBE) (OTC Pink: GTSIF) (“Lobe” or the “Company”) is pleased to announce, further to its press release dated February 23, 2021, that it has completed the sale to Ionic Brands Corp. (“Ionic Brands”) of Lobe’s non-core cannabis assets relating to Washington-based Cowlitz County Cannabis Cultivation Inc. (“Cowlitz”) held by Lobe’s subsidiary vendor, Green Star Biosciences Inc. (the “Transaction”).
Seattle Area Grocery Chain Metropolitan Market to Begin Carrying KOIOS and Fit Soda on March 22, 2021
Adding to its existing presence on the west coast of the United States, all five KOIOS™ flavours and all four Fit Soda™ flavours will be carried in Metropolitan Market stores beginning on Monday, March 22, 2021. Serving the Seattle-Tacoma area (population 3.87 million), Metropolitan Market is one of five chains under its parent firm Good Food Holdings, which has a total of 51 stores in California, Oregon, and Washington State.
Koios Beverage Corp. (CSE: KBEV; OTC: KBEVF) (the “Company” or “Koios”) is pleased to announce that beginning on Monday, March 22, 2021, Koios’ entire line of canned beverage products will be sold at all locations of Metropolitan Market, an urban format supermarket chain in the Seattle-Tacoma area of Washington State. In Q1 2021, the Company announced multiple placements of its beverage products with regional grocers in markets on the west coast of the United States including Market of Choice in Oregon Jensen’s in Southern California and major natural grocery chain Sprouts Farmers Market which has a substantial west coast presence with over one third of its locations (360+ stores across 23 states) in California as well as Washington State 1 . The Company has also recently announced other developments relating to its expansion efforts being undertaken in 2021 such as an in-house beverage canning facility and distribution agreements with regional and national wholesale partners.