CROP Investment Holding World Farms Corp. Announces Definitive Agreement to go Public on the CSE
Momentum Public Relations
Press Release: June 27, 2019
CROP INFRASTRUCTURE CORP. (CSE: CROP) (OTC: CRXPF) (Frankfurt: 2FR) announced today that its investment holding, World Farms Corp., has signed a definitive agreement with Graphite Energy Corp to go public via a reverse takeover (‘RTO’) on the Canadian Securities Exchange.
CROP currently owns 10,000,000 shares in World Farms Corp. which also announced a $0.30 private placement in connection with the RTO.
On February 27th CROP divested its interest in Italian and Jamaican joint ventures in return for $2.0 Million in common shares of World Farms Corp. at a deemed price of $0.20 per share for a total of 10,000,000 shares.
CROP CEO, Michael Yorke, stated: “The RTO is proceeding as planned and is now subject to final approval by the CSE. By divesting our Italian and Jamaican assets to World Farms, it has allowed CROP to focus and expand its operations in the USA, as well as gain a major investment.”
“It is significant for World Farms that it is already cultivating 100,000 cannabis plants with another 500,000 planned to be growing in Croatia over the coming weeks.”
World Farms Corp. can be followed on Instagram at www.instagram.com/world_farms, on Facebook at www.Facebook.com/worldfarms, and also on Twitter at www.twitter.com/world_farms.
About CROP
CROP is publicly listed on the CSE and trades under the symbol “CROP”, in the US on the OTC under the symbol “CRXPF”, and on the Frankfurt exchange under the symbol “2FR”. CROP has developed a portfolio of asset investments including: two in Washington State, medical and recreational in California, a 1,012-acre Nevada cannabis farm, 2,115 acre hemp CBD farm and a growing portfolio of common share equity in upcoming listings within the cannabis space, as well as Canna Drink, a cannabis infused functional beverage line. Crop has US distribution rights to over 55 cannabis topical products and a portfolio of 16 cannabis brands.
Company Contact
Michael Yorke – CEO and Director
E-mail: info@cropcorp.com
Website: www.cropcorp.com
Phone: (604) 484-4206
- Published in Cannabis, CROP Infrastructure, Life Sciences, Marijuana, News Home
North Bud Farms Signs Binding Letter of Intent to Acquire Nevada Botanical Science
Momentum Public Relations
Press Release: June 25
North Bud Farms Inc.(CSE: NBUD) (OTCQB: NOBDF) (“NORTHBUD” or the “Company”) is pleased to announce that it has entered into a binding letter of intent (“LOI”), effective June 23, 2019, to acquire all of the issued and outstanding securities of Nevada Botanical Science, Inc. (“NBS”) in a transaction valued at USD$7 million.
Nevada Botanical Science is located in Reno, Nevada. They hold medical and adult use licenses for cultivation extraction and distribution. NBS’ operation is located on 3.2 acres of land within the Reno green zone industrial park. NBS currently operates a 5,000 sq. ft. indoor cultivation facility and have been approved for expansion of up to 100,000 sq. ft. The property also houses an extraction facility and commercial kitchen capable of manufacturing beverages and edibles. Operated by healthcare professionals, NBS has been primarily focused on the cultivation and manufacturing of medical cannabis products. NBS currently manufactures and sells award winning* (Jack Herer Cup 2018) topical pain creams, balms and lotions under the Trichomic brand.
“We are very excited to have the opportunity to enter the Nevada market,” said Ryan Brown, CEO of NORTHBUD. “The Nevada market is considered one of the best markets in America with recreational sales of USD$580 million in the first full year of legalization* (2017 Nevada Dept. of Taxation). Assuming the successful closing of the proposed transaction with NBS and our previously announced transactions with Eureka Vapor and Tanforan Ventures, we are building an excellent platform in the 3 largest markets in the United States on which to build our brand focused strategy.”
“The NBS team is pleased to be entering into this agreement with NORTHBUD, as we believe that NORTHBUD and its brands will be a perfect addition to our existing medical business and allow us to capitalize on the Nevada recreational market,” said Robert Dalrymple, MD., CEO of Nevada Botanical Science.
Transaction Terms
The proposed transaction (the “Transaction”) is currently structured as a share purchase agreement whereby in exchange for the purchase of all of the securities of NBS, NORTHBUD will pay USD$6M in cash and issue USD$1M in common shares (“Common Shares”) to the shareholders of Nevada Botanical Science (the “NBS Shareholders”) with the price per Common Share to be determined based on a formula of the higher of (a) CAD$0.35 per Common Share and (b) the 30-day volume weighted average price (“VWAP”) calculated on the closing date (the “Closing Date”) of a definitive agreement in respect of the Transaction (the “Definitive Agreement”). In addition, NORTHBUD has agreed to loan up to USD$500,000 under a promissory note to NBS while the companies work towards a definitive agreement. Specific terms of the promissory note are not yet determined, however any amounts loaned to NBS under the promissory note will be fully refundable and may be converted into equity in NBS, at the option of NORTHBUD, in the event that the transaction is not completed. NORTHBUD and NBS Shareholders expect to enter into the Definitive Agreement on or before October 1, 2019.
The Transaction is a significant acquisition but will not result in a “Fundamental Change” pursuant to the policies of the Canadian Securities Exchange (“CSE”). Financial information on NBS will be disclosed following receipt of audited financial statements in connection with the Company’s due diligence. NORTHBUD will be preparing the necessary corporate and securities filings in order to secure the required approvals for the Transaction.
NORTHBUD has agreed to pay up USD$280,000 in broker/finder fees to arm’s length parties in connection with the closing of the Transaction.
The closing of the Transaction is conditional on the receipt by the parties of applicable corporate and regulatory approvals including that of the CSE.
While the proposed transactions involving NBS, Tanforan Ventures and Eureka Vapor are complementary, they are independent and the Company may ultimately proceed to close one, two, all or none of the proposed transactions, depending on market conditions and regulatory requirements.
About Nevada Botanical Science, Inc.
Founded by a group of northern Nevada physicians and healthcare professionals who believe in the promise of medical cannabis, Nevada Botanical Science has developed a world class cannabis production, research and development facility in Reno’s Washoe County. Its work and commitment are fully in compliance with the Hippocratic Oath as well as Nevada statute. Nevada Botanical Science is dedicated to ensuring the highest measure of safety, governance and stewardship for its patients, employees and the community it serves.
For more information visit: www.nevadabotanicalscience.com
About North Bud Farms Inc.
North Bud Farms Inc., through its wholly owned subsidiary GrowPros MMP Inc., is pursuing a licence under The Cannabis Act. The Company is constructing a state-of-the-art purpose-built cannabis production facility located on 95 acres of Agricultural Land in Low, Quebec. North Bud Farms Inc. has entered into agreements to acquire assets in California, Colorado and Nevada.
For more information visit: www.northbud.com
Neither the Canadian Securities Exchange (the “CSE”) nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
Forward-looking statements
Certain statements included in this press release constitute forward-looking information or statements (collectively, “forward-looking statements”), including those identified by the expressions “anticipate”, “believe”, “plan”, “estimate”, “expect”, “intend”, “may”, “should” and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts but reflect current expectations regarding future results or events. This press release contains forward- looking statements including those relating to the entering into of the Definitive Agreement, closing of the Transaction and associated approvals, Nevada Botanical Science’s ability to achieve milestones under the Definitive Agreement and associated Common Share issuances. These forward-looking statements are based on current expectations and various estimates, factors and assumptions and involve known and unknown risks, uncertainties and other factors. Such risks and uncertainties include, among others, the risk factors included in North Bud Farms Inc.’s final long form prospectus dated August 21, 2018 which is available under the issuer’s SEDAR profile at www.sedar.com.
FOR ADDITIONAL INFORMATION, PLEASE CONTACT:
North Bud Farms Inc.
Edward Miller
VP, IR & Communications
Office: (855) 628-3420 ext. 3
investors@northbud.com
CROP’s DVG Subsidiary Acquires Adjacent Tenanted Outdoor Farm in Washington
Momentum Public Relations
Press Release: June 25, 2019
CROP INFRASTRUCTURE CORP. (CSE: CROP) (OTC: CRXPF) (Frankfurt: 2FR) announced today that its 30% owned DVG, LLC partner has acquired additional facilities for a tenanted outdoor cannabis farm in Grant County, Washington.
In return for acquiring the turnkey infrastructure and branding assets for DVG company, CROP infrastructure is issuing 2,000,000 shares at a deemed price of $0.30 per share and has paid $46,000 USD cash.
The farm is operated by a Tier 3 licensed Tenant and is fully planted for the 2019 season.
The strains being planted for the 2019 outdoor season are Bubba Kush, Dutch Hawaiian, Ghost Train, Green Crack, Star Killer and WA Cookies, predominantly for extraction at the adjacent processing facility.
CROP CEO, Michael Yorke, stated: “In the roll out of the Hempire and Evolution brands we have continually worked with the team tenanted at these locations. It seemed only natural to align all parties’ interests as we continue to execute on our America-wide focus with this team.”
About CROP
Crop is publicly listed on the CSE and trades under the symbol “CROP”. CROP is focused on cannabis branding and real estate assets. CROP’s portfolio of projects includes cultivation properties in California, two in Washington State, a 1,000-acre Nevada Cannabis farm, 1,865 acres of CBD farms, extraction in Nevada and joint ventures on West Hollywood and San Bernardino dispensary apps with a growing portfolio of common share equity in upcoming listings within the cannabis space.
CROP has developed a portfolio of assets including Canna Drink, a cannabis infused functional beverage line, US and Italian distribution rights to over 55 cannabis topical products and a portfolio of 16 Cannabis brands. CROP’s infrastructure has over 150,000 sq ft of built canopy and over 2,900 acres of real estate.
Company Contact
Michael Yorke – CEO and Director
E-mail: info@cropcorp.com
Website: www.cropcorp.com
Phone: (604) 484-4206
Crystal Lake Announces Signing of Arrangement Agreement to Create Sassy Spinout
Momentum Public Relations
Press Release: June 25, 2019
Crystal Lake Mining Corporation (TSXV: CLM) (OTC PINK: SIOCF) (FSE: SOG-FF) (the “Company” or “Crystal Lake“) is pleased to announce that it has entered into an arrangement agreement dated June 25, 2019, with wholly-owned subsidiary Sassy Resources Corporation (“Sassy Resources” or “Sassy“).
Crystal Lake will transfer to Sassy its Northwest Ontario nickel asset (Nicobat Project), and its Letter of Intent dated June 24, 2019, to acquire the Foremore claims in Northwest B.C.’s Golden Triangle, by way of a plan of arrangement pursuant to the Business Corporations Act of British Columbia. Sassy Resources will become a reporting issuer in the provinces of British Columbia and Alberta upon completion of the arrangement.
Highlights:
- Pursuant to the arrangement, shareholders of Crystal Lake on the Share Distribution Record Date (to be determined) will receive a total of 10 million common shares of Sassy Resources;
- The spinout will keep Crystal Lake strategically focused on its Newmont Lake Project in the prolific Eskay Camp while CLM shareholders as of the record date will get ownership in an attractive new entity aimed at unlocking the value of the Nicobat Project and the Foremore claims;
- Following Crystal Lake shareholder approval and regulatory approvals of the arrangement, Sassy Resources will apply for listing on the TSX Venture Exchange.
Richard Savage, President and CEO of Crystal Lake, commented: “Sassy will have a team and a brand that will excite investors and advance its projects in an efficient and bold way. We look forward to announcing the Sassy CEO in the very near future. Sassy also intends to complete a financing on its own before the completion of the arrangement for general working capital purposes including certain exploration initiatives.”
Nicobat and Foremore
The Nocobat Project consists of the “Emerald Lake” assets, specifically the Iron Property, Farm Property, EL1 and EL5 Properties, and Properties #1, 2, 3, 4, 5, 7 and 8 and Property 6, located in Dobie, Kingsford, Mather, Potts and Tait townships, in the Dogpaw Lake and Heronry Lake areas of Emo, Ontario.
The Letter of Intent with Lorne Warren dated June 24, 2019, includes the Foremore claims covering 145.3 sq. km adjacent to the northern boundary of Crystal Lake’s Newmont Lake Project.
Required Approvals
The arrangement is subject to the approval of the Supreme Court of British Columbia, the approval by the Crystal Lake shareholders at an annual general and special meeting to be held on September 25, 2019 (the “Meeting“), and the approval by TSX Venture Exchange.
Details of the arrangement will be provided in a management information circular that will be mailed to all Crystal Lake shareholders prior to the September 25 Meeting. At the Meeting, shareholders will be asked to vote on a special resolution approving the arrangement, among other resolutions.
The arrangement will be posted on SEDAR under the profile of the Company.
Share Distribution Record Date
The Share Distribution Record Date will be determined by the board of directors of Crystal Lake and will be announced by way of a news release following required approvals. No outstanding warrants or options of Crystal Lake will be exchanged for the warrants or options of Sassy Resources.
About Crystal Lake Mining
Crystal Lake Mining is a Canadian-based junior exploration company focused on building shareholder value through high-grade discovery opportunities in British Columbia and Ontario. The Company has an option to earn a 100% interest in the large Newmont Lake Project in the broader Eskay region in the heart of Northwest B.C.’s Golden Triangle.
On Behalf of the Board of Directors,
CRYSTAL LAKE MINING CORP.
“Richard Savage”
President & CEO
Email: info@crystallakemining.com
www.crystallakemining.com
For further information please contact:
Momentum PR
Mark Turcotte
Tel: +1 (514) 815-7473
Email: mark@momentumpr.com
- Published in Crystal Lake Mining, Mining, News Home
Tetra Bio-Pharma Inc. Announces Pricing of Unit Offering
Momentum Public Relations
Press Release: June 24, 2019
Tetra Bio-Pharma Inc. (“Tetra” or the “Corporation“), a biopharmaceutical multifaceted corporation with its primary focus in cannabinoid‑based drug discovery and development (TSX-V: TBP) (OTCQB: TBPMF), is pleased to announce the price of its marketed public offering of units of the Corporation (each a “Unit“) previously announced on June 19, 2019(the “Offering“). The Offering will be conducted at a price of $0.30 per Unit.
Each Unit will consist of one common share in the capital of the Corporation (each a “Common Share“) and one Common Share purchase warrant of the Corporation (each a “Warrant“). Each Warrant will entitle its holder to acquire one Common Share by paying an exercise price of $0.40 for a period of 36 months from the date of closing the Offering.
Echelon Wealth Partners Inc. and Paradigm Capital Inc. will conduct the Offering on a commercially reasonable best efforts basis as the Corporation’s agents for the Offering in each of the provinces of Canada, except Québec. The Units may also be offered for sale in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) and applicable state laws.
Closing of the Offering is expected to occur on or about July 10, 2019. The Offering is subject to a number of conditions, including, without limitation, the entering into of a definitive agency agreement and receipt of all regulatory approvals, including the approval of the TSX Venture Exchange. There can be no assurance as to whether or when the Offering may be completed, or as to the actual size or terms of the Offering.
A copy of the preliminary prospectus (the “Preliminary Prospectus“), which was filed in each of the provinces of Canada, except Québec, contains important information relating to the Offering and the Units, and is available on SEDAR at www.sedar.com or by contacting Echelon Wealth Partners Inc. at ecm@echelonpartners.com. The Preliminary Prospectus is still subject to completion or amendment. There will not be any sale or any acceptance of an offer to buy the Units until a receipt for the final short form prospectus has been issued.
The securities described herein have not been, and will not be, registered under the U.S. Securities Act or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the Corporation’s securities to, or for the account or benefit of, persons in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Tetra Bio-Pharma:
Tetra Bio-Pharma (TSX-V: TBP) (OTCQB: TBPMF) is a biopharmaceutical multifaceted corporation with its primary focus in cannabinoid-based drug discovery and development with a clinical trial program aimed at bringing novel drugs and treatments to patients and their healthcare providers. Tetra Bio-Pharma’s subsidiary, Tetra Natural Health, also focuses on the development and commercialization of natural health and self-care products as well as the sale of its hemp energy drinks.
For more information visit: www.tetrabiopharma.com and www.tetranaturalhealth.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
- Published in Life Sciences, Medical Marijuana, News Home, Tetra Bio Pharma
Crystal Lake Mining Signs Binding LOI to Acquire the Foremore Claims Located to the North of its Newmont Lake Project in Northwest B.C.’s Eskay District
Momentum Public Relations
Press Release: June 24, 2019
Crystal Lake Mining Corporation (TSXV: CLM) (OTC Pink: SIOCF) (FSE: SOG-FF) (the “Company” or “Crystal Lake“) is pleased to announce that it has signed a binding Letter of Intent (“LOI”) to acquire a 100% interest in the Foremore claims located to the northern boundary of the Company’s 551 sq. km Newmont Lake Project in Northwest B.C.’s Eskay Camp.
Figure 1: Crystal Lake Acquires the Foremore claims which are situated directly north of its Newmont Lake Property in the Eskay Creek District of the Golden Triangle, British Columbia
To view an enhanced version of this graphic, please visit:
https://orders.newsfilecorp.com/files/6406/45857_d81e48e8c4d21ba3_003full.jpg
The Foremore claims comprise 143 sq. km (14,300 hectares) and host an abundance of known precious and base metal-rich mineralization including boulder fields and outcrops. Multiple geochemical and geophysical anomalies also exist over a broad area. Drilling last occurred at Foremore in 2008. Since then, snowfields have literally disappeared, opening fresh ground for exploration. The claims are considered highly prospective for new high-grade mineral discoveries.
Richard Savage, Crystal Lake President and CEO, commented: “Acquiring the Foremore claims is a strategic move on the part of the Company in the broader context of district developments. Crystal Lake’s focus this summer is squarely on the high-grade gold potential and copper-gold porphyry potential of the four key zones already identified at the Newmont Lake Project (Northwest Gold zone, Chachi Corridor, Burgundy Ridge and KGO) with crews rapidly progressing to the drilling stage.”
The Deal
Pursuant to the LOI with Lorne Warren (the “Optionor”), the Company has been granted the exclusive right to earn a 100% undivided interest in the Foremore claims (the “Option“). The Company may exercise this right, at its sole discretion, by completing the following:
(a) Within 3 business days following the execution of this LOI, delivering to the Optionor the sum of $10,000 (the “Deposit“). In the event that the acquisition does not close, the deposit shall be immediately returned to the Company.
Making total cash payments of $300,000 over 4 years to the Optionor as follows:
- $50,000 on or before the date that is 3 business days after the date upon which both parties have received approval from the TSX Venture Exchange of this LOI (the “Effective Date“);
- $50,000 on or before the first anniversary of the Effective Date;
- $66,667 on or before the second anniversary of the Effective Date;
- $66,667 on or before the third anniversary of the Effective Date; and
- $66,667 on or before the fourth anniversary of the Effective Date.
(b) Issuing an aggregate of 1,250,000 common shares in the capital of the Company (the “Shares“) to the Optionor over 4 years as follows:
- 250,000 Shares on the Effective Date;
- 250,000 Shares on the first anniversary of the Effective Date;
- 250,000 Shares on the second anniversary of the Effective Date;
- 250,000 Shares on or before the third anniversary of the Effective Date; and
- 250,000 Shares on or before the fourth anniversary of the Effective Date
(c) Incurring exploration expenditures of $1,200,000 (CDN) on the claims over 5 years as follows:
- $150,000 on or before the first anniversary of the Effective Date;
- $150,000 on or before the second anniversary of the Effective Date;
- $300,000 on or before the third anniversary of the Effective Date;
- $300,000 on or before the fourth anniversary of the Effective Date;
- $300,000 on or before the fifth anniversary of the Effective Date.
As of the date of this news release, the Company has made payments to the Optionor in the amount of $60,000.
Upon exercise of the Option, the Optionor will be entitled to a royalty of 3% of net smelter returns. The Company has the right to purchase back the royalty of 2% for $2,000,000 and an additional royalty of 0.5% for $1,000,000.
Investor Relations Agreement
Crystal Lake is also pleased to announce that it has retained the services of Momentum Public Relations Inc. (“Momentum PR”), a Montreal-based investor and media relations agency that provides market awareness through its network of institutional investors, analysts and retail relationships within the North American investment community.
In connection with the engagement, which is subject to TSXV approval, Momentum has been awarded an investor relations contract for an initial term of 12 months expiring April 1, 2020. Pursuant to the terms of the contract, Momentum has been paid a one-time fee of $90,000 CDN + applicable taxes and was granted 500,000 incentive stock options of the Company (separate from the stock options granted below).
Stock Options
Pursuant to its stock option plan, Crystal Lake has granted incentive stock options to its directors, officers, employees and consultants to purchase an aggregate of 760,000 shares at an exercise price of $0.35 cents per share for up to five years.
Qualified Person
The technical information in this news release has been reviewed and approved by Mr. Maurizio Napoli, P. Geo., VP Exploration for Crystal Lake Mining, a Qualified Person responsible for the scientific and technical information contained herein under National Instrument 43-101 standards.
About Crystal Lake Mining
Crystal Lake Mining is a Canadian-based junior exploration company focused on building shareholder value through high-grade discovery opportunities in British Columbia and Ontario. The Company has an option to earn a 100% interest in the large Newmont Lake Project in the broader Eskay region in the heart of Northwest B.C.’s Golden Triangle.
On Behalf of the Board of Directors,
CRYSTAL LAKE MINING CORP.
“Richard Savage”
President & CEO
Email: info@crystallakemining.com
For further information please contact:
Momentum Public Relations
Mark Turcotte
Tel: +1 (514) 815-7473
Email: mark@momentumpr.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/45857
- Published in Crystal Lake Mining, Mining, News Home