Green Growth Brands (CSE: GGB) (OTCQB: GGBXF), a lifestyle-oriented cannabis company, on Monday announced an amendment to the share purchase agreement dated June 3, 2019 with Spring Oaks Greenhouses, Inc. Per the amended agreement, GGBXF will acquire all of the issued and outstanding shares of capital stock of Spring Oaks. According to the amendment, the purchase price of $54,650,000 will be comprised of a previously paid deposit of $1,350,000; a cash payment of $2,000,000 at closing, subject to certain adjustments acknowledged in the agreement; a cash payment of $3,000,000 due on August 31, 2019; the issuance of 7,133,297 common shares of GGBXF to the owners of Spring Oaks representing a total of $17,100,000 at a price of $2.39 each; the issuance of 8,094,210 additional common shares to the owners of Spring Oaks representing a total of $14,000,000, at a price of $1.72 each; the issuance of a two-year convertible secured promissory note in the aggregate principal amount of $11,400,000 that will bear interest at a rate of 15%, payable after the first year, and with a 24 month maturity date from closing and a conversion rate equal to $2.39; and the issuance of a one-year convertible secured promissory note in the aggregate principal amount of $5,800,000. The one-year note will bear interest at a rate of 15%, simple interest, per annum, and has a maturity date of 12 months following the date of closing. At the option of Spring Oaks, the one-year note is convertible on the maturity date into common shares of GGBXF at a conversion rate of $1.72. The shares issued as part of the purchase price are subject to a lock-up agreement for 20 months following the date of closing, to be released in increments of 1/20 over that time period. In addition, GGBXF will pay a fee of $500,000 to Jeremy Giles in connection with the anticipated closing. The fee will be comprised of a cash payment in the amount of $250,000 and the issuance of common shares totaling $250,000, priced at $1.72 each. GGBXF and Giles are expected to enter into a consulting services agreement for governmental relations services.
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About Green Growth Brands
Green Growth Brands creates remarkable experiences in cannabis and CBD. Led by CEO Peter Horvath and a leadership team of consumer-focused retail experts, the company’s brands include CAMP, Seventh Sense Botanical Therapy, The+Source, Green Lily, and Meri + Jayne. The company also has a licensing agreement with the Greg Norman(TM) Brand to develop a line of CBD-infused personal care products designed for active wellness. Already driving the strongest sales per square feet in the cannabis industry, GGB is expanding its cannabis operations throughout the U.S., its CBD presence at ShopSeventhSense.com, in malls across the country and at DSW shoe stores—and that’s just the beginning. For more information, visit the company’s website at www.GreenGrowthBrands.com.
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