TORONTO, May 21, 2019 /CNW/ - GreenSpace Brands (TSXV:JTR)
("GreenSpace") and Zurban Beverages ("Zurban") are pleased to
announce the sale by Greenspace of the assets within the Nothing
But Nature business relating to the Kiju brand of Organic juice and
iced tea, for $8 million,
representing a transaction value of approximately 1x net sales of
$8.3 million. The acquisition of the
business is for upfront cash consideration of $7.5 million, and a revenue based earn out of
$500,000. The Kiju branded
business represents approximately 10% of the revenue of GreenSpace
and the divestiture represents approximately 40% of the market cap
of GreenSpace as of closing on Friday May
17th.
"We're thrilled to be selling the Kiju brand to Zurban, and
we're very proud of how we've strengthened and developed the Kiju
brand over the last few years, particularly as it relates to
the launch of Kiju Fit." said Matthew von
Teichman, CEO of GreenSpace Brands. "This transaction is
significant for many reasons, not the least of which is that we
feel it establishes a value for the rest of the brands in our
portfolio of at least 1x sales, it helps to pay down some debt and
it gives us some much needed additional working capital. The sale
of Kiju, although bittersweet for us, is an important milestone in
our evolution as a company."
The Use of Proceeds from the transaction will be used for
general working capital purposes, and to pay down debt, which is
estimated to be $13-$15 million post closing, including the VTB note
from the Galaxy transaction.
About Greenspace
GreenSpace is a Canadian-based brand
ideation team that develops, markets and sells premium natural food
products to consumers across North
America. GreenSpace owns Life Choices, convenience meat
products made with grass fed and pasture raised meats without the
use of added hormones and antibiotics, Love
Child, a producer of 100% organic food for infants and
toddlers made with the purest, natural and most nutritionally-rich
ingredients, Central Roast, a clean snacking brand featuring a wide
assortment of nut and seed mixes, Cedar, the leaders in the
Canadian Cold Press Juice category and the most recently acquired
brand, Go Veggie, one of the leaders in the US plant based dairy
market. All brands are wholly owned and retail in a variety of
natural and mass retail grocery locations across Canada.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
INFORMATION
This news release contains certain
forward-looking statements and forward-looking information
(collectively referred to herein as "forward-looking statements")
within the meaning of applicable Canadian securities laws. All
statements other than statements of present or historical fact are
forward-looking statements. Forward-looking statements are often,
but not always, identified by the use of words such as
"anticipate", "achieve", "could", "believe", "plan", "intend",
"objective", "continuous", "ongoing", "estimate", "outlook",
"expect", "may", "will", "project", "should" or similar words,
including negatives thereof, suggesting future outcomes. Management
of the Emblem and GreenSpace (collectively, the "Companies")
believe the expectations reflected in such forward-looking
statements are reasonable as of the date hereof but no assurance
can be given that these expectations will prove to be correct and
such forward-looking statements should not be unduly relied upon.
Various material factors and assumptions are typically applied in
drawing conclusions or making the forecasts or projections set out
in forward-looking statements. The forward-looking statements in
this release are based on certain assumptions and involve known and
unknown risks and uncertainties and other factors that could cause
actual events to differ materially from current assumptions and
expectations, including, but not limited to, that: the conditions
to the completion of the investments and supply agreement
contemplated herein will be satisfied, the investments and supply
agreement contemplated herein will be completed on the terms
substantially described in this release, that applicable
regulatory, exchange and third party approvals will for the
transactions described herein will be obtained, and that customers
will respond positively to the Companies' new product lines. Those
material factors and assumptions are based on information currently
available to the Companies, including data from publicly available
governmental sources as well as from market research and industry
analysis and on assumptions based on data and knowledge of this
industry which the Companies believe to be reasonable. However,
although generally indicative of relative market positions, market
shares and performance characteristics, such data is inherently
imprecise. While the Companies are not aware of any misstatement
regarding any industry or government data presented herein, the
anticipated recreational cannabis industry involves risks and
uncertainties and is subject to change based on various
factors.
Forward-looking statements are not a guarantee of future
performance and are subject to and involve a number of known and
unknown risks and uncertainties, many of which are beyond the
control of the Companies, which may cause actual performance and
results to differ materially from any projections of future
performance or results expressed or implied by such forward-looking
statements. These risks and uncertainties include, but are not
limited to, the risks identified in GreenSpace's March 31, 2018 Management's Discussion and
Analysis, which have been filed with the Canadian Securities
Administrators and available on www.sedar.com. Any forward-looking
statements are made as of the date hereof and, except as required
by law, the Companies assume no obligation to publicly update or
revise such statements to reflect new information, subsequent or
otherwise.
Neither the Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the Exchange) accepts
responsibility for the adequacy or accuracy of this Press
release.
SOURCE GreenSpace Brands Inc.