Mota Ventures Corp. announces signing of a binding letter of intent to acquire Tropical Verde Coast Ltd.
Mota Ventures Corp. (CSE:MOTA) (the “Company”) is pleased to announce it has signed a binding letter of intent dated January 2, 2020 (the “LOI”) which outlines the terms and conditions pursuant to which, the Company will acquire (the “Proposed Acquisition”) all of the share capital of Tropical Verde Coast Ltd. (“Tropical Verde”).
Tropical Verde is an arms’-length party that holds a Tier 1 cultivation license in Jamaica. Tropical Verde is focused on cultivation and extraction of cannabis as well as distributing cannabis products in herb shops, dispensaries and health and wellness retail locations across the Caribbean. Tropical Verde is currently finalizing its irrigation systems, fencing and security on five acres of leased property, and anticipates that growing will commence by late Q1 2020. Jamaica has a long and rich history of producing high-quality marijuana products. Jamaica’s outdoor growing conditions coupled with the availability of unique strains, position it to be a leader in the Caribbean region. As a result of the acquisition, Mota Ventures will indirectly hold a 49% stake, and a 95% net profit royalty of a medical cannabis company that holds a tier 1 Cultivator’s license in Jamaica to produce cannabis for medicinal purposes.
“This transaction shows Mota Ventures strategic commitment to becoming a low cost producer and distributor of high quality CDB products globally. The Caribbean region is a very large emerging market with Jamaica leading the way,” said Joel Shacker, Chief Executive Officer of the Company.
The LOI contemplates that the Company, would acquire all of the issued and outstanding share capital of Tropical Verde in consideration for Cdn$5,000,000, which will be satisfied through the issuance of 11,111,111 common shares (the “Consideration Shares”) at a deemed price of Cdn$0.45 per share, to the existing shareholders of Tropical Verde. The Consideration Shares will be subject a four-month-and-one-day statutory hold period, in accordance with applicable securities laws.
The Proposed Acquisition remains subject to a number of conditions, including completion of due diligence, receipt of any required regulatory approvals, and the negotiation of definitive documentation, which is expected to include additional warranties, representations, covenants and terms and conditions that are customary and consistent with industry standards for this type of transaction. The Proposed Acquisition cannot be completed until these conditions have been satisfied.
The Company also announces that with completion of the acquisition of NNZ Consulting Corp. (“NNZ”), the board of directors has decided to award Nima Bahrami, the President of NNZ, a bonus of 250,000 shares of the Company for the instrumental work he did in arranging the transaction. All shares issued to Mr. Bahrami will be subject to a four-month-and-one-day statutory hold period in accordance with the policies of the Canadian Securities Exchange.
About Mota Ventures Corp.
Mota Ventures is seeking to become a large-scale vertically integrated low-cost producer and exporter of the highest quality CBD products worldwide. The 2.5 hectare site located in Colombia has optimal year round growing conditions and access to all necessary infrastructure. The site is located approximately 2 hours outside of Bogota 20 minutes away from the free trade zone and 30 minutes away from the international airport. Phase one will consist of a state of the art 60,000 square foot greenhouse with the capacity to produce more than 14,000,000 grams per year along with build out of the Company’s extraction facilities. The Company will focus on CBD extraction to produce pure raw CBD, with the goal to make value added CBD products and create its own brand to be sold internationally.
ON BEHALF OF THE BOARD OF DIRECTORS
MOTA VENTURES CORP.
Chief Executive Officer
The Canadian Securities Exchange has in no way passed upon the merits of the Proposed Acquisition and has neither approved nor disapproved the contents of this press release.
This news release may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan”, “forecast”, “may”, “schedule” and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the Proposed Acquisition, the anticipated business activities of NNZ and Ihuana and the reliability of third party information and other factors or information. Such statements represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. For the purposes of such statements, the Company has assumed the regulatory regime in place in Colombia will continue to permit Ihuana to cultivate non-psychoactive cannabis and produce CBD. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. Such factors include changes to the regulatory regime in Colombian with respect to the cultivation of non-psychoactive cannabis and production of CBD. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.