Sproutly Canada (CSE:SPR) announced it completed the acquisition of Infusion Biosciences Canada and SSM Partners.
As quoted in the press release:
“We are extremely excited to finalize this Acquisition, enabling Sproutly to commercialize the APP Technology in major regulated markets around the world with innovative cannabis products that target the $50+ billion bottled water and functional beverage market with naturally water soluble molecules from cannabis and hemp”, commented Keith Dolo, Chief Executive Officer of Sproutly. Mr. Dolo added, “APP Technology is a low-cost, gentle method to produce Infuz20, a ground-breaking discovery that delivers the total effects of the strain of cannabis from which it is made; on-set effects start within approximately 5 minutes and dissipate within approximately 90 minutes.”
Pursuant to the share purchase agreement dated July 31, 2018 (the “Infusion SPA”) among Sproutly, Infusion Biosciences Canada, and Infusion Biosciences and the share purchase agreement dated July 31, 2018 (the “SSM SPA”) among Sproutly, SSM Partners, and BNO Holdings Inc. (“BNO”), each of Infusion Biosciences and BNO have received, or are entitled to receive, the following consideration:
a) Infusion Biosciences:
- i. 36,857,676 common shares of Sproutly (“Sproutly Shares”);
- ii. C$4,525,000 cash payment, due within 12 months from closing of the Acquisition and subject to adjustments as set forth in the Infusion SPA; and
- iii. an earn-out of up to an additional 14,743,070 Sproutly Shares upon Sproutly achieving certain milestones as set forth in the Infusion SPA;
- i. CAD$4,975,000 cash payment due within 12 months from closing of the Acquisition or convertible into common shares, subject to adjustments and SSM achieving certain milestones as set forth in the SSM SPA; and
- ii. an earn-out of up to 22,114,605 Sproutly Shares upon Sproutly achieving certain milestones as set forth in the SSM SPA.