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Naturally Splendid Enterprises Ltd. (TSXV:NSP,OTCMKTS:NSPDF) announced that the deadline for the letter of intent with POS Holdings Corp. has been extended from May 31 to June 15.
As quoted in the press release:
As announced on April 27, 2015, POS and NSP entered into the LOI to provide the basic terms and conditions on which the parties would enter into an agreement to purchase 51% of POS BPC Manufacturing Corp.
POS BPC Manufacturing Corp. operates a 12,000 square foot production facility (the “BPC Facility”). The BPC Facility contains ~60,000L of tankage, a fractional distillation system, evaporation equipment, spray drying equipment, a ring dryer and various other pieces of complementary & auxiliary equipment.
The BPC Facility is capable of processing a variety of products including the suite of plant-based omega technologies such as HempOmega(TM) licensed by FSL to Naturally Splendid. Additionally, the BPC Facility is designed to produce plant-based extracts, tinctures and dry ingredients for a variety of clients. The ability for Naturally Splendid to control its own processing is a significant strategic development. Additionally, the BPC Facility has the potential to generate revenue from clients who require toll processing specific to this type of facility.
The letter of intent also provides that Naturally Splendid and POS (or its subsidiaries) will enter into licensing and/or sales agreements whereby Naturally Splendid will have the right to market, on an exclusive basis, a minimum of five (5) products of POS (the “Exclusive Products”) and market, on a non-exclusive basis, additional products of POS (the “Non-Exclusive Products”). The ingredients included in this offering are of high quality sourced plant and marine extracts in the form of powder or oil. These ingredients are environmentally sustainable and promote good health and nutrition.
Naturally Splendid may integrate the extracts into their Natera(R) and Pawsitive FX(TM) retail products, as well as offer wholesale and bulk ingredients for global commercial distribution. The parties have agreed that the Exclusive Products and Non-Exclusive Products when possible will be manufactured at the BPC Facilities following closing of the transaction. Naturally Splendid will also have the right to have its product lines manufactured at the BPC Facility.
Under the extension agreement, POS has also agreed to exclusively negotiate with NSP up to June 15, 2015 and, in consideration of which, Naturally Splendid has agreed to deposit the cash portion of the purchase price, being CAD $1,750,000, into an escrow account (the “Escrowed Funds”). The release of the Escrowed Funds will be subject to closing the transaction.
The parties have agreed to close the proposed transaction by June 15, 2015. Closing of the transaction will be subject to a number of customary conditions as well as (i) TSX Venture Exchange acceptance of the transaction, (ii) completion of satisfactory due diligence by the parties, and (iii) POS obtaining the necessary third party consents to approve the transaction.
Click here to read the Naturally Splendid Enterprises Ltd. (TSXV:NSP,OTCMKTS:NSPDF) press release
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