FINORE MINING ANNOUNCES LETTER AGREEMENT FOR ACQUISITION OF KUSHTOWN USA LLC, A LEADING CALIFORNIA MARIJUANA BEVERAGE COMPANY
October 28 2016 - 09:00AM
InvestorsHub NewsWire
Vancouver, British Columbia – October 28, 2016 –
InvestorsHub NewsWire -- Finore Mining Inc.
(“Finore” or the "Company")
(CSE: FIN; OTC:FNREF) is pleased to announce that
it has signed a letter agreement dated October 27, 2016 (the
“Assignment Agreement”) with an arm’s length
private British Columbia company (the “Assignor”),
pursuant to which the Assignor has assigned to the Company the
rights and obligations of a letter agreement dated October 25, 2016
(the “Letter Agreement”) between the Assignor and
Kushtown USA, LLC (“Kushtown”) a private
California limited liability company. Pursuant to the terms
of the Letter Agreement, the Company will acquire all of the issued
and outstanding securities of Kushtown (the
“Transaction”).
About Kushtown USA (www.kushtownusa.com)
Kushtown USA LLC is a California
based leading liquid edibles company that specializes in cannabis
infused medicated water, sodas, hot sauces and barbecue sauces.
Since 2000, Kushtown has been one of the leaders in
marijuana beverages and edible products in California, with sales
to over 200 medical marijuana dispensaries.
Kushtown currently markets and
distributes:
Kushtown Sodas
Kushtown Water
Kushtown Hot Sauce
Kushtown BBQ sauce
Kushtown holds trademark rights to the
Kushtown line of products, and management plans to leverage the
established Kushtown brand name in California and aims to expand
the Kushtown brand into the recreational cannabis market across
North America, pending the November 8, 2016 vote in California and
other States to legalize recreational marijuana.
California Proposition
64, the California Marijuana Legalization Initiative will
be on the ballot on November 8, 2016
The accelerating pace of marijuana legalization in the United
States has grabbed headlines around the world in the past few
months. In the United States, four states
(and the District of Columbia) already allow the use of
recreational marijuana. On November 8, 2016, alongside the
presidential election five more will vote on similar legalization —
California, Nevada, Maine, Massachusetts and Arizona.
Medical marijuana has been given the
green light in half of all U.S. states. Legal cannabis sales
in the United States jumped 17 percent, to $5.4 billion, in 2015
and are expected to grow by 25 percent this year, to $6.7 billion,
according to Arcview Market Research.
By 2020 legal cannabis sales in the
United States are projected to hit $21.8 billion. California
currently accounts for 49 percent of all US cannabis sales by state
and it is predicted that the legal cannabis market will see a
whopping $21.8 billion in total annual sales by 2020. (By
comparison, at that point, the legal marijuana
market could be
bigger than the National Football League, which saw roughly $12 billion of revenue last year
but is aiming to
reach $25 billion by 2027.)
Kushtown is well positioned to capitalize on the changing
legislation in the marijuana industry in California and the company
plans to execute an aggressive marketing and distribution plan to
expand the Kushtown brand of liquid edibles across North America.
Management of Kushtown has built an excellent reputation
operating in California’s medical marijuana market and is a leading
liquid edibles company in California. With California’s
potential move towards legalization, Kushtown is planning an
aggressive growth strategy and is currently in the process of
acquiring a high output automated bottling and packaging plant
to be installed and operational in the coming weeks.
Letter Agreement
Pursuant to the terms of the Letter Agreement, the Company will,
within 14 days of signing of the Letter Agreement, pay the
shareholders of Kushtown aggregate cash consideration of US$50,000
(the “Cash Payment”) and shall advance a loan to
Kushtown of US$50,000 (the “Loan”). The Cash
Payment and the Loan will be evidenced by a promissory note(s) and
will be secured by a pledge over in aggregate 20% of the issued and
outstanding shares of Kushtown. In addition, upon closing of
the Transaction, the Company will issue to Kushtown shareholders an
aggregate of 8,440,845 common shares in the capital of the Company
(the “Payment Shares”) at a deemed price of
CDN$0.15 per Payment Share for total share consideration of
CDN$1,266,126.75 (US$950,000). The Payment Shares will be
subject to escrow conditions and/or resale restrictions as required
by applicable securities laws and the policies of the Canadian
Securities Exchange (the “CSE”).
Pursuant to the terms of the Assignment Agreement, the Company
will, upon closing of the Transaction, issue 2,500,000 common
shares to the Assignor at a deemed price of CDN$0.15 per share and
shall grant the Assignor a 2% net profits interest royalty on all
Kushtown branded products sold by the Company.
The Transaction remains subject to certain closing conditions,
including, completion of due diligence, the negotiation and signing
of a definitive agreement and obtaining all necessary approvals,
including, approval of the respective boards, the approval of the
CSE, and if applicable, shareholders of the Company. There
can be no guarantees that the Transaction will be completed as
proposed or at all.
None of the Payment Shares to be issued pursuant to the Transaction
have been or will be registered under the U.S. Securities Act of
1933, as amended (the “U.S. Securities Act”), or
any state securities laws, and any Payment Shares issued pursuant
to the Transaction are anticipated to be issued in reliance upon
available exemptions from such registration requirements pursuant
to Rule 506(b) of Regulation D and/or Section 4(a)(2) of the U.S.
Securities Act and applicable exemptions under state securities
laws. In addition, the Payment Shares to be issued pursuant to the
Transaction under an exemption from the registration requirements
of the U.S. Securities Act will be “restricted securities” as
defined under Rule 144(a)(3) of the U.S. Securities Act and will
contain the appropriate restrictive legend as required under the
U.S. Securities Act.
The CSE does not accept responsibility for the adequacy
or accuracy of this release.
Cautionary Statement
Regarding “Forward-Looking” Information
The forward-looking information
contained in this press release is made as of the date of this
press release and, except as required by applicable law, the
Company does not undertake any obligation to update publicly or to
revise any of the included forward-looking information, whether as
a result of new information, future events or otherwise, except as
may be required by law. By its very nature, such forward-looking
information requires the Company to make assumptions that may not
materialize or that may not be accurate. This forward-looking
information is subject to known and unknown risks and uncertainties
and other factors, which may cause actual results, levels of
activity and achievements to differ materially from those expressed
or implied by such information.
Listing: CSE - Symbol: FIN, OTC: FNREF
Investor Contact: info@finoremining.com