Greenlane Holdings, Inc. (“Greenlane”) (NASDAQ: GNLN) and KushCo
Holdings, Inc. (''KushCo'') (OTCQX: KSHB) today announced the
enterprise leadership team that will helm the proposed combined
Greenlane and KushCo businesses following the consummation of the
proposed merger (the “Transaction”).
As previously announced, Nick Kovacevich will
lead the combined company as Chief Executive Officer. Greenlane’s
Bill Mote will serve as Chief Financial Officer, with Greenlane
Co-founder Aaron LoCascio serving as President and Greenlane
Co-founder Adam Schoenfeld serving as Chief Strategy Officer.
Additionally, the following executives will join
the combined company’s enterprise leadership team, reporting to
Nick Kovacevich:
- William (Bill) Bine, Chief
Operating Officer
- Rhiana Barr, Chief People
Officer
- Douglas Fischer, General
Counsel
- Richard Finlow, Managing Director,
Europe
- Michael Cellucci, President CPG
Sales
- Andrew Goodman, SVP Packaging
Additional senior leadership positions of the
combined company will be named at a later
date.
“We are thrilled to be assembling a
best-in-class leadership team with decades of combined experience
in cannabis and CPG. Collectively, we will form a leading ancillary
cannabis company in our industry,” said Nick Kovacevich, KushCo’s
Co-founder, Chairman, and Chief Executive Officer. “This team is
fully capable of leading the combined organization and executing on
our core strategies, which include building a world-class product
and service platform, cross-selling to our complementary customer
bases, and providing enhanced value to our amazing customers as
they continue to expand and as the industry continues to evolve.
This is an exciting and major step forward in the integration
planning process, and I look forward to continue working with the
rest of the leadership team to complete the planning process, build
upon our high-performance teams and people first culture, and set
the combined company up for success starting on day one.”
The companies anticipate that the Transaction
will close by late second quarter or early third quarter 2021,
subject to the satisfaction or waiver of all closing conditions,
including the receipt of all necessary regulatory and stockholder
approvals.
About KushCo Holdings, Inc.
KushCo Holdings, Inc. (OTCQX: KSHB)
(www.kushco.com) is a premier provider of ancillary products and
services to the legal cannabis and CBD industries. KushCo’s
subsidiaries and brands provide product quality, exceptional
customer service, compliance knowledge and a local presence in
serving its diverse customer base, which consists of leading
multi-state-operators (MSOs), licensed producers (LPs), and
brands.
Founded in 2010, KushCo has now sold more than 1
billion units to growers, brand owners, processors and producers
across North America, South America, and Europe, specializing in
child-resistant compatible and fully customizable packaging,
exclusive vape hardware and technology, and complementary solvents
and natural products.
As a pioneer in the industry, KushCo continues
to work to create a positive impact on the environment, society,
and community through CSR and ESG initiatives, such as: offering
sustainable and compostable packaging; donating PPE supplies to
healthcare workers on the frontline fighting the COVID-19 pandemic;
partnering with organizations such as Mission Green to offer social
equity programs for industry inclusion; being one of the first in
the industry to award paid time-off for all employees on November
3, 2020 (“Election Day”); and working to incorporate
industry-leading corporate governance practices and a more diverse
board makeup.
For more information on KushCo’s commitment to
CSR and ESG initiatives, please visit the Company’s #KushCares page
at www.kushco.com/kushcares.
KushCo has been featured in media nationwide,
including CNBC, Fox News, Yahoo Finance, Cheddar, Los Angeles
Times, TheStreet.com, and Entrepreneur, Inc Magazine. For more
information, visit www.kushco.com or call (888) 920-5874.
About Greenlane Holdings, Inc.
Greenlane Holdings, Inc. (NASDAQ: GNLN) is a
global house of brands and one of the largest sellers of premium
cannabis accessories, child-resistant packaging, and specialty
vaporization products to smoke shops, dispensaries, and specialty
retail stores, as well as direct to consumer through its online
e-commerce platform, vapor.com. Founded in 2005, Greenlane serves
more than 8,000 retail locations and has over 250 employees with
operations in United States, Canada, and Europe. With a strong
global footprint, Greenlane has been the partner of choice for many
of the industry’s leading brands, who chose to leverage its strong
distribution platform, unparalleled customer service, and highly
efficient operations and logistics to accelerate their growth.
Greenlane’s curated portfolio of owned brands includes EYCE,
packaging innovator Pollen Gear™, VIBES™ rolling papers, Marley
Natural™ Accessories; K.Haring Glass Collection, Aerospaced
grinders, and Higher Standards which offers both an upscale product
line as well as an innovative retail experiences with flagship
stores located in Chelsea Market, New York and Malibu,
California.
For additional information, please visit: https://gnln.com/.
Cautionary Statement Regarding Forward-Looking
Statements
This communication includes forward-looking
statements. These forward-looking statements generally can be
identified by phrases such as “will,” “expects,” “anticipates,”
“foresees,” “forecasts,” “estimates” or other words or phrases of
similar import. These statements are based on current expectations,
estimates and projections about the industry, markets in which
Greenlane and KushCo operate, management’s beliefs, assumptions
made by management and the transactions described in this
communication. While Greenlane’s and KushCo’s management believes
the assumptions underlying the forward-looking statements and
information are reasonable, such information is necessarily subject
to uncertainties and may involve certain risks, many of which are
difficult to predict and are beyond management’s control. These
risks include, but are not limited to: (1) the occurrence of
any event, change or other circumstances that could give rise to
the termination of the Merger Agreement; (2) the outcome of
any legal proceedings that may be instituted against the parties
and others following announcement of the Merger Agreement;
(3) the inability to consummate the Transaction due to
the failure to obtain the requisite stockholder approvals or the
failure to satisfy other conditions to completion of the
Transaction; (4) risks that the proposed Transaction disrupts
current plans and operations of Greenlane and/or KushCo;
(5) the ability to recognize the anticipated benefits of the
Transaction; and (6) the amount of the costs, fees, expenses
and charges related to the Transaction; and the other risks and
important factors contained and identified in Greenlane’s and
KushCo’s filings with the SEC, such as their respective most recent
Annual Reports on Form 10-K, any of which could cause actual
results to differ materially from the forward-looking statements in
this communication.
There can be no assurance that the Transaction
will in fact be consummated on the expected timeline or at all. We
caution investors not to unduly rely on any forward-looking
statements. The forward-looking statements speak only as of the
date of this press release. Neither Greenlane nor KushCo is under
any duty to update any of these forward-looking statements after
the date of this communication, nor to conform prior statements to
actual results or revised expectations, and neither Greenlane nor
KushCo intends to do so.
Important Information for Investors and
Stockholders
In connection with the proposed Transaction,
Greenlane expects to file with the SEC a registration statement on
Form S-4 that will include a joint proxy statement of
Greenlane and KushCo that also constitutes a prospectus of
Greenlane, which joint proxy statement will be mailed or otherwise
disseminated to Greenlane’s and KushCo’s respective stockholders
when it becomes available. Greenlane and KushCo also plan to file
other relevant documents with the SEC regarding the proposed
Transaction. INVESTORS ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE
SEC IF AND WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION.
Investors and security holders may obtain free
copies of the registration statement and the joint proxy
statement/prospectus (if and when it becomes available) and other
relevant documents filed by Greenlane and KushCo with the SEC at
the SEC’s website at www.sec.gov. Copies of the documents filed by
the companies will be available free of charge on their respective
websites at www.gnln.com and www.kushco.com.
Participants in Solicitation
Greenlane, KushCo and their respective directors
and executive officers may be considered participants in the
solicitation of proxies in connection with the proposed
transaction. Information about the directors and executive officers
of Greenlane is set forth in its proxy statement for its 2020
annual meeting of stockholders, which was filed with the SEC on
April 24, 2020. Information about the directors and executive
officers of KushCo is set forth in its proxy statement for its 2021
annual meeting of stockholders, which was filed with the SEC on
December 28, 2020. These documents can be obtained free of
charge from the sources indicated above. Additional information
regarding the participants in the proxy solicitations and a
description of their direct and indirect interests, by security
holdings or otherwise, will be contained in the joint proxy
statement/prospectus and other relevant materials to be filed with
the SEC when they become available.
No Offer or Solicitation
This communication is not intended to and shall
not constitute an offer to sell or the solicitation of an offer to
sell or the solicitation of an offer to buy any securities or a
solicitation of any vote of approval, nor shall there be any sale
of securities in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933,
as amended.
Greenlane Investor Contact:Rob
KellyInvestor Relations, MATTIO
CommunicationsGreenlane@mattio.com1-416-992-4539
Greenlane Media Contact:MATTIO
CommunicationsGreenlane@mattio.com
KushCo Holdings
Investor Contact:Najim Mostamand, CFADirector of
Investor Relations714-539-7653ir@kushco.com
KushCo Holdings Media
Contact:Caldwell Strategic Consulting Gianno
CaldwellGianno@caldsconsulting.com773-593-6323
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