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TORONTO, Dec. 13, 2019 /CNW/ - Mimi's Rock
Corp. ("Mimi's Rock" or the "Company")
(TSXV:MIMI) is pleased to announce the successful completion of its
previously-announced acquisition of All Natural Advice Ltd.
("All Natural") and Maritime Naturals Ltd. ("Maritime
Naturals") by way of a share purchase transaction. Combined,
the acquired businesses generated approximately $5.5 million of revenue and $1.6 million of EBITDA over the past twelve
months, with consolidated revenue growing 29% year over year and
EBITDA growth of 109% on a year over year basis. In connection
with the transaction, the Company has renegotiated its senior
credit facility, providing cash for the acquisition while reducing
borrowing costs.
"This acquisition is not only immediately accretive, it is also
an excellent strategic fit for Mimi's Rock Corp. All Natural
Advice has business in several European countries which were future
target markets for us. This allows us to accelerate our
strategy" said Dave Kohler, CEO of
Mimi's Rock.
The purchase price was satisfied by (i) payment, in aggregate,
of approximately $5.5 million in
cash, (ii) the issuance of an aggregate of 3,203,048 common shares
in the capital of Mimi's Rock, 75% of which will remain still
subject to escrow, and (iii) the assumption of a loan from the
vendors in the amount of approximately $2
million, which loan is to be repaid within 12 months of
closing. The cash portion of the purchase price is paid with a
combination of cash on hand and additional borrowings under the
Company's long-term debt facility with the Bank of Nova Scotia, the terms of which was amended
and restated on December 13,
2019.
All Natural and Maritime Naturals currently offer products in
Germany, Italy, UK and Australia, giving Mimi's Rock immediate access
to these markets. The Company believes that their products will
allow Mimi's Rock to offer 45 additional SKUs to its already
impressive basket of products by offering anti-ageing organic
skincare products, all-natural masks & scrubs, acne blemish
treatments, beard oils and more.
Senior Debt Refinancing
On December 13, 2019, the Company
modified its secured debt facility, as originally entered into on
July 6, 2018. The revised
facility matures on December 13, 2022
and provides for a $16,632,000 term
loan repayable over four years, initially at the Canadian Bankers'
Acceptance ("BA") rate plus 3.0%, or approximately 4.95% effective
rate, with quarterly payments of principal and interest beginning
March 2020. The revised credit facility also continues to
provide for an operating line of credit, secured by inventory and
accounts receivable, as well as corporate credit cards.
Importantly, the requirement that the Company insure its debt with
Export Development Canada has been removed, lowering the Company's
overall cost of capital.
The facility is secured by all assets of the Company and
contains affirmative and negative covenants including compliance
with laws and restrictions on additional debt, as well as
traditional financial covenants such as debt to earnings and other
coverage ratios.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this news release.
About Natural Advice and Maritime Naturals
All Natural Advice and Maritime Naturals, based in Ontario and Nova
Scotia, respectively, are companies focused on skin and
beauty care. Products sold by All Natural and Maritime Naturals are
made in Canada and registered
under Health Canada and under the EU Cosmetics Act. Together, All
Natural and Maritime Naturals have over 45 products in
jurisdictions around the world. All Natural has been featured on
BNN as a top selling skincare brand in Canada and has been rated the #1 Beauty Brand
on Amazon Canada for the past 4 years.
About Mimi's Rock Corp.
Mimi's Rock Corp. is an online dietary supplement and wellness
company operating under the Dr. Tobias brand. The brand features
over 30 products including the top selling colon cleansing product
and the #1 selling Omega 3 Fish Oil on Amazon.com. The Company
currently serves customers in the United
States and has rapid growth plans to expand into other
markets.
For more information, visit https://mimisrock.com.
Forward Looking Statements
This news release may contain forward-looking statements or
"forward-looking information" within the meaning of applicable
Canadian securities laws ("forward-looking statements").
Often, but not always, forward-looking statements can be identified
by the use of words such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or describes a "goal", or variation of such words and
phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be
achieved.
All forward-looking statements reflect the Company's beliefs
and assumptions based on information available at the time the
statements were made. Actual results or events may differ from
those predicted in these forward-looking statements. All of the
Company's forward-looking statements are qualified by the
assumptions that are stated or inherent in such forward-looking
statements.
Forward-looking statements involve known and unknown risks,
future events, conditions, uncertainties and other factors which
may cause the actual results, performance or achievements to be
materially different from any future results, prediction,
projection, forecast, performance or achievements expressed or
implied by the forward-looking statements. Such factors include,
among others, internal and external factors disclosed in the most
recent annual information form of the Company and other documents
publicly filed by the Company. Although the Company has attempted
to identify important factors that could cause actual actions,
events or results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or
intended. There can be no assurance that forward-looking statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on
forward-looking statements.
The Company disclaims any intention or obligation to update
or revise any forward-looking statements whether as a result of new
information, future events, or otherwise, except in accordance with
applicable securities laws.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act") or any state securities laws and may not be offered or
sold within the United States or
to U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available. Not for distribution to U.S. Newswire
Services or for dissemination in the
United States. Any failure to comply with this restriction
may constitute a violation of U.S. Securities laws.
SOURCE Mimi's Rock Inc.