Halo Collective Enters into Agreement to Acquire Simply Sweet Gummy
Bolsters Halo's Position in Rapidly-Growing Edibles Market, Adding Low-Sugar Offering
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TORONTO, Nov. 4, 2021 /CNW/ - Halo Collective Inc. ("Halo" or the "Company") (NEO: HALO) (OTCQB: HCANF) (Germany: A9KN) today announced that it has entered into a share exchange agreement (the "Share Exchange Agreement") to acquire all of the issued and outstanding shares of Simply Sweet Gummy Ltd. ("Simply Sweet"), a health-conscious, low-sugar cannabis infused alternative confectionery company based in Vancouver, British Columbia (the "Acquisition"). The Acquisition is expected to complement Halo's strategy to introduce higher-margin, proprietary products in one of the fastest growing parts of the cannabis market, cannabis edibles.
Simply Sweet has a portfolio of five proprietary formulations made from natural ingredients that are healthy, vegan, low-sugar and free from sugar-alcohols. These include Blueberry Buzz, Peach Dream, Watermelon Adventure, Sour Cherry Blast, and Strawberry Chill. In addition, Simply Sweet's products will be free of soy, gluten, nuts, and genetically modified organisms containing less than 1 gram of sugar per packet.
"Simply Sweet is right in the sweet spot of two major consumer trends: low-sugar sweets is the fastest growing segment in the confectionery market and edibles is the fastest growing in the cannabis market," said Kiran Sidhu, Chief Executive Officer of Halo. "Adding Simply Sweet to Halo's portfolio makes Halo an early mover in what we expect to be a rapidly growing space. We intend to strengthen our position in our California and Oregon markets by using Simply Sweet's base formulas for most our infused gummy and candy production."
Pursuant to the Share Exchange Agreement, in consideration for all of the issued and outstanding shares of Simply Sweet, which holds assets and formulations (including US$1 million in cash), Halo has agreed to issue 2,700,000 common shares in the capital of Halo ("Common Shares") to the current shareholders of Simply Sweet. Halo has also agreed to issue 202,500 Common Shares to an arm's-length finder. Simply Sweet has no long term debt obligations.
Closing of the Acquisition is subject to the satisfaction of customary closing conditions, including the approval of the Neo Exchange Inc. The Company expects the Acquisition to close in November 2021.
About Simply Sweet Gummy LTD
Simply Sweet is a health-conscious, low-sugar cannabis infused alternative confectionery company based in Vancouver, British Columbia. Simply Sweet has a portfolio of proprietary recipes made from natural ingredients that are healthy, vegan, low-sugar and free from sugar-alcohols. All of its products will be free of soy, gluten, nuts, and genetically modified organisms making them appealing to a wide market.
About Halo Collective Inc.
Halo is a leading, vertically integrated cannabis company that cultivates, extracts, manufactures, and distributes quality cannabis flower, oils, and concentrates and has sold approximately eleven million grams of oils and concentrates since inception. The Company continues to expand its business and scale efficiently, partnering with trustworthy leaders in the industry who value Halo's operational expertise in bringing top-tier products to market.
Halo currently operates in the United States in Oregon and California and Canada. The Company sells cannabis products principally to dispensaries in the U.S. under its brands Hush, Mojave, and Exhale, and under license agreements with Papa's Herb®, DNA Genetics, Terphogz, and FlowerShop*, a cannabis lifestyle and conceptual wellness brand that includes G-Eazy as a partner and key member.
As part of continued expansion and vertical integration in the U.S., Halo boasts several grow operations throughout Oregon and two planned in California. In Oregon, the Company has a combined 11 acres of owned and contracted outdoor and green house cultivation, including East Evans Creek, a six-acre grow site in Jackson County with four licenses owned and operated by Halo and two third-party licenses under contract to sell all of their product to Halo; Winberry Farms, a one-acre grow site located 30 miles outside of Eugene in Lane County with a license owned and operated by Halo; and William's Wonder Farms, a three-acre grow site in Applegate Valley, under contract to sell all of its product to Halo pending the closing of Halo's acquisition of its licenses and business assets. Halo has recently acquired Food Concepts LLC, a master tenant of a 55,000 sq.ft. indoor cannabis cultivation, processing, and wholesaling facility in Portland, Oregon operated by the Pistil Point entities.
In California, the Company is building out Ukiah Ventures, a planned 30,000 sq. ft. indoor cannabis grow and processing facility, which will include up to an additional five acres of industrial land to expand the site. Recently, Halo partnered with Green Matter Holding in California to purchase a property in Lake County, developing up to 63 acres of cultivation, comprising one of the largest licensed single site grows in California. Halo also plans to expand its operations in California by opening three dispensaries in North Hollywood, Hollywood, and Westwood.
In Canada, Halo acquired three KushBar retail cannabis stores located in Alberta as a first in its planned entry into the Canadian market, leveraging its Oregon and California brands. With the KushBar retail stores as a foundation, the Company plans to expand its foothold in Canada.
Halo has also acquired a range of software development assets, including CannPOS, Cannalift, and, more recently, CannaFeels. In addition, Halo owns the discrete sublingual dosing technology, Accudab. The Company intends to spin-off these assets and its intellectual property and patent applications into its subsidiary Halo Tek Inc. and expects to complete a distribution to shareholders on a record date to be determined by Halo.
Halo has recently announced the reorganization of its non-U.S. operations into Akanda Corp., whose mission is to provide high-quality and ethically sourced medical cannabis products to patients worldwide. Akanda will seek to deliver on this promise while driving positive change in wellness, empowering individuals in Lesotho, and uplifting the quality of the lives of employees and the local communities where it operates, all while limiting its carbon footprint. Akanda will combine the scaled production capabilities of Bophelo Bioscience & Wellness Pty. Ltd., Lesotho-based cultivation and processing campus located in the world's first Special Economic Zone (SEZ) containing a cannabis cultivation operation, with distribution and route-to-market efficiency of Canmart Ltd., UK-based fully approved pharmaceutical importer, and distributor that supplies pharmacies and clinics within the U.K. With a potential maximum licensed canopy area of 200 hectares (495 acres), Bophelo has scalability that is arguably unmatched in the world today. Following the reorganization, Halo is the largest shareholder of Akanda Corp.
For further information regarding Halo, see Halo's disclosure documents on SEDAR at www.sedar.com
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Cautionary Note Regarding Forward-Looking Information and Statements
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only Halo's beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Halo's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". Forward-looking information may relate to anticipated events or results including, but not limited to the closing of the Acquisition, the expected size and growth of the edible and confectionary markets, the number of Common Shares to be issued, the expected closing date of the Acquisition, Halo's expectations regarding the expansion of processing, production and distribution operations and the financial performance thereof, the Company's plans to expand in Canada and California, the expected size and capabilities of the final facility planned at Ukiah Ventures, the size of Halo's planned cultivation facility in Northern California, the ability of Bophelo and Canmart to serve the U.K. market and the proposed spin-off with Halo Tek Inc.
By identifying such information and statements in this manner, Halo is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from those expressed or implied by such information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this press release, Halo has made certain assumptions. Although Halo believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. Among others, the key factors that could cause actual results to differ materially from those projected in the forward-looking information and statements are the following: unforeseen delays in obtaining the required regulatory approvals for the Acquisition, the outcome of Halo's ongoing diligence investigations, changes in the consumer market for cannabis products, changes in the expected outcomes of the proposed changes to Halo's operations, delays in obtaining required licenses or approvals necessary for the build-out of Oregon operations or the proposed spin-out with Halo Tek Inc., delays or unforeseen costs incurred in connection with construction, the ability of competitors to scale operations in Northern California, delays or unforeseen difficulties in connection with the cultivation and harvest of Halo's raw material, changes in general economic, business and political conditions, including changes in the financial markets; and the other risks disclosed in the Company's annual information form dated March 31, 2021 and other disclosure documents available on the Company's profile at www.sedar.com. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected.
The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and Halo does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to Halo or persons acting on its behalf is expressly qualified in its entirety by this notice.
Non-Solicitation
This press release shall not constitute an offer to sell nor the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
SOURCE Halo Collective Inc.
Halo Collective, Investor Relations, [email protected], www.haloco.com/investors
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