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Orchid Clarifies News Release Regarding Definitive Agreement To Acquire Assets Of GreenBloom Cannabis Co.

Vlad Poptamas

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Premium cannabis brand Orchid Ventures, Inc. (CSE: ORCD)(OTC:ORVRF)(“Orchid Ventures” or the “Company“) announces that at the request of IIROC the Company would like to clarify the press release issued earlier today. The Company has entered into an asset purchase agreement (the “DefinitiveAgreement“) on July 2, 2019, for the acquisition of certain assets of GreenBloom Cannabis Co. (“GreenBloom“), a vertically-integrated cannabis operator with five retail stores, two cultivation facilities, one distribution entity, and six brands in Oregon and California (the “Acquisition“).

Also part of the Acquisition is a development in California of cultivation, processing, and retail facility with 300,000 square feet of canopy, and a 25,000 square foot extraction facility, which would make it one of the largest facilities in the State of California once developed. The Acquisition will provide Orchid Ventures with a vertically integrated operator, with current projected revenue of up to CA$163.7MM for the next twelve months with an estimated EBITDA of 13.6%* (actual EBITDA of 2018 was 13.6%), and would establish one of the largest West Coast-centric cannabis conglomerates in the industry.

Orchid Ventures currently sells a premium line of vaporized products, plus an expanding line of new CBD and THC products across several categories in California and Oregon. With this acquisition, Orchid will also add to their portfolio of brands and significantly increase cash flow in order to accelerate development and expansion into existing and new markets. Importantly, Orchid will control a sophisticated and quality supply-chain from seed to sale, cementing itself as one of the most diverse and robust cannabis portfolios in the industry.

“This is a tremendous alignment of interests between not just two companies but in a sector in need of innovation, expansion and growth that has been proven by GreenBloom Cannabis and their leadership,” said Tom Soto, Board Chairman of Orchid Ventures, Inc. “The strength in the markets that GreenBloom has demonstrated, partnering with the premier consumer brand in Orchid Essentials makes for a highly valued, consumer-driven acquisition that will further define where the cannabis sector could scale.”

“For the last year, I have worked closely with GreenBloom Cannabis, visiting all their facilities, meeting with their teams, and developing a great relationship with management. The alignment of our two organizations will greatly increase margins and solidify the supply chain in both California and Oregon,” said Corey Mangold, Founder & CEO of Orchid Ventures, Inc. “Along with adding a large amount of revenue and EBITDA, we are greatly furthering our capabilities to expand Orchid Essentials into multiple new states and countries in the coming year. Having George Mattia join the executive leadership team, along with joining the Board of Directors, will add tremendous value and operational skills to the organization.”

“My initial vision in establishing GreenBloom Cannabis was to create a profitable health and well-being based cannabis company that takes consumers, the community, and the future of this sector in mind,” said George Mattia, Founder, and CEO of GreenBloom. “In joining forces with the Orchid family we will be in a stronger position to leverage our cultivation, processing and retail assets and expertise with Orchid’s product innovation capability, and their proven success in building great brands through disruptive marketing and sales excellence. Choosing Orchid Ventures also allows us to scale our combined businesses to serve even more consumers and provide the highest quality cannabis products at affordable prices.”

Pursuant to the terms of the Definitive Agreement, in consideration for the Acquisition and upon closing thereof, the Company will pay an aggregate purchase price of US$10,000,000 to be paid out over the next 12 months, and issue 50,000,000 common shares at a deemed price of CA$0.50 per share (the “Payment Shares“). The Payment Shares will be subject to escrow conditions and/or resale restrictions as required by applicable securities laws and the policies of the CSE as well as additional voluntary hold periods agreed to by GreenBloom. There are no finders fees, nor change of control.*

The Acquisition is subject to certain closing conditions, including, without limitation, completion of due diligence by each party. There can be no assurance that the Acquisition will be completed as proposed or at all. The Acquisition is currently expected to close in August 2019.

In addition, the Company also announces that it has entered into a Memorandum of Understanding (“MOU “) with Infusion Factory, LLC (“Infusion “) and its parent company ICON Holdings, Inc. pursuant to which Infusion will provide vendor services in exchange for, among other things, the issuance of a warrant (“Warrant“) to purchase of up to 200,000 Shares at the price of CAD$0.33 per share with a term of 36 months. The issuance of the Warrant is subject to the approval of the Exchange. In addition, the  Company issued 2,000,000 stock options, which vested immediately, at the exercise price of CAD$0.33 to its independent directors.

None of the securities to be issued pursuant to the Acquisition or the Warrant 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 securities issued pursuant to the Acquisition and Warrant 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 securities issued 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.

 

SOURCE Orchid Ventures, Inc.

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Cannabis

Digipath CEO Todd Denkin Interviewed by CEO Roadshow

Vlad Poptamas

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Digipath, Inc. (OTCQB: DIGP) (“DIGP” or the “Company”), a service-oriented independent testing laboratory, data analytics and formulation firm focused on the developing cannabis and hemp markets, is pleased to announce that Company CEO Todd Denkin was recently interviewed by CEO Roadshow with veteran journalist Mike Elliott.

In this interview, Denkin discusses the Company’s recent provisional patent applications involving terpene technology. He also discusses Digipath’s newest business unit, GroSciences and the molecular assay it has developed to distinguish hemp from drug-type cannabis, and the status of the Company’s expansion into Colombia.

“It’s always a pleasure to sit down with Mr. Elliott, who is a true professional with a significant following,” stated Todd Denkin, CEO, Digipath Inc. “In this interview we covered some of the more exciting things happening for Digipath and its shareholders. “Please take a moment to listen to the interview at http://ceoroadshow.com/digipath-interview/,” added Denkin.

 

SOURCE Digipath, Inc.

 

 

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Cannabis

Vireo Health Launches New York’s First Same-Day Marijuana Delivery Service

Vlad Poptamas

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Photo source: cantechletter.com
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Vireo Health of New York (“Vireo” or the “Company”), a subsidiary of Vireo Health International (CSE: VREO), a leading physician-led, science-focused multi-state cannabis company, today announced that patients living in the New York City metro area, Westchester County, and Nassau County now have access to free, same-day marijuana delivery.

Launched in April 2017, Vireo’s medical marijuana home delivery service has rapidly expanded. Since its inception, the Company has made more than 25,000 home deliveries to patients. With over 1,000 Google reviews with an average 4.9 out of 5 star rating, it is now the first company in New York to offer a free same-day delivery option.

“Our same-day home delivery service is designed to match the convenience that New Yorkers have become accustomed to in the era of Amazon, Uber and Seamless,” said Founder and Chief Executive Officer, Kyle Kingsley, M.D.  “The growing popularity of our home delivery service has allowed us to achieve the economies of scale necessary to offer same-day delivery throughout the Greater New York City area.”

Vireo’s home delivery service was designed by a team of security experts, pharmacists, and health-care providers. “As a physician-led company, our goal is to provide safe and effective products in a trusted and supportive environment, and nothing is safer than one’s own home. We want to ensure that all our patients do not feel stigmatized and can receive the highest quality service and products with the convenience they deserve,” said Stephen Dahmer, M.D., Chief Medical Officer of Vireo Health.

Patients who place orders by 12:00 p.m. EDT will be eligible to receive free same-day delivery. Payment for deliveries can be made using CanPay, a cannabis debit payment app available on iPhone and Android devices. More information is available online at www.vireohealth.com/ny/delivery.

 

SOURCE Vireo Health International, Inc.

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Cannabis

Choom Announces Warrant Extension

Vlad Poptamas

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Vancouver-based cannabis brand Choom™ (CSE: CHOO; OTCQB: CHOOF) has amended the expiry date of 2,352,500 outstanding share purchase warrants that were issued pursuant to a private placement completed in February 2018 (the “2018 Warrants”). Each 2018 Warrant currently entitles the holder to purchase one common share (a “Common Share”) in the capital of the Company at a price of $0.75 per Common Share at any time prior to 5:00 p.m. (Vancouver Time) on August 6, 2019 (the “2018 Warrant Expiry Date”). Subject to Canadian Securities Exchange approval, the 2018 Warrant Expiry Date will be extended to August 6, 2020. All other terms of the 2018 Warrants will remain the same.

Say hello to Choom
Choom™ is an emerging adult use cannabis company whose mission is to establish one of the largest retail networks in Canada. The Choom brand is inspired by Hawaii’s “Choom Gang”—a group of buddies in Honolulu during the 1970’s who loved to smoke weed—or as the locals called it, “Choom”. Evoking the spirit of the original Choom Gang, our brand caters to the Canadian adult use market with the ethos of ‘cultivating good times’. Choom™ is focused on delivering an elevated customer experience through our curated retail environments, offering a diversity of brands for Canadians across a national retail network.

“Chris Bogart” 
President & CEO

Cautionary Statement:

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Forward-looking information           
This news release contains forward-looking information relating to the Company’s proposed activities and other statements that are not historical facts. Forward-looking information relates to management’s future outlook and anticipated events or results and include statements or information regarding the future plans or prospects of the Company. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. These factors include risks and uncertainties associated with or arising as a result of delays in obtaining or an inability to obtain required regulatory approvals, access to sufficient quantities of cannabis, the results of diligence investigations, the actions of third parties, the results of negotiations with third parties, developments in the cannabis sector, the ability to access sufficient capital from internal and external sources, reliance on key personnel, regulatory risks and delays and other risks and uncertainties discussed in the management discussion and analysis section of the Company’s interim and most recent annual financial statement or other reports and filings, including those made with the CSE and applicable Canadian securities regulators. There can be no assurance that such forward looking information 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 information.

SOURCE Choom Holdings Inc.

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