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RWBYF - Red White & Bloom Brands Inc News Story

$1.18 0.0  0.0%

Last Trade - 16/04/21

Sector
Healthcare
Size
Small Cap
Market Cap £170.3m
Enterprise Value £254.9m
Revenue £4.40m
Position in Universe 4371st / 6851

Red White & Bloom Acquires Florida Operations from Acreage Holdings

Thu 25th February, 2021 12:00pm
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- Florida has one of the most robust medical markets in the US with cannabis
revenue of over US$1.2 billion in 2020(1)-

- Limited License State with 22 licensed operators, of which only 16 are
selling product in the state -

- Acquisition includes 8 leased locations and ownership of 113,000 square feet
facility for cultivation and processing situated on 15 acres of land -

- Once closed, and coupled with current pending acqusitions(2), RWB will be
operating in, or have brands available in, 6 of the top 10 states in the US
measured by cannabis revenue with sales in 2020 exceeding $8.8B.(1)-

TORONTO, Feb. 25, 2021 (GLOBE NEWSWIRE) -- Red White & Bloom Brands Inc.
(https://www.globenewswire.com/Tracker?data=Sz-fJqU0uF7PZXXkjPP35Nnp_ObokkzVrb438yLZURgENuLuHbZvVh-cnn2dseyAivQgKZ0D3DjXUBgORN393nxp96Xh-bhoQCb6bmOU_qCFUDSuhWydNf1Kh0PnmYmZ)
(CSE: RWB) (OTC: RWBYF)
(https://www.globenewswire.com/Tracker?data=_kNPaKDyFZ2Jiz1LCpgWNHqLaTR_Luzpry1AFHwb9k6zYyaV27n-bwv0EH7LC7mVmZpi_e93GsfhpfuowPL-fBE9XJL7i5SXGkPwNOYq8XMaCf_j-4TbjKb5ez51bjssFjXRyoLDdUhNeYw5YyImvkL-K5Yixcksbt4u3M4pBwM=)
(“RWB” or the “Company”), today announced that it has entered into a
definitive agreement with HSCP, LLC (the seller” a subsidiary of Acreage
Holdings Inc. (“Acreage”) (CSE: ACRG.A.U, ACRG.B.U) (OTCQX: ACRDF, ACRHF),
pursuant to which a newly incorporated subsidiary of the Company, RWB Florida
LLC will purchase all of the issued and outstanding shares of common stock of
Acreage Florida, Inc. (“Acreage Florida”) from the Seller. The Company
will also acquire certain owned and leased real estate assets used in Acreage
Florida’s operations

Acreage Florida is licensed to operate medical marijuana dispensaries, a
processing facility, and a cultivation facility in the state of Florida. The
deal also includes the sale of property in Sanderson, Florida that includes
over 15 acres of land and has an 113,546 SF facility for cultivation and a
4,360 SF freestanding administrative office building. In addition, Acreage
Florida has 8 leased stores in prime locations throughout the state.

RWB intends to immediately introduce its award winning Platinum Vape
(https://www.globenewswire.com/Tracker?data=fEh_i6coR2falxd65GvZzO5TlOZII16cucHv0ajbMsgSOzH_nL5-HeUWKktycPjeNqKvRZUxpWPkSVDLR2cEKA==)
brands as well as leverage the previously announced
(https://www.globenewswire.com/Tracker?data=mjze4aRXWWzA907YTAMj5D5wc_XsKS3_CiMClF9dyL6kxMsyNOZ5PUjnmKVe-_Nl5CiHnVJWMePaC48l7bG8Nh2Hh3L2vKXOA7Eg7RSF10fQ34iKaGZDIcFMMi8mdbz6y5GrrNO_FEhEf8Gg2rgUpeAF8iVLktYLrGJ7aAOsSAviJZy7srUu7pq0e51AH4J4lt8fFgFAZuP8oOYAOB-IMg==)
rights to High Times(®) branded products at both the RWB store level and
throughout the State of Florida following the closing of this acquisition.

Brad Rogers, Chief Executive Officer of RWB, stated, “Our core strategy has
always been to focus on a limited number of markets within which to operate at
scale, and Florida has always been one of those targeted markets. Today we
have our path to entry into the third largest market by revenue in the US and
are excited with what we can do with the brands we have amassed as well as the
skill to execute on our vision.”

When coupled with the Company’s recently announced acquisition in Illinois,
this transaction further expands the Company’s representation in States with
limited cannabis licenses. Upon closing of existing definitive agreements, RWB
will have a presence through licensed operations and/or the licensing of its
brands in 6 States.

Figure 1 is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/59dce09c-6f9a-4fbd-ab58-b20c0ebfd1bd

Deal Terms

Aggregate Purchase Price: US $60,000,000 in cash, stock, and other cash
considerations including:
* An up-front cash payment of US$5,000,000 upon execution of the definitive
agreement
* An additional US $20,000,000 in cash, US $7,000,000 in the Company’s
common stock (subject to certain sale restrictions and voluntary leak outs),
and US $28,000,000 in vendor take back promissory notes (comprised of a US
$10,000,000 7 month note and a US $18,000,000 13 month note) upon closing the
transaction.
The transaction is subject to a number of closing conditions that are
customary with a transaction of this nature, including regulatory approvals
and approval of the CSE. RWB anticipates closing the transaction during the
second quarter of 2021. There is a finder’s fee payable to an arm’s length
party at closing. Additional details shall be provided at closing and in the
Company’s filings on Sedar.

(1) Source: Leafly
(https://www.globenewswire.com/Tracker?data=rSd8yLxwW59acpxXqUvYb1rKr5UalEGihL7MPhCsfio9dQd86CjOnko_73IhWaqdeWBYL1os8XmVOtZQhQTR98LbZwxPTUpnQRXJV7943qItfGCxVOv8Q5RHDpMsBMFoKcV0HmX-mz4b4xItjRLR4FjBzQCAWZvYmZrKIbBpEB_GUpqyPsDmkrP-_Nrq-IkB)
(2 )Based on previously announced definitive agreements to acquire operating
cannabis assets in Illinois and launch of Platinum Vape in Arizona. States
with Brands: Michigan, Oklahoma, Arizona. States operating including pending
acquisitions: California, Illinois & Florida

About Red White & Bloom Brands Inc.

The Company is positioning itself to be one of the top three multi-state
cannabis operators active in the U.S. legal cannabis and hemp sector. RWB is
predominantly focusing its investments on the major US markets, including
Florida, Illinois, California, Michigan, Oklahoma and Arizona with respect to
cannabis, and the US and internationally for hemp-based CBD products.

For more information about Red White & Bloom Brands Inc., please contact:

Tyler Troup, Managing Director
Circadian Group IR
IR@RedWhiteBloom.com

Visit us on the web: www.RedWhiteBloom.com

Follow us on social media:
Twitter: @rwbbrands
Facebook: @redwhitebloombrands
Instagram: @redwhitebloombrands

Neither the CSE nor its Regulation Services Provider (as that term is defined
in the policies of the CSE) accepts responsibility for the adequacy or
accuracy of this release.

FORWARD LOOKING INFORMATION

This press release contains forward-looking statements and information that
are based on the beliefs of management and reflect the Company’s current
expectations.  When used in this press release, the words “estimate”,
“project”, “belief”, “anticipate”, “intend”, “expect”,
“plan”, “predict”, “may” or “should” and the negative of these
words or such variations thereon or comparable terminology are intended to
identify forward-looking statements and information.  The forward-looking
statements and information in this press release includes information relating
to the implementation of the Company’s business plan including the
completion of the Acreage Florida acquisition the Illinois acquisition and the
PharmaCo acquisition.  Such statements and information reflect the current
view of the Company with respect to risks and uncertainties that may cause
actual results to differ materially from those contemplated in those
forward-looking statements and information.

By their nature, forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause our actual results,
performance or achievements, or other future events, to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements.  Such factors include, among
others, the following risks: risks associated with the implementation of the
Company’s business plan and matters relating thereto, risks associated with
the cannabis industry, competition, regulatory change, the need for additional
financing, reliance on key personnel, the potential for conflicts of interest
among certain officers or directors, and the volatility of the Company’s
common share price and volume.  Forward-looking statements are made based on
management’s beliefs, estimates and opinions on the date that statements are
made, and the Company undertakes no obligation to update forward-looking
statements if these beliefs, estimates and opinions or other circumstances
should change.  Investors are cautioned against attributing undue certainty
to forward-looking statements.

There are a number of important factors that could cause the Company’s
actual results to differ materially from those indicated or implied by
forward-looking statements and information.  Such factors include, among
others, risks related to the Company’s proposed business, such as failure of
the business strategy and government regulation; risks related to the
Company’s operations, such as additional financing requirements and access
to capital, reliance on key and qualified personnel, insurance, competition,
intellectual property and reliable supply chains; risks related to the Company
and its business generally. The Company cautions that the foregoing list of
material factors is not exhaustive. When relying on the Company’s
forward-looking statements and information to make decisions, investors and
others should carefully consider the foregoing factors and other uncertainties
and potential events. The Company has assumed a certain progression, which may
not be realized.  It has also assumed that the material factors referred to
in the previous paragraph will not cause such forward-looking statements and
information to differ materially from actual results or events. However, the
list of these factors is not exhaustive and is subject to change and there can
be no assurance that such assumptions will reflect the actual outcome of such
items or factors. While the Company may elect to, it does not undertake to
update this information at any particular time.

THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE REPRESENTS THE
EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS PRESS RELEASE AND,
ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE.  READERS SHOULD NOT PLACE
UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS
INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT
UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED
IN ACCORDANCE WITH APPLICABLE LAWS.

(https://www.globenewswire.com/NewsRoom/AttachmentNg/ea005388-5fe8-4910-989f-b4de49b6bbc0)
Picture 1 
(https://www.globenewswire.com/NewsRoom/AttachmentNg/59dce09c-6f9a-4fbd-ab58-b20c0ebfd1bd/en)
Figure 1


GlobeNewswire, Inc. 2021
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