VANCOUVER, BC / ACCESSWIRE / April 8, 2024 / 1933 Industries Inc. (the "Company" or "1933 Industries") (CSE:TGIF)(OTCQB:TGIFF), a Nevada-focused cannabis cultivator and producer, is pleased to announce that its wholly owned subsidiary, FN Pharmaceuticals, has entered into a Membership Interest Purchase Agreement (the "Agreement") to acquire from the Company's Executive VP and General Counsel, Caleb Zobrist, his nine percent (9%) of the issued and outstanding membership interests of Alternative Medicine Association LC ("AMA"). Upon successful completion of this transaction, FN Pharmaceuticals would own 100% of the membership interest in AMA, the Company's cultivation and production subsidiary.
Under the terms of the Agreement, the purchase price (the "Purchase Price") for the Membership is USD$50,000, payable through the issuance of common shares of 1933 Industries (the "Shares"). The estimated number of Shares to be issued is 3,375,000 and the final number of shares will be determined by the 10-day VWAP price of the Shares prior to the closing date. The Shares will be issued to the seller via the Direct Registration System and will be subject to normal legends required by the US Securities and Exchange Commission and will be subject to four months and one day hold period required by applicable securities laws in Canada but will not be subject to escrow. The closing of this Agreement is conditional upon regulatory approvals, including the approval of the Canadian Securities Exchange, and the Nevada Cannabis Compliance Board, as applicable. There is no guarantee that this transaction will close.
As Mr. Zobrist is a senior officer of the Company, he is a "related party" to the Company within the meaning of Multilateral Instrument 61-101- Protection of Minority Security Holders in Special Transactions ("MI 61-101"). As such, the transaction constitutes a "related party transaction" within the meaning of MI 61-101.
The Company expects to rely on exemptions from formal valuation and the minority shareholder approval requirements of MI 61-101 found in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of the transaction does not constitute more than the 25% of the Company's market capitalization.
About 1933 Industries Inc.
1933 Industries is a Nevada-based company, focusing on the cultivation and manufacturing of a large portfolio of cannabis consumer-packaged goods in a variety of formats for both the wholesale and retail markets. Its product offerings through its in-house brands include: wholesale flower, pre-rolls, and extracted products under the AMA and Level X brands for the Nevada market; and Canna Hemp, a national cannabidiol (CBD) brand of wellness products that includes tinctures, gummies, topicals and sports recovery products. The Company owns 91% of Alternative Medicine Association, LC (AMA) and 100% of Infused MFG LLC (Infused). For more information, please visit www.1933industries.com
For further information please contact:
Alexia Helgason, VP, IR, Marketing, Media
604-728-4407
alexia@1933industries.com
Paul Rosen, CEO
paul@1933industries.com
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
Notice regarding Forward Looking Statements: This news release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this news release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company's disclosure documents, which can be found under the Company's profile on www.sedar.com. 1933 Industries undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
SOURCE: 1933 Industries Inc.
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