Green Growth Brands to acquire MXY Holdings LLC

On July 9, 2019, Green Growth Brands Inc. ("GGB") announced that it entered into a securities acquisition and contribution agreement with, among others, MXY Holdings LLC ("Moxie") under which a new Ontario limited partnership, of which GGB will be the general partner (GGB LP), will acquire the operating companies of GGB and the issued and outstanding units of Moxie in an all-equity interest transaction. As part of the transaction, GGB will also be directly acquiring shares of MXY C, INC. and MXY D, INC., Delaware entities within the Moxie structure, and interests in two entities, PurePenn LLC and Pure CA, LLC, with which Moxie has current acquisition agreements. The equity purchase price of the transaction is US$310 million, and will be satisfied through the issuance of either GGB common shares or exchangeable LP units.

The transaction is a part of GGB's focused growth strategy and is structured to include the formation of GGB LP, with the operating companies of GGB being placed under the partnership. The combination of Moxie and GGB would create one of the first cannabis companies to provide consumers a comprehensive product offering, including both cannabidiol (CBD) and tetrahydrocannabinol (THC) product lines and distribution that runs from mainstream retail to cannabis dispensaries.

The closing of the transaction is expected to occur within the following six months, but remains subject to the satisfaction of various closing conditions. On closing, the controlling members of Moxie will be entitled to nominate two directors of GGB and, in connection with the foregoing, GGB and certain shareholders, will enter into a nomination rights and voting agreement with respect to the nomination and election of such nominees. Management of Moxie will continue to lead the company as part of GGB, with key management joining GGB.

Green Growth Brands creates experiences in cannabis and CBD through its brands including CAMP, Seventh Sense Botanical Therapy, The+Source, Green Lily, and Meri + Jayne.

Moxie produces high-quality recreational and medical cannabis products, covering the California, Nevada, Arizona, Pennsylvania and New Jersey markets, and its products are distributed in over 250 dispensaries across the United States.

Further information can be found on Globe Newswire's website.