Akerman LLP represented Green Growth Brands Inc. in the transaction.
Green Growth Brands creates remarkable experiences in cannabis and CBD. GGB is expanding its cannabis operations throughout the U.S., its CBD presence at ShopSeventhSense.com, in malls across the country and at DSW shoe stores.
Green Growth Brands acquired all issued and outstanding shares of capital stock of Spring Oaks Greenhouses, Inc. (Spring Oaks).
The deal shall be satisfied by GGB at closing through a combination of cash in the amount of USD$26,150,000, the issuance of common shares of GGB to Spring Oaks in the aggregate amount of USD $17,100,000, with a price of USD$2.35 per common share of GGB, and a convertible secured promissory note in the aggregate amount of USD$11,400,000.
The Convertible Secured Promissory Note shall have a maturity date of 12 months following the date of closing, and be convertible, on the maturity date, at the option of Spring Oaks, into common shares of GGB at a conversion rate equal to the greater of USD$5.00 per common share and the closing market price of a GGB common share on the CSE on the trading day immediately prior to the Note’s maturity date, less fifteen percent. The Consideration Shares shall be subject to lock-up agreement for 16 months following the date of closing.
Spring Oaks holds a license to operate as a Medical Marijuana Treatment Center in the state of Florida.
The license allows Spring Oaks to begin cultivation, processing, and dispensing of medical marijuana and medical marijuana products, to open up to 35 dispensaries, and to deliver throughout the state.
The Akerman team was led by Sean Coyle (Picture) for corporate matters, and Ari Gerstin and Zachary Kobrin for regulatory matters.
Law Firms: Akerman;
Clients: Green Growth Brands Inc.;