FOR IMMEDIATE RELEASE
November 20, 2018
CALGARY, ALBERTA – Maple Leaf Green World Inc. (“Maple Leaf” or the “Company”) (NEO: MGW, OTCQX: MGWFF) is pleased to announce that it has expanded its interests in Nevada by entering into a letter of intent (“LOI”) to acquire 100% interest of a Clark County, Nevada Medical and Recreational Production Certificates (the “License”) from a private Las Vegas, Nevada based company (the “Vendor”). The Vendor holds one Medical Production Certificate and one Recreational Production Certificate granted by the State of Nevada for the Clark County.
The purchase price of USD $4,000,000 (the “Purchase Price”) is comprised of a combination of cash and issuance of common shares of Maple Leaf, as described in further detail below. The terms of the agreement are for Maple Leaf to pay to vendor an initial cash deposit of USD $100,000 (the “Initial Deposit”) within 30 business days from November 14, 2018, being the date of execution of the LOI, and upon satisfactory completion of due diligence on the Vendor by the Company. Upon completion of due diligence, Maple Leaf through its wholly owned subsidiary, SSGW LLC (“SSGW”) and the Vendor shall enter into a formal Purchase and Sale Agreement.
A further payment of USD $900,000 ($400,000 in cash and $500,000 by way of issuance of common shares of Maple Leaf at 10% discount to the then market price) is payable within 30 business days after the License is transferred to SSGW and a location of SSGW’s choice in Clark County, Nevada, provided that the applicable approval by the appropriate authorities in Nevada is obtained. The Vendor will still hold 15% of the License, and SSGW will hold 85% of the interest in the License until Maple Leaf pays off to the Vendor the remaining USD $3,000,000 between October 1, 2019 to December 31, 2019 in a combination of cash and issuance of common shares of Maple Leaf, as agreed by the parties at that time.
Once the total amount of USD $4,000,000 is paid, the Vendor shall transfer the remaining 15% of interest in the License to SSGW. In the event the License cannot be transferred, or the location cannot be approved at the fault of the Vendor, the Vendor shall return the Initial Deposit within 5 business days upon confirmation of such non-transferable condition. In the event Maple Leaf fails to fulfil its payment obligations, Maple Leaf upon demand by the Vendor, shall surrender its interest in the License to the Vendor.
Maple Leaf has also agreed to pay Monsoon Group of Las Vegas, LLC who acted as a consultant for the LOI a fee of five (5%) of the Purchase Price that is paid cash; and six (6%) percent of the Purchase Price paid in shares of Maple Leaf, at 10% discount to the then market price, on the date the fee become due and payable, subject to the approval of NEO Exchange.
The transaction is also subject to applicable statutory, regulatory, and compliance laws of Nevada and applicable securities laws of Canada.
This acquisition complements the Company’s currently held cultivation license in Henderson, Nevada with a vertical integration expansion. As this production License has no limited capacity, and no tie to a specific cultivation license, the Company can produce a variety of Cannabis products with capacity as allowed by the physical facility. The Company is intended to lease a warehouse space in the non-incorporated Clark County area to start up the production as soon as the License is transferred.
Raymond Lai, CEO of Maple Leaf said, “We are excited about this latest proposed acquisition, as it will allow us to sell a variety of Cannabis products, rather than just dry flowers, if completed. And we can source out our own supply of raw material without waiting for our own cultivation facility to be completed. We anticipated that we will be able to start generating revenue from this production license soon after the transfer of the License to our name and to our location is done.”
For further information regarding the Company, please visitwww.mlgreenworld.com.
About Maple Leaf Green World Inc.
Maple Leaf is a public Canadian company that focuses on the cannabis industry in North America. The Company currently operates cannabis projects in British Columbia and Nevada. With over ten years of extensive greenhouse management experience, the Company applies its eco-agriculture knowledge and cultivation technology to produce contaminant-free organic cannabis products. Maple Leaf’s long-term objective is to produce cannabis oil and to export its products to approved countries. The Company’s common shares are listed for trading on the Aequitas NEO Exchange Inc. under the symbol “MGW” and on the OTCQX market under the symbol “MGWFF”.
This press release includes certain statements and information that may be deemed “forward-looking statements” within the meaning of applicable Canadian securities legislation. Such forward-looking information relates to future events about Maple Leaf’s intended business plans and operations, including the entrance into the LOI with the Vendor for sale of License, [as well as the Company’s Application] [NTD: Company’s Application not noted in the press release]. All information other than historical fact may constitute forward-looking information within the meaning of applicable Canadian securities legislation.
Generally, forward-looking information can be identified by the forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget” or “budgeted”, “scheduled”, “estimates”, “projects”, “intends”, “proposes”, “complete”, “anticipates”, or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “can”, “could”, “would”, “might”, or “will be taken”, “occur”, or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties, and other factors that may cause the actual results, level of activity, performance, or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: risks related to the development and operation of the Company’s projects, risks associated with general economic conditions, adverse industry events, marketing costs, loss of markets, future legislative and regulatory developments involving medical and recreational cannabis, inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms, the medical and recreational cannabis industry in Canada and the United States of America and the jurisdictions where the Company operates generally, income and sales tax and regulatory matters, competition, crop failure, currency and interest rate fluctuations, regulatory approvals including approvals from municipal, provincial, county, state, and federal regulatory bodies in Canada and the United States of America. Although the Company has attempted to identify important factors that could cause results to differ materially from those contained in forward-looking information, there may be other factors that cause results to be materially different from those anticipated, described, estimated, assessed, planned, or intended. Accordingly, such list of factors are not exhaustive. Additional information on these and other factors which could affect the Company’s operations and financial results are discussed in the sections relating to risk factors of the business filed in the Company’s required securities filings with applicable securities commissions or other securities regulatory authorities and which may be accessed through the SEDAR website (www.sedar.com).
Specifically, this press release includes, but is not limited to, forward-looking information with respect to the Agreement with the Vendor for the sale of the License thereto, [and the Company’s Application] [NTD: Company’s Application not noted in the press release]. Forward-looking information necessarily involves both known and unknown risks and uncertainties that could cause actual result to differ materially from those anticipated.
Although, the Company believes that expectations and assumptions reflected in the forward-looking information are reasonable, there can be no assurance that any forward-looking information will prove accurate, and 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. These forward-looking statements are made as of the date of this press release and the Company does not undertake to update any forward-looking information contained in this press release or that is incorporated by reference herein, whether as a result of new information, future events or results or otherwise, except in accordance with applicable securities laws.
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