MJ Harvest Signs Letter Of Intent To Merge With Cannabis Sativa, Inc.

MJ Harvest Signs Letter Of Intent To Merge With Cannabis Sativa, Inc.

MJ Harvest, Inc. MJHI signed a letter of intent to merge with Cannabis Sativa, Inc. CBDS The LOI provides for MJHI shareholders to receive 2.7 shares of CBDS common stock for each share of MJHI common stock held immediately prior to the merger.

The LOI is non-binding except as to certain terms covering due diligence investigations, break-up provisions (including a $50,000 termination penalty), and a requirement that both companies operate in the ordinary course of business pending merger.

Upon completion of the merger on the terms described in the LOI, it is anticipated that MJHI shareholders would own approximately 72% of the surviving company. The LOI contemplates that CBDS will be the surviving company in the merger and that following the merger, MJHI will cease to exist as a separate corporate entity. Management estimates that the shareholder meeting for the merger will be held in mid-July 2022.

In order to complete the merger, CBDS shareholders will be asked to approve an increase in the number of authorized shares of common stock of CBDS to 500 million shares. Following the merger, there would be approximately 160 million shares outstanding with approximately 44 million shares held by the original CBDS shareholders, and approximately 116 million shares held by the MJHI shareholders that receive stock in the merger.

The combined business following the merger will have operations in seven states and a comprehensive product line that includes the Country Cannabis brand plus licensing arrangements for the Weedsy, BLVK, Chronic, and Sublime brands. MJHI also holds 10% investments in WDSY, LLC and Blip Holdings, LLC, the companies that own the Weedsy and BLVK brands, respectively. MJHI's current product offerings and the brands represented are reflected on the MJHI website.

Upon signing the definitive merger agreement, both MJHI and CBDS expect to convert related party debt to equity resulting in the elimination of approximately $1.9 million and $1.42 million in related-party debt on the books of MJHI and CBDS, respectively.

Following the merger, all operations will be consolidated in the surviving company. It is anticipated that the surviving company will report its financial results on a calendar year basis. It is also anticipated that the shareholder meeting to approve the merger will result in changes in the board of directors and officers of the surviving company, and a strong commitment to the cannabis industry. The existing PrestoDoctor telehealth operations of CBDS will be included in the combined results of operations following the merger. The telehealth operations will be integrated into the cannabis operations to provide synergies where appropriate.

Photo: Courtesy of Richard T on Unsplash


 

Posted In: Blip Holdings LLCCountry CannabisPatrick BiltonWDSY LLCCannabisM&ANewsPenny StocksMarkets

Ad Disclosure: The rate information is obtained by Bankrate from the listed institutions. Bankrate cannot guaranty the accuracy or availability of any rates shown above. Institutions may have different rates on their own websites than those posted on Bankrate.com. The listings that appear on this page are from companies from which this website receives compensation, which may impact how, where, and in what order products appear. This table does not include all companies or all available products.

All rates are subject to change without notice and may vary depending on location. These quotes are from banks, thrifts, and credit unions, some of whom have paid for a link to their own Web site where you can find additional information. Those with a paid link are our Advertisers. Those without a paid link are listings we obtain to improve the consumer shopping experience and are not Advertisers. To receive the Bankrate.com rate from an Advertiser, please identify yourself as a Bankrate customer. Bank and thrift deposits are insured by the Federal Deposit Insurance Corp. Credit union deposits are insured by the National Credit Union Administration.

Consumer Satisfaction: Bankrate attempts to verify the accuracy and availability of its Advertisers' terms through its quality assurance process and requires Advertisers to agree to our Terms and Conditions and to adhere to our Quality Control Program. If you believe that you have received an inaccurate quote or are otherwise not satisfied with the services provided to you by the institution you choose, please click here.

Rate collection and criteria: Click here for more information on rate collection and criteria.