Vancouver, Canada-based Geyser Brands (TSXV: GYSR) – formerly Kanzen Capital – has entered into an agreement to acquire Solace Management Group, a private corporation under the laws of British Columbia.
Under the agreement, Geyser will acquire all Solace shares for $3.90 million, subject to certain adjustments.
Solace leverages its brands, intellectual property and formulations in the hemp and CBD markets by licensing distribution and production arrangements. The company’s brands and assets include among other things, the Apawthecary Pets line of products which are leading all-natural hemp-based pet treats with formulations for human grade, all-natural pet treats, salves and oral drops. Apawthecary Pets products are currently being sold in pet stores and veterinarian clinics across Canada.
The company’s product portfolio comprises of 23 products and 57 SKU’s of both pet and consumer healthcare goods. All products are currently utilizing organic, unrefined, cold-pressed hemp seed oil extracts.
As part of the proposed deal, Solace will be terminating its licensing arrangement with its Canadian manufacturer. The company’s licensing arrangement with its U.S. manufacturer is currently on hold with no operations or revenue generated until such time as the manufacturer has obtained all necessary governmental and regulatory approvals in compliance with all applicable laws.
Strategic Acquisition for Geyser
Geyser CEO Andreas Thatcher called it “a transformational strategic acquisition for Geyser, which will establish ourselves as a leading provider of health-focused hemp and CBD wellness products.”
“With the constant evolution of the national and international hemp and CBD landscape, by combining the expertise in innovation and development with Solace’s expertise and market recognition, we will be well placed to capitalize on what is predicted to be a multibillion-dollar industry,” Thatcher stated.
Although the parties have entered into the agreement, there can be no assurance that the proposed transaction will be completed as proposed, or at all. The agreement may be terminated by the parties in certain circumstances, according to Geyser.
The closing of the deal remains subject to, among other things: the company being satisfied with its due diligence review of Solace; the receipt of all necessary consents, including all necessary third-party consents; board approvals of Geyser and Solace, approvals and authorizations including any applicable shareholder approval; TSXV Exchange approval; satisfaction of any exchange requirements; and the satisfaction or waiver of conditions precedent and other customary closing conditions outlined in the agreement.
The deal is expected to close within five business days after receipt of final acceptance from the exchange.