GNCC Capital (OTC: GNCP) acquired Colombia-based CBD oils producer BioCann Pharma S.A.S, according to a company statement issued on Feb. 21.
BioCann is a producer and distributor of cannabis CBD pharmaceutical grade oils. The firm is incorporated in and operating in Colombia and has offices in Burlington, Ontario, Canada.
BioCann sources cannabis from licensed growers in Colombia and in the Cundinamarca, Valle del Cauca and Antioquia regions. It processes cannabis through its joint venture/partnership agreement with a licensed processing and manufacturing facility, which is GMP Certified and complies with EU Pharmacopoeia Standards. The facility is located in Bogota, Colombia.
BioCann makes money by selling various pharmaceutical grade CBD oils through distribution channels in Colombia and throughout Latin America. The company does not sell or market any products in the U.S.
Under the terms of the deal, GNCC Capital acquired a 100% stake in BioCann for $120 million.
As part of the deal, current directors R Y Lowenthal and N E Blom will continue to serve until the close of the transition period on March 31. BioCann will appoint one director to the GNCC board shortly and will nominate directors to replace the current directors on or before March 31.
The agreement prohibits any reverse split of the GNCC common stock shares for a period of no less than 18 months.
The purchase price includes very stringent net revenue warranties and appropriate performance penalties. BioCann has warranted net attributable revenues of not less than $12 million for the period April 1, 2019, to March 31, 2020.
All of the equity instruments being issued in settlement of the acquisition are restricted from any sale and/or conversion for a period of not less than 18 months. The shares of restricted common stock were issued at a price of $0.03 per share.