RE:Terrible Financialsit here we been rip off on day light
the price we sold (oil in)
On Nov 27, 2020, the Company signed a Share Purchase Agreement with an arm’s length third party where
the Company will sell 100% of its wholly-owned subsidiary, Sustainable Growth Strategic Capital Corp. for
cash consideration of approximately $1,000,000. As at December 31, 2020, the Company received a deposit
of $297,000 deposit towards the sale, which is included in deferred revenue. The sale transaction has not
closed as at the date of this audit report
the price we paid
Pursuant to the terms of a definitive share exchange agreement (the “Agreement”)
among the Company, Sanna, and Sanna’s shareholders, the Company acquired all of the issued and
outstanding shares in Sanna in exchange for the issuance of 76,666,666 common shares
of the Company (the “AGRA Shares”) at a deemed price of $0.30 for
total aggregate consideration of $23,000,000. The Agreement further provides
that the Sanna shareholders (each, a “Restricted Person”) receiving the AGRA Shares will be subject to a staged 18 month lock up,
whereby one-third of the Restricted Person’s AGRA Shares will become free trading 6 months following closing, one-third will become free trading 12 months following closing,
and the final one-third will become free trading at the earlier of 18 months following closing and the date on which Sanna receives
(by way of its wholly owned subsidiary) a cultivation licence, as issued under the Cannabis Act, in relation to its proposed
cultivation facility located in Binbrook, Ontario.