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Red Light Holland Corp. C.TRIP

Alternate Symbol(s):  TRUFF

Red Light Holland Corp. is a Canada-based company. The Company is engaged in the production, growth, and sale of functional mushrooms and mushroom home grow kits in North America and Europe, as well as a premium brand of psilocybin truffles in the legal recreational market within the Netherlands. Its subsidiaries include RLH Netherlands BV, RLH Farms BV, Red Light Holland (Subco 1) Inc., SR Wholesale B.V., Red Light Acquisition Inc., and Radix Motion Inc., among others. Its product line consists of the iMicrodose kit, Maka Magic Truffles, Home Grow Mushroom Kits, MisterCap, and Wisdom Truffle, among others. The Maka magic truffles line, including the Hollandia, Makanaut, Muskoka, Mexicana, Atlantis, Double Vision, Old Dutch and Utopia varieties, is designated as a Responsible Use Psychedelic. Wisdom Truffle is a smart figurine that helps people build healthy patterns using meditation, monitor their phone usage, and take positive action to reduce their carbon footprint.


CSE:TRIP - Post by User

Comment by SamRothsteinon Nov 29, 2021 6:09pm
106 Views
Post# 34177773

RE:RE:RE:RE:RE:RE:Financials

RE:RE:RE:RE:RE:RE:FinancialsI'm a little confused by that because the chart in item #16 shows $896,679 of total Loans and Advances being due with 1-3 years.  See below. 

Payments due by period
Liabilities and obligations Total Less than 1 year 1-3 years
4-5
years
Accounts payable and accrued liabilities 1,191,247 1,191,247 - -
Lease liability 128,995 48,884 80,111
Loans and advances 896,679 - 896,679
Debenture 446,400 - 446,400
2,663,321 1,240,131 1,423,190 -

And then here is section in financials related specifically to Happy Caps acquisition:

(iii) 4316747 NOVA SCOTIA LIMITED (“HAPPY CAPS”)

On June 10, 2021, the Company announced that is completed the acquisition of an 80% stake in 4316747 Nova Scotia
Limited ("Happy Caps"). Happy Caps Mushroom Farm in Nova Scotia, Canada, is a unique gourmet mushroom farm,
cleverly positioned in the mushroom plug spawn business, selling fresh mushrooms for the wholesale market and
specializing in 'grow your own mushroom kits' with sales in Canada and the United States.
The Acquisition was completed pursuant to the terms of the definitive agreement (the "Acquisition Agreement") dated
June 10, 2021, pursuant to which the Company acquired 80% of the issued and outstanding shares of Happy Caps for
$450,000. The consideration was comprised of $50,000 cash and 1,290,323 common shares of the Company (the "Red
Light Shares"), with each Red Light Share priced at $0.31 being the 10-day volume weighted average price of the Red
Light Shares on the Canadian Securities Exchange immediately prior to the closing of the Acquisition. The Acquisition
Agreement provides for up to $550,000 of earn out payments to be made to the Vendors subject to reaching certain sales
milestones, with all milestones subject to minimum gross margin requirements. In addition to the foregoing, as per the
terms of the Acquisition Agreement, the Vendors have granted the Company an option to acquire all the remaining shares
in Happy Caps not held by the Company, thus allowing the Company to become the sole shareholder of Happy Caps
(the "Call Option"), at a 100% enterprise value equal to $2,500,000. The Call Option will be exercisable at any time
following a period of two (2) years from closing. The consideration under the Call Option, if exercised, may be satisfied in
Red Light Shares, on the basis of a deemed price per Red Light Share equal to the volume weighted average price per
Red Light Share on the CSE for the 10 consecutive trading days preceding closing of the Call Option.
The acquisition was accounted for accordance with IFRS 3 Business Combinations. Accordingly, the acquisition is
accounted at the fair value of the equity instruments issued. The excess of consideration over the net assets acquired
has been recorded as unallocated intangible assets. The Company is in the process of determining the appropriate values
of intangible assets received from the acquisition.

The fair value consideration is as follows:

RED LIGHT HOLLAND CORP.
Notes to the Condensed Interim Consolidated Financial Statements (unaudited)
(Expressed in Canadian Dollars)
For the three and six months ended September 30, 2021 and September 30, 2020
12

5. BUSINESS ACQUISITIONS (continued)
Assets Acquired $
Cash 11,582
Accounts receivable 10,520
Inventory 6,383
Accounts payable (22,070)
Non-controlling interest (1,282)
Unallocated intangible assets 994,868
Net assets as at June 10, 2021 1,000,000

Consideration $
Cash 50,000
Contingent cash consideration 550,000
Common shares 400,000 1,000,000

BrokerG wrote: Hello Sam,

Please see below,,Item 20 of financial statements: This is what I was referring too. 

LOANS AND ADVANCES $772,674 of these loans are unsecured, non-interest bearing with no specific terms of repayment. These are advances from the minority interest holders of HappyCaps, and had been advanced prior to the acquisition. $124,005 is an equipment finance loan bearing an annual interest rate of 2,988%, monthly interest and principal payments of $1,878, and maturing September 2027




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