TSXV:RTI.H - Post by User
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Humaniston Jan 30, 2022 7:17pm
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RTI COMPLETES ACQUISITION OF TUNAAAAAROOM XTRACTS &.......
RTI COMPLETES ACQUISITION OF TUNAAAAAROOM XTRACTS &.......Radient Completes Acquisition of Tunaaaaroom Xtracts and Makes Corporate Announcements
by @newsfile on 28 Jan 2022, 19:30
Edmonton, Alberta--(Newsfile Corp. - January 28, 2022) - Radient Technologies Inc. (TSXV: RTI) ("Radient" or the "Company"), a commercial manufacturer of diverse, novel, and high-quality cannabis extracts and packaged products, is pleased to announce that it has successfully completed the Company's previously announced acquisition of all of the issued and outstanding securities of Tunaaaaroom Xtracts Inc. (the "Target"), an Alberta cannabis company (the "Acquisition"). The terms of the Acquisition were set out in a share exchange agreement effective November 29, 2021, among the Company, the Target, and the Target's shareholders, Tunaaaa Room Inc. and Pioneer Laboratory Nutraceuticals Ltd. (the "Share Exchange Agreement"). The Share Exchange Agreement was subsequently amended by an amending agreement effective January 6, 2022, pursuant to which Tunaaaa Room Inc. was replaced as a shareholder and vendor of the Target by its two shareholders. For more information about the Acquisition, please see the Company's press release dated November 29, 2021, which is available under the Company's SEDAR profile at www.sedar.com.
In consideration for the Acquisition, Radient issued a total of 70 million of its common shares at a deemed price of $0.12 per share (the "Payment Shares") and 15 million common shares purchase warrants (the "Warrants"), pro rata, to the former shareholders of the Target. Each Warrant is exercisable by the holder to acquire one common share of Radient for $0.15 for a period of two years following completion of the Acquisition. The Payment Shares, Warrants and common shares underlying the Warrants are subject to a four-month hold period, expiring on May 29, 2022.
As additional consideration, Radient agreed to issue up to an additional 25 million of its common shares (the "Performance Shares"), pro rata, to the vendors of the Target at a deemed price of $0.12 per share upon the satisfaction of certain performance targets set out in the Share Exchange Agreement, as amended. The Performance Shares, if any, shall be subject to a hold period expiring four months following the date of issuance. Radient will also pay royalties of 1% of all revenue generated by the Company from sales of certain products pro rata to two of the vendors of the Target and the sole shareholder of Pioneer Laboratory Nutraceuticals Ltd., subject to certain conditions and limitations set out in the Share Exchange Agreement, as amended.
The Acquisition is an arm's length transaction for the purposes of the policies of the TSX Venture Exchange ("TSXV") and remains subject to final approval of the TSXV. Radient did not pay any finder's fees in connection with the Acquisition.
Tunaaaaroom Extracts Inc. entered a licensing and co-develop agreement with Radient in December 2020 for development and sales of premium cannabis products, which are now sold through provincially licensed retailers in seven Canadian provinces and territories.
Corporate Announcements
Radient announces that it has completed its previously announced shares for debt settlements of $281,500 owed to various third-party creditors (the "Shares for Debt Settlement") after being granted approval by the TSXV. Pursuant to the Shares for Debt Settlement, the Company has issued 4,691,668 common shares, all of which are subject to a four month and one day hold period expiring on May 29, 2022. For more information about the Shares for Debt Settlement, please see the Company's press release dated December 31, 2021, which is available under the Company's SEDAR profile at www.sedar.com.
Radient also announces that Mr. Yves Gougoux has resigned as director of the Company effective January 28, 2022, to pursue other interests. The board and management of the Company express their gratitude to Mr. Gougoux for his efforts and extensive contributions and wish him well in his future endeavours.
About Radient
Radient Technologies is a commercial manufacturer of diverse, novel and high-quality cannabis extracts and packaged products. Radient develops specialty products and ingredients that contain a broad range of cannabinoid and terpene profiles while meeting the highest standards of quality and safety. Radient is focused on innovation with expertise in formulations and technologies offering unique solutions in the cannabis and wellness space. RadientInc.com
Contact Information:
Harry Kaura, CEO & Director
ir@radientinc.com
Ph: 780 465 1318