Simply Better Brands Corp. (OTCQB:PKANF) has completed its acquisition of The BRN Group Inc.
Pursuant to the terms of the acquisition, Simply Better Brands acquired of all the common shares of BRN in exchange for an aggregate of 2,729,763 common shares of Simply Better Brands at a value of $4.69 per common share of the company for a total purchase price of approximately $10.0 million.
$1.5 million of the exchanged shares have been placed in escrow, subject to release upon the satisfaction of certain conditions. The exchanged shares issued at the closing date will be subject to a contractual lock-up for a period of 6 months from the date of issuance, with 1/12 of the consideration being released from the transfer restrictions every month for 12 months thereafter.
Founded in 2019, BRN provides total brand management services including strategic brand planning, digital presence mapping, online and offline distribution. BRN combines decades of proven branding, digital and distribution expertise to form a differentiated platform in the global cannabis industry. Included in the purchase of BRN’s assets is Seventh Sense, a topical CBD brand. As of March 31, BRN has approximately net working capital of $4 million. For its most recently completed fiscal year ended December 31, 2021, BRN’s unaudited financial statements total assets of approximately $5.5 million and total liabilities of approximately of $0.8 million. Average monthly net sales of Seventh Sense have been $205,000.
Kathy Casey, CEO of Simply Better Brands stated, “The acquisition of the BRN Group Inc. expands our wellness product portfolio with the addition of the Seventh Sense brand. The collaboration enables us to meet the needs of a more diverse consumer target and also brings additional capital to fuel our growth. The path forward is to capture synergies across our online ecommerce platform and supply chain to drive additional value for our shareholders and differentiated innovation for our broader consumer base.”
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