BALSAM TECHNOLOGIES CORP.Mar 18 2021
13:52:20 ET
News release - English
PDF
117 K
Suite 1000, 409 Granville Street
Vancouver, British Columbia
V6C 1T2
NEWS RELEASE
BALSAM TECHNOLOGIES TO ACQUIRE BLENDER BITES
March 18, 2021 – Vancouver, British Columbia – Balsam Technologies Corp. (the “Company”)
(TSXV: BTEC.H) is pleased to announce that it has entered into a letter of intent (the “Letter”),
dated effective March 16, 2021, pursuant to which it proposes to acquire (the “Transaction”) all
of the outstanding share capital of Blender Bites Incorporated (“Blender Bites”). Blender Bites
is an arms’-length company, established under the laws of the Province of British Columbia,
involved in the development and marketing of a line of frozen premium organic and plant-based
smoothies.
Blender Bites was founded in 2016 and was first to market in Western Canada with a 100%
organic, pre-portioned smoothie product that is free of any unnecessary inner plastic packaging.
Blender Bites products are 100% organic, vegan, non-gmo, gluten free, dairy free, soy free
contain no added sugars and are made in Canada. Blender Bites products are distributed
nationally across Canada and are currently sold in over 700 stores, including Sobeys, Safeway,
Save on Foods, Whole Foods Market, Buy-Low/Nesters, IGA and Fresh Street, with a planned
launch in the United States marketplace this summer. Blender Bites anticipates expanding its
plant-based footprint in North America through organic growth of the existing brand and through
new acquisitions.
In accordance with the terms of the Transaction, the Company proposes to issue 11,500,000
common shares (the “Consideration Shares”) to the existing shareholders of Blender Bites in
exchange for all of the outstanding share capital of Blender Bites. Prior to closing of the
Transaction, the Company intends to apply to list its common shares on the Canadian Securities
Exchange, and voluntarily delist its shares from the TSX Venture Exchange. On closing of the
Transaction, it is anticipated that the Company will change its name to “Blender Bites Limited”
and will reconstitute its board and management to consist of an equal number of nominees from
the Company and Blender Bites.
In connection with completion of the Transaction, the Company intends to undertake a nonbrokered private placement (the “Financing”) of no less than 2,000,000 subscription receipts
(each, a “Subscription Receipt”), at a price of $1.00 per Subscription Receipt, to raise no less
than $2,000,000. All proceeds from the Financing will be held in escrow pending completion of
the Transaction and will be returned to subscribers in the event the Transaction is not completed.
Upon completion of the Transaction, each Subscription Receipt will automatically convert into one
common share of the Company. All securities issued in connection with the Financing, will be
subject to a four-month-and-one-day statutory hold period. It is anticipated that approximately
$400,000 of the proceeds from the Financing will be utilized to retire existing loans made to
Blender Bites.
https://www.sedar.com/DisplayCompanyDocuments...o=00014456
https://www.investorx.ca/search/00014456/bals...ogies-corp
TOODLES
13:52:20 ET
News release - English
117 K
Suite 1000, 409 Granville Street
Vancouver, British Columbia
V6C 1T2
NEWS RELEASE
BALSAM TECHNOLOGIES TO ACQUIRE BLENDER BITES
March 18, 2021 – Vancouver, British Columbia – Balsam Technologies Corp. (the “Company”)
(TSXV: BTEC.H) is pleased to announce that it has entered into a letter of intent (the “Letter”),
dated effective March 16, 2021, pursuant to which it proposes to acquire (the “Transaction”) all
of the outstanding share capital of Blender Bites Incorporated (“Blender Bites”). Blender Bites
is an arms’-length company, established under the laws of the Province of British Columbia,
involved in the development and marketing of a line of frozen premium organic and plant-based
smoothies.
Blender Bites was founded in 2016 and was first to market in Western Canada with a 100%
organic, pre-portioned smoothie product that is free of any unnecessary inner plastic packaging.
Blender Bites products are 100% organic, vegan, non-gmo, gluten free, dairy free, soy free
contain no added sugars and are made in Canada. Blender Bites products are distributed
nationally across Canada and are currently sold in over 700 stores, including Sobeys, Safeway,
Save on Foods, Whole Foods Market, Buy-Low/Nesters, IGA and Fresh Street, with a planned
launch in the United States marketplace this summer. Blender Bites anticipates expanding its
plant-based footprint in North America through organic growth of the existing brand and through
new acquisitions.
In accordance with the terms of the Transaction, the Company proposes to issue 11,500,000
common shares (the “Consideration Shares”) to the existing shareholders of Blender Bites in
exchange for all of the outstanding share capital of Blender Bites. Prior to closing of the
Transaction, the Company intends to apply to list its common shares on the Canadian Securities
Exchange, and voluntarily delist its shares from the TSX Venture Exchange. On closing of the
Transaction, it is anticipated that the Company will change its name to “Blender Bites Limited”
and will reconstitute its board and management to consist of an equal number of nominees from
the Company and Blender Bites.
In connection with completion of the Transaction, the Company intends to undertake a nonbrokered private placement (the “Financing”) of no less than 2,000,000 subscription receipts
(each, a “Subscription Receipt”), at a price of $1.00 per Subscription Receipt, to raise no less
than $2,000,000. All proceeds from the Financing will be held in escrow pending completion of
the Transaction and will be returned to subscribers in the event the Transaction is not completed.
Upon completion of the Transaction, each Subscription Receipt will automatically convert into one
common share of the Company. All securities issued in connection with the Financing, will be
subject to a four-month-and-one-day statutory hold period. It is anticipated that approximately
$400,000 of the proceeds from the Financing will be utilized to retire existing loans made to
Blender Bites.
https://www.sedar.com/DisplayCompanyDocuments...o=00014456
https://www.investorx.ca/search/00014456/bals...ogies-corp
TOODLES
4
