The BRN Group Inc. executed a stalking horse asset purchase agreement to acquire a 80% stake in Cannabidiol Business from Green Growth Brands Inc. (CNSX:GGB) on February 24, 2020. Under the terms of the agreement, The BRN Group will acquire all of the assets and assume the current liabilities and certain other obligations of the business. It is anticipated that Green Growth Brands will hold up to a 20% carried interest in the business following completion of the transaction. In connection with the sale and upon consummation of same, BRN intends to enter into a strategic advisory and services agreement for the business with an affiliate of Authentic Brands Group LLC. The stalking horse agreement includes a 30-day “go shop” period which permits Green Growth Brands, with the assistance of financial advisor, to actively solicit, evaluate and enter into negotiations with third parties that express an interest in acquiring the CBD Business. The go-shop period expires on March 25, 2020. A termination fee is payable to the BRN Group in the amount of $0.75 million plus customary expense and deposit reimbursement in the event the stalking horse agreement is terminated by Green Growth Brands during the Go Shop Period to enter into a superior proposal. The obligations of the Purchaser under the Stalking Horse Agreement have been guaranteed by BRN. In connection with the CBD Transaction, Green Growth Brands has formed a special committee of Directors to explore a full range of strategic alternatives with respect the CBD Business. Green Growth Brands expects that the net proceeds, if any, of any transaction in respect of the CBD Business would be used primarily to satisfy obligations of Green Growth Brands and subsidiaries and for general working capital purposes and to ensure that Green Growth Brands continues as a going concern. The transaction is subject to approval of Green Growth Brands board and all government approvals. As of March 4, 2020, the transaction was approved was unanimously approved and obtained all government approvals. The transaction is expected to close on or before March 25, 2020. AltaCorp acted as financial advisor and Stikeman Elliott LLP acted as legal advisor to Green Growth Brands.