Item 1.01 Entry into a Material Definitive Agreement
Effective April 28, 2022, NutraNomics completed its full acquisition of DHS
Development, Inc. dba The Plant and its affiliates ("Targets"). Through the
Regulation A as a financial instrument, NutraNomics has committed a minimum
capital investment of $6.5M over a 12 month disbursement schedule. This capital
will primarily fund the purchase of necessary production equipment, provide for
tenant improvements to the manufacturing and cultivation facilities for ongoing
production of goods, fund additional labor requirements and will support the
ongoing purchase of raw materials for use in the manufacturing process. Relevant
deal points are as follows:
·NutraNomics acquired 100% of Targets through an equity exchange.
·The following entities will be owned by NutraNomics: DHS Development, Inc. dba
The Plant (Type 7 Manufacturing), DHS10, Inc. (Cultivation), RCW Investments LLC
(Brand/Formulation IP), Greenbird Distribution.
·The three majority stakeholders of Targets will remain on as top management
executives for the Targets. The following individuals are being retained for
senior management positions in The Plant: Mattie Cooper, President, Sherratt
Reicher, SVP, Chief Strategy Officer, and Clayton Wiedemann, SVP of Sales
Engineering and Provisioning. These members have intricate knowledge of food
and plant-based sciences, with extensive executive leadership experience.
Additionally, they will all receive appointments to the NutraNomics Board of
Directors. Detailed introductions of these executives and their new roles under
the new corporate structure are forthcoming.
·NutraNomics' Q1 investment of $1.435M in combination with its contributions to
operational support into Targets' has resulted in significant accomplishments to
date. Currently utilizing just 22% of the 30,000 sq. ft. manufacturing facility,
the company is on an annualized run-rate expected to exceed $5.4 million,
conducting only sales related to contract manufacturing and co-packing services
at this time, with an additional six plus products scheduled for quarters two
and three. Products including beverage powders, tablets and infused pre-rolls
are expected to increase the run-rate 3x more than its current trend as
previously mentioned.
·Today the organization operates two shifts totaling 80 employees and expects to
double that by year-end.
·Production at full capacity will include more than fifteen different product
categories including edibles, inhalables, topicals and beverage products, and
more than twenty-four individual products including Concentrates, Vape
Cartridges, Pre-Rolls, Distillate Crude as well as Co-packing services.
Effective immediately, NutraNomics will assume the lease of a newly constructed,
state of the art 58,000 square foot manufacturing and cultivation facility
located in the Coachillin' Industrial Cultivation & Ancillary Canna Business
Park, located in Desert Hot Springs, California. With only 22% of the 30,000
square foot manufacturing facility being utilized for current production, the
Company is ideally situated for expansion and scalability. Full manufacturing
capacity is expected to be reached by mid-summer 2022 at the current rate of
growth. The building also features a 28,000 square foot cultivation facility
which is expected to be complete and operational by August 2022.
·Assets include California licensing for cannabis cultivation, manufacturing,
and distribution, including an active Type 7 extraction license allowing for
onsite extraction utilizing hydrocarbon, ethanol, solventless, Co2, as well as
volatile solvents which produce exceptional quality extracts. Less than 1% of
all California licensees possess a Type 7 extraction license, providing the
Company a definitive level of differentiation from competitors in the California
market. NutraNomics acquired over two million dollars in equipment and continues
to invest into hard assets for extraction, production and materials.
Item 9.01Exhibits.
Exhibit No. Description
2.1 Agreement and Plan of Merger
99.1 April 28, 2022 Press Release
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