Vext Science, Inc. (CNSX:VEXT) entered into agreement to acquire Appalachian Pharm Processing, LLC for $12.5 million on December 15, 2022. Consideration an aggregate of $750,000 in cash paid upon execution of the Purchase Agreements, an aggregate of $3.0 million principal amount of unsecured promissory notes, an aggregate of approximately $6 million principal amount of unsecured promissory notes to be issued by Vapen Ohio on the earlier of (i) closing of the Proposed APP Acquisitions and (ii) January 1, 2023, an aggregate of 8,999,989 Common Shares, at a deemed price of $0.156 per share, issued upon execution of the Purchase Agreements subject to certain customary adjustments. The Proposed APP Acquisition is subject to regulatory approvals and other customary conditions precedent. Proposed Transaction are expected to close by the end of the second quarter of 2023. Eight Capital acted as financial advisor to Vext and its board of directors. McMillan LLP acted as legal counsel to Vext and Bianchi & Brandt acted as legal counsel to Vext. Gordon Bibart, LLC acted as legal counsel to APP. Eight Capital acted as Fairness Opinion Provider to Vext.