CBD Global Sciences Inc. dba Global Sciences (OTC: CBDNF) (CSE: CBDN) (Frankfurt: GS3.F) (Munich: GS3.MU) (the “Corporation”) is pleased to announce that, further to its press release dated September 9, 2022, it has closed an asset purchase agreement dated September 8, 2022, as amended on December 12, 2022, with New Age Beverage Corporation and NABC Properties, LLC (collectively, “NABC”), to acquire NABC’s direct store distribution division, and related leases and assets, as a going concern (the “DSD Operation”). The DSD Operation consists of operations that have grown over the last 20 years to distribute beverages and snacks to over 5,000 grocers, big box retailers and convenience stores in the Colorado community.
Legacy Distribution Group (“Legacy Distribution”) (Denver, CO), a wholly-owned subsidiary of the Corporation, completed the acquisition of the DSD Operations from New Age Beverage Corporation, a Colorado corporation and a wholly-owned subsidiary of New Age, Inc. The purchase price, after adjustments, was US$2,040,958 on closing, with US$250,000 due within 60 days of closing, for an aggregate purchase price of US$2,290,958. The DSD Operations will continue to be operated by the management team in place, along with hundreds of existing employees. The sale of the DSD Operation was subject to approval by the United States Bankruptcy Court for the District of Delaware in connection with bankruptcy proceeding by New Age, Inc., the parent company of NABC. While NABC was not part of the bankruptcy proceedings, the Court’s authorization for the sale was required and was obtained on November 23, 2022.
Legacy Distribution obtained an asset-based, ledgered line of credit (the “ABL Facility”) for the purposes of acquiring the DSD Operation and for ongoing working capital, from a US-based private lender which provides accounts receivable financing services intended for start-ups and established businesses. The ABL Facility is for a term of three years and carries an annual interest rate of prime plus 8.5%. Advances under the ABL Facility are subject to the lender’s assessment of the borrowing base for the DSD Operation comprised of up to 90% of eligible accounts receivable and eligible inventory (based on a formula of cost and liquidation value). Early repayment of the ABL Facility will attract a 3% fee which declines to 2% if repaid in year two of the term and 1% if repaid in year three of the term. Legacy Distribution granted a first priority security interest in the business assets of the DSD Operation, not including any equipment and real-estate. Legacy Distribution obtained an initial advance under the ABL Facility to cover the initial cash outlay of US$2,040,958. Future advances will be available to Legacy Distribution based on the ongoing value of the collateralized assets of the DSD Operation, up to US$10 million. Legacy Distribution intends to receive regular advances as needed and as permitted under the ABL Facility in order to fund its operations.
Brad Wyatt, CEO of Global Sciences, shared, “This is a positive achievement for both Legacy Distribution and the team at the DSD. The team at the DSD has accomplished a herculean effort to keep the wheels on at the DSD during the tumultuous period of time that led up to the parent company’s bankruptcy and through the transition to new ownership. I can’t say enough about how much we appreciate their accomplishments and that we look forward to supporting their efforts to get the DSD Operation back to the Best-In-Class status it once held, and continuing the legacy. The DSD Operation has done an incredible job at growing brands in its market and we believe this acquisition will enable them to continue the pursuit of excellence. I have complete confidence in the leadership team of the DSD and we intend to support them in achieving our collective goals for continued growth with a focus on profitability in the years to come. I must also share my appreciation for the longstanding, key vendor accounts that are vital to the business. They weathered the storm with the DSD; we appreciate you and look forward to growing your brands.”