Mr. Craig Goodwin reports
NATURALLY SPLENDID EXTENDS LOI WITH POS HOLDINGS
Naturally Splendid Enterprises Ltd.'s letter of intent with POS Holdings Corp. has been amended to extend the deadline for entry into a definitive agreement from May 31, 2015, to June 15, 2015. As announced on April 27, 2015, POS and Naturally Splendid entered into the letter of intent to provide the basic terms and conditions on which the parties would enter into an agreement to purchase 51 per cent of POS BPC Manufacturing Corp.
POS BPC Manufacturing operates a 12,000-square-foot production facility. The BPC facility contains about 60,000 litres of tankage, a fractional distillation system, evaporation equipment, spray drying equipment, a ring dryer, and various other pieces of complementary and auxiliary equipment.
The BPC facility is capable of processing a variety of products, including the suite of plant-based omega technologies such as HempOmega licensed by FSL to Naturally Splendid. Additionally, the BPC facility is designed to produce plant-based extracts, tinctures and dry ingredients for a variety of clients. The ability for Naturally Splendid to control its own processing is a significant strategic development. Additionally, the BPC facility has the potential to generate revenue from clients that require toll processing specific to this type of facility.
The letter of intent also provides that Naturally Splendid and POS (or its subsidiaries) will enter into licensing and/or sales agreements, whereby Naturally Splendid will have the right to market, on an exclusive basis, a minimum of five products of POS and market, on a non-exclusive basis, additional products of POS. The ingredients included in this offering are of high-quality sourced plant and marine extracts in the form of powder or oil. These ingredients are environmentally sustainable, and promote good health and nutrition.
Naturally Splendid may integrate the extracts into its Natera and Pawsitive FX retail products, as well as offer wholesale and bulk ingredients for global commercial distribution. The parties have agreed that the exclusive products and non-exclusive products, when possible, will be manufactured at the BPC facilities following closing of the transaction. Naturally Splendid will also have the right to have its product lines manufactured at the BPC facility.
Under the extension agreement, POS has also agreed to exclusively negotiate with Naturally Splendid up to June 15, 2015, and in consideration of which, Naturally Splendid has agreed to deposit the cash portion of the purchase price, being $1.75-million, into an escrow account. The release of the escrowed funds will be subject to closing the transaction.
The parties have agreed to close the proposed transaction by June 15, 2015. Closing of the transaction will be subject to a number of customary conditions, as well as (i) TSX Venture Exchange acceptance of the transaction, (ii) completion of satisfactory due diligence by the parties, and (iii) POS obtaining the necessary third party consents to approve the transaction.
About POS Bio-Sciences
POS Bio-Sciences offers expertise and service in bio-processing applied research from bench top to commercialization scale. POS's focus is process development, analytical services and custom processing, as well as specializing in extraction, fractionation, modification and purification of bio-based materials.
All POS Bio-Sciences processes are GMP-compliant, and fully supported by quality assurance, commitment to regulatory compliance and certification to international standards. POS also offers a suite of support services to assist clients, and ensure that project outcomes meet their needs and expectations.
POS Bio-Sciences is a registered business name of POS Management Corp.
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