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Plantx Life Inc (3)
Symbol VEGA
Shares Issued 27,362,804
Close 2023-10-06 C$ 0.015
Market Cap C$ 410,442
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Plantx Life closes buy of 50.9% of Veg House

2023-10-06 17:45 ET - News Release

Mr. Lorne Rapkin reports

PLANTX ANNOUNCES THE CLOSING OF PREVIOUSLY REPORTED SHARE EXCHANGE AGREEMENT WITH VEG HOUSE

Plantx Life Inc. completed on Oct. 6, 2023, the transactions contemplated by the share exchange agreement with Veg House Holdings Inc. This milestone, initially disclosed on March 16, 2023, and Oct. 3, 2023, signifies a noteworthy stride toward solidifying the company's enhanced footprint within the expanding domains of plant-based lifestyle and wellness.

Upon closing, Plantx transferred a collection of assets in exchange for roughly 50.9 per cent (previously reported in the news release dated Oct. 3, 2023, as 53 per cent) of the total issued and outstanding shares of Veg House Holdings as at the time of the closing of the transaction. These assets encompass wholly owned subsidiaries, including Vegaste Technologies U.S. Corp., Little West LLC, Plant Based Deli LLC and PlantX Living Inc., along with the company's 53-per-cent ownership stake in Portfolio Coffee Inc. and 51-per-cent ownership in Eh Coffee Corp.

Lorne Rapkin, chief executive officer of Plantx Life, shared his enthusiasm, stating: "By means of this share exchange agreement, funds were secured by Veg House at a posttransaction valuation of $11,778,000 (U.S.), based on the most recent private placement price of $1.00 (U.S.) per share, underlining the enduring enthusiasm for the industry and underscoring the significance of this transaction for steadfast supporters of the Canadian company."

In exchange for the subsidiary assets, Plantx acquired six million shares out of the current 11,778,639 (previously reported in the news release dated Oct. 3, 2023, as 11,368,640) outstanding shares in Veg House, translating to a significant 50.9-per-cent ownership stake (previously reported in the news release dated Oct. 3, 2023, as 53 per cent) in the Cayman Islands-based entity. Veg House, powered by Plantx's visionary leadership, is primed for further expansion and innovation in the plant-based market.

Veg House has secured $2.85-million (U.S.) in financing in a brokered and non-brokered private placement financing at $1.00 (U.S.) per Veg House share. This infusion of capital positions its new assets for substantial growth, enabling Veg House to further advance its presence in the plant-based lifestyle market.

Together, Plantx Life and Veg House are embarking on a journey that promises innovation, expansion and more room for partnerships with both well-known and up-and-coming companies in the wellness space.

The company's remaining wholly owned assets comprise PlantX Squamish, Bloombox and PlantX Midwest.

The current Veg House management consists of Alex Hoffman (chief executive officer), Shariq Khan (chief financial officer), Julia Frank (chief operating officer) and Sean Dolllinger (special adviser). Veg House's current board of directors consists of Mr. Hoffman and Lorne Rapkin. The current Plantx management consists of Mr. Rapkin (CEO), Mr. Khan (CFO) and Mr. Hoffman (chief marketing officer); the board of directors consists of Mr. Rapkin, Mr. Hoffman, Ralph Moxness and Quinn Field-Dyte, and Mr. Dollinger is the promoter and founder of Plantx. The following directors and officers of Plantx have a financial interest in Veg House: Mr. Hoffman, Mr. Khan and Mr. Moxness. Mr. Moxness will receive 25,000 restricted Veg House shares for serving on the board of directors of Veg House following its planned initial public offering (IPO) in the United States, Mr. Hoffman will receive an annual salary of $220,000 (U.S.) (previously reported in the news release dated Oct. 3, 2023, as $156,000 (U.S.)) for serving as the CEO of Veg House, and Mr. Khan will receive an annual salary of $130,000 (U.S.) for serving as the CFO of Veg House. The March 16, 2023, press release disclosed that Mr. Dollinger received one million Veg House shares which vested monthly over a period of a year, commencing in February, 2023, as partial consideration for acting as Veg House's CEO until his resignation on Oct. 3, 2023, as CEO and a director (previously reported in the news release dated Oct. 3, 2023, as Aug. 10, 2023), which resignation was in anticipation of the closing of the transaction and the appointment of Mr. Hoffman as CEO of Veg House. As of today's date, Mr. Dollinger owns 66,666 Veg House shares. Mr. Dollinger will not be entering into a voting rights agreement with Plantx providing Plantx the right to vote Mr. Dollinger's shares for as long as Mr. Dollinger holds the shares (previously reported in the news release dated March 16, 2023).

No finders' fees or commissions were paid by the company in connection with the transaction.

About Plantx Life Inc.

As the digital face of the plant-based community, Plantx's platform is a one-stop shop for plant-based products. With its fast-growing category verticals, Plantx offers customers across North America more than 5,000 plant-based products. Plantx also has other brands in the Plantx portfolio, including a juice brand, a coffee company, a plant shop and brick-and-mortar grocery stores. Plantx uses its digital platform to build a community of like-minded consumers and, most importantly, to provide education. Plantx's digital presence eliminates entry barriers for anyone interested in living a plant-based lifestyle, and thriving in a longer, healthier and happier life.

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