BevCanna Signs LOI with Phenome One and Norstar Nutrients

Published: July 15, 2020

BevCanna Signs LOI with Phenome One and Norstar Nutrients

Emerging leader in infused cannabis beverages, BevCanna Enterprises Inc. has entered into a non-binding letter of intent (the “LOI”) with full-service live genetic and seed preservation cannabis company Phenome One Corp. and private label nutrient company Norstar Nutrients Ltd.

Phenome One has one of Canada’s largest live genetic cannabis libraries, with over 350 cultivars that have been lab-tested and rigorously field-tested over 29 years. Under the proposed agreement, BevCanna will gain access to Phenome’s library with a unique access to growing, breeding and cloning IP.  adding to BevCanna’s own significant library of cannabis genetics. Under the LOI, the parties intend to enter into the Definitive Agreement within 45 days of the LOI.

Phenome One will also identify, breed, enhance and preserve this existing library of cultivars, consisting of genotype and phenotype selection from Bevcanna’s current inventory of seeds, cultivars and/or genetic material. Breeding programs will be focused on genetic development of existing cultivars for geographic and environmental conditions at Anarchist Mountain, Osoyoos.  An emphasis will be weighed from results of production yields and laboratory analysis that demonstrate high CBD, THC and specific medicinal cannabinoid and terpenes.

The Definitive Agreement will also provide Bevcanna with access to Norstar’s proprietary formulae, Standard Operating Procedures (SOP) and farming data, generated through three years of field testing in the Golden Mile. The nutrient formulae and regimes are customized to the elite library of rigorously tested production cultivars. SOPs for feed and specific plant nutrient schedules will also be provided for selected cultivars.

“This agreement will provide a unique advantage to BevCanna, in that we’ll gain access to both Phenome One’s extensive genetic cannabis library and Norstar’s proprietary formulas,” said John Campbell, Chief Strategy Officer at BevCanna. “We’re also excited to leverage their significant expertise in optimizing our existing cultivars, increasing our overall cannabis yield projections.”

Under the Definitive Agreement, BevCanna would agree to pay the following consideration, subject to compliance with applicable CSE policies:

  • 2,000,000 common shares of BevCanna upon execution of the Definitive Agreement and an additional Nutrient Development definitive agreement to be entered into concurrently with the Definitive Agreement;
  • 2,000,000 common shares of BevCanna to be issued 45 days prior to planting BevCanna’s 2021 outdoor cultivation crop; upon Phenome successfully reviewing BevCanna’s genetic library and providing monthly progress reports and work plans from inception of the Definitive Agreement and Nutrient Development definitive agreement, for an optimized risk adjusted revenue stream by focusing on optimal yield, early frost risk mitigation, and premium market positioning, which both parties shall mutually agree upon; and
  • A 3% royalty on gross revenue from Product sales derived from Phenome’s Elite Library cultivars and/or BevCanna’s cultivars that Phenome genetically enhances.

The Company also announces it has settled debt in the amount of $22,500 owed by the Company to two creditors of the Company in respect of unpaid consulting fees and a signing bonus in respect of an advisory board appointment in exchange for 75,000 common shares (each, a “Debt Settlement Share”) at a deemed price of $0.30 per Debt Settlement Share.

The Debt Settlement Shares are subject to a hold period of four months from the date of issuance.

None of the securities acquired in the transactions noted above will be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This news release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities in any state where such offer, solicitation, or sale would be unlawful.

BevCanna Enterprises Inc. develops and manufactures cannabinoid-infused beverages and consumer products for in-house brands and white label clients.

Phenome One Corp. is a full-service cannabis farming company focused on elite strain selective breeding, spanning over 29 years of generational cannabis farming experience. Phenome utilizes state of the art growing systems incorporating proprietary nutrient regimes with experience in all growing mediums.

Norstar Nutrients is a private label nutrient company with over a decade of formulating and nutrient line testing.

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