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Mota Ventures $MOTA.ca Announces Completion Of Audit For Nature’s Exclusive Brand $APH.ca $GBLX $PFE $ACG.ca $ACB.ca $WEED.ca $HIP.ca $WMD.ca $CGRW

Posted by AGORACOM-Eric at 11:31 AM on Tuesday, May 19th, 2020
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VANCOUVER, BC, CANADA / ACCESSWIRE / May 19, 2020 / Mota Ventures Corp. (CSE:MOTA)(FSE:1WZ1)(OTC PINK:PEMTF) (the “Company“) is pleased to announce completion of an audit of the financial results of its Nature’s Exclusive brand through the twelve-months ended December 31, 2019.

  • 2019 audited financial results:
  • Revenue of Cdn$29,034,000
  • Associated expenses of Cdn$25,530,000
  • Net income of Cdn $3,505,000

“Completion of the 2019 audit is a culmination of an extensive team effort, and represents a significant milestone in the validation of our eCommerce business. The 2019 figures, where we achieved over 12% net income, provides us with a benchmark from which to measure our success in the 2020 fiscal year as we continue to build on the strong results generated by Unified,” noted Ryan Hoggan, Chief Executive Officer of the Company.

Throughout the 2019 calendar year, the Nature’s Exclusive brand was operated as a separate business segment of Unified Funding, LLC (“Unified“). The Company completed the acquisition of the brand, and the associated business line, on January 17, 2020. The audit was completed on carve-out financial statements of Unified, which present the standalone financial results of the brand. Figures presented in this news release were translated from US dollars into Canadian dollars using the Bank of Canada average annual exchange rate of US$1.00:Cdn$1.3269 for 2019.

The Company also announces that it has reached an agreement with Unified to amend the thresholds necessary for Unified to earn a bonus based on the financial results generated by the Nature’s Exclusive brand in the 2020 calendar year. Unified is entitled to earn a bonus payment based on the terms of the original transaction in which Mota acquired control of the brand, and the associated business line.

Under the terms of the amendment, Unified will continue to be entitled to a one-time bonus payment (the “Bonus Payment“) based on the revenue and profitability of Nature’s Exclusive in the 2020 calendar year. The Bonus Payment will be: (i) US$5,000,000, in the event gross revenue exceeds US$40,000,000 with a profit margin of at least ten percent; (ii) US$10,000,000, in the event gross revenue exceeds US$45,000,000 with a profit margin of at least ten percent; or (iii) US$15,000,000, in the event gross revenue exceeds US$50,000,000. The Bonus Payment will be payable in common shares of the Company (the “Bonus Shares“) based on an exchange rate of US$1.00 to C$1.30 and the greater of: (i) C$0.80; and (ii) the volume-weighted average closing price of the common shares of the Company on the Canadian Securities Exchange in the ten trading days prior to the last trading day of 2020. Any Bonus Shares issuable by the Company will be subject to the terms of a thirty-six month time release pooling arrangement, with applicable release dates calculated from the date of issuance of the Bonus Shares.

For further information regarding the Bonus Payment, and the acquisition of Nature’s Exclusive, readers are encouraged to review the Company’s news release of January 17, 2020.

“Revising the 2020 performance bonus will help to align our interests with Unified, and ensure they remain incentivized in the development of Nature’s Exclusive in the context of the current market. The brand has demonstrated strong financial results through 2020 to date, in spite of economic volatility and we look forward to continued success leading into the second half of 2020,” commented Ryan Hoggan, Chief Executive Officer of the Company.

About Mota Ventures Corp.

Mota is an established ecommerce, direct to consumer provider of a wide range of CBD products in the United States and Europe. In the United States, the company sells a CBD hemp-oil formulation derived from hemp grown and formulated in the US through its Nature’s Exclusive brand. Within Europe, its Sativida brand of award winning 100% organic CBD oils and cosmetics are sold throughout Spain, Portugal, Austria, Germany, France, and the United Kingdom. Mota Ventures is also seeking to acquire additional revenue producing CBD brands and operations in both Europe and North America, with the goal of establishing an international distribution network for CBD products. Low cost production, coupled with international, direct to customer, sales channels will provide the foundation for the success of Mota Ventures.

ON BEHALF OF THE BOARD OF DIRECTORS

MOTA VENTURES CORP.

Ryan Hoggan

Chief Executive Officer

For further information, readers are encouraged to contact Joel Shacker, President at +604.423.4733 or by email at [email protected] or www.motaventuresco.com

Mota Ventures $MOTA.ca Enters into Binding Term Sheet to Acquire 110,000 Square Foot European Pharmaceutical Manufacturer of Natural Psilocybin Products $APH.ca $GBLX $PFE $ACG.ca $ACB.ca $WEED.ca $HIP.ca $WMD.ca $CGRW

Posted by AGORACOM-Eric at 12:47 PM on Saturday, May 16th, 2020
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VANCOUVER, BC / ACCESSWIRE / May 16, 2020 / Mota Ventures Corp. (CSE:MOTA)(FSE:1WZ:GR)(OTC PINK:PEMTF) (the “Company“) announces that it has entered into a binding term sheet (the Term Sheet“), dated May 14, 2020, with Verrian Ontario Limited (“Verrian“), pursuant to which it proposes to acquire all of the outstanding share capital of Verrian (the “Transaction“). The Term Sheet replaces the previous preliminary letter of intent entered into with Verrian on May 11, 2020. Verrian is an arms’-length privately-held company that is focused on delivering and developing products related to addiction reduction, with a focus on alcohol and opiates.

ESTABLISHED EUROPEAN PSYCHEDELIC MEDICINE COMPANY

Verrian owns and operates an EU-GMP, ISO 14001 compliant 110,000 square foot pharmaceutical manufacturing facility in Radebeul, Germany. Verrian purchased the facility from a major global pharmaceutical manufacturer in 2019. Both the facility and equipment are independently appraised at Cdn$10,600,000, including an analytical laboratory, and full pharmaceutical manufacturing suite.

Verrian will operate three distinct business segments:

  • Pharmaceutical Manufacturing – A portfolio of medical & wellness products
  • Phyto API – API creation from medical plants
  • Analytical Testing – European Medicine Agency Standards

PRODUCTS FOCUSED ON OPIATE ADDICTION REDUCTION

Verrian’s singular focus is rewiring the mind to overcome addiction through natural medicine. Specifically, the micro dosing of psilocybin demonstrates potential to remove the dopamine reward of addictive substances, potentially diminishing the desire for addictive substances, thereby reducing or eliminating the need for the addictive substance.

To date Verrian has developed two psilocybin products: PSI GEN and PSI GEN+. These Psilocybin products are focused on opiate addiction reduction. As natural psilocybin extracts, from organically cultivated mushrooms, combined with metabolism enhancing natural herbs, they are ideal for individuals commencing micro-dosing and capable of being combined with additional anti-addiction therapies.

All of Verrian’s compounds are derived from organic, glyphosate free naturally occurring plants, grown specifically for its own purposes.

GOALS AND VISION

In addition to the the facility and equipment outlined above, Verrian has invested approximately Cdn$2,400,000 in clinical trial design and development of proprietary formulations for its psilocybin trademarked PSI-GEN products, and cannabis products, including trademarked CBDaily and CBNight.

Verrian’s world renowned addiction medicine experts are moving ahead to develop new potential treatments for therapy, with rigorous clinical research. Once EU GMP and narcotics handling recertification are secured, capabilities will extend to: specialty pharmaceutical formulations; and psilocybin refinement and production for micro dosing.

“Signing this binding term sheet is an important step towards Mota’s goal of becoming a leader in the natural health space. Verrian’s significant investment into its licensing, research, equipment and facilities have made it one of the top psychedelic medicine companies. Mota is poised to capitalize on an emerging industry and will continue to expand its North American and European operations to ensure a strong distribution network is in place once this line of product is approved to go to market,” stated Ryan Hoggan, CEO of the Company.

The binding Term Sheet contemplates that the Company would acquire all of the outstanding share capital of Verrian in consideration for Cdn$20,000,000, which will be satisfied through the issuance of common shares (the “Consideration Shares“) to the existing shareholders of Verrian. The Consideration Shares will be issued at a deemed price of equivalent to the volume-weighted average closing price of the common shares of the Company in the ten trading days immediately prior to the entering into of definitive documentation in respect of the Transaction.

The Consideration Shares will be subject to terms of a thirty-six month time release pooling arrangement, during which time they may not be transferred, assigned, pledged or otherwise traded. The Consideration Shares will be released from the pooling arrangement in tranches, of which ten-percent will be released after four months, fifteen percent after six months, and the balance in five equal tranches every six months thereafter. In addition to the Consideration Shares, upon closing of the Transaction, the Company will arrange for repayment of existing shareholder loans of Verrian totaling approximately Cdn$1,100,000.

The Company is at arms-length from Verrian, and each of its shareholders. The Transaction does not constitute a fundamental change for the Company, nor is it expected to result in a change of control of the Company, within the meaning of applicable securities laws and the policies of the Canadian Securities Exchange. Upon completion of the Transaction, an administrative fee of $422,000, payable in common shares of the Company, will be owing to a consultant who assisted with the Transaction.

The Transaction remains subject to a number of conditions, including completion of due diligence, receipt of any required regulatory approval and the negotiation of definitive documentation, which is expected to include warranties, representations, covenants, terms and conditions which are customary and consistent with industry standards for a transaction of this nature, as a well as a mutual break fee in the event of termination. The Transaction cannot be completed until these conditions have been satisfied.

We encourage shareholders and prospective investors to visit the Company’s AGORACOM Discussion Forum, a moderated social media platform that enables civilized discussion and Q&A between Management and Shareholders.

About Mota Ventures Corp.

Mota Ventures is an established eCommerce, direct to consumer provider of a wide range of CBD products in the United States and Europe. In the United States, the company sells a CBD hemp-oil formulation derived from hemp grown and formulated in the US through its Nature’s Exclusive brand. Within Europe, its Satavida brand of award winning 100% organic CBD oils and cosmetics are sold throughout Spain, Portugal, Austria, Germany, France, and the United Kingdom. Mota Ventures is also seeking to acquire additional revenue producing CBD brands and operations in both Europe and North America, with the goal of establishing an international distribution network for CBD products. Low cost production, coupled with international, direct to customer, sales channels will provide the foundation for the success of Mota Ventures.

ON BEHALF OF THE BOARD OF DIRECTORS
MOTA VENTURES CORP.

Ryan Hoggan
Chief Executive Officer

For further information, readers are encouraged to contact Joel Shacker, President at +604.423.4733 or by email at [email protected] or www.motaventuresco.com

The Canadian Securities Exchange has in no way passed upon the merits of the Transaction, and has neither approved nor disapproved the contents of this press release. Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this press release, which has been prepared by management.

Mota Ventures $MOTA.ca Signs Letter of Intent to Acquire German Leader in Psilocybin Space with a 110,000 Square Foot Manufacturing Facility $APH.ca $GBLX $PFE $ACG.ca $ACB.ca $WEED.ca $HIP.ca $WMD.ca $CGRW

Posted by AGORACOM-Eric at 7:49 AM on Thursday, May 14th, 2020
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VANCOUVER, BC / ACCESSWIRE / May 14, 2020 /Mota Ventures Corp. (CSE:MOTA)(FSE:1WZ:GR)(OTC PINK:PEMTF) (the “Company“) announces that it has entered into a letter of intent (the “Letter of Intent“), dated May 11, 2020, with Verrian Ontario Ltd. (“Verrian“), pursuant to which the parties intend to evaluate a potential transaction involving the acquisition of all of the outstanding share capital of Verrian (the “Proposed Transaction“). Verrian is an arms’-length privately-held company that is focused on delivering and developing products related to addiction reduction, with a focus on alcohol and opiates.

ESTABLISHED EUROPEAN PSYCHEDELIC MEDICINE COMPANY

Verrian owns and operates an EU-GMP, ISO 14001 compliant 110,000 sq. ft. pharmaceutical manufacturing facility in Radebuel, Germany. Verrian purchased the facility from a major global pharmaceutical manufacturer in 2019. Both the facility and equipment are independently appraised at Cdn$10,600,000, including an analytical laboratory, and full pharmaceutical manufacturing suite.

Operations within this full suite pharmaceutical manufacturing site include analytical laboratory and finished dose manufacturing, which exceed all international quality standards.

Verrian is composed of three distinct business segments:

  • Pharmaceutical Manufacturing – A portfolio of medical & wellness products
  • Phyto API – API creation from medical plants
  • Analytical Testing – European Medicine Agency Standards

PRODUCTS FOCUSED ON OPIATE ADDICTION REDUCTION

Verrian’s singular focus is rewiring the mind to overcome addiction through natural medicine. Specifically, the micro dosing of psilocybin demonstrates potential to remove the dopamine reward of addictive substances, potentially diminishing the desire for addictive substances, thereby reducing or eliminating the need for the addictive substance.

To date Verrian has developed:

  • PSI GEN and
  • PSI GEN+

These Psilocybin products are focused on opiate addiction reduction. As Natural Psilocybin extracts, from organically cultivated mushrooms, combined with metabolism enhancing natural herbs, they are ideal for individuals commencing micro-dosing and capable of being combined with additional anti-addiction therapies.

All of Verrian’s compounds are derived from organic, glyphosate free naturally occurring plants, grown specifically for its own purposes.

GOALS AND VISION

In addition to facility & equipment investments outlined above, the company has invested Cdn$2,400,000 worth of clinical trial design development and proprietary formulations into its psilocybin trademarked PSI-GEN formulations, and cannabis products, including trademarked CBDaily and CBNight.

Verrian’s world renowned addiction medicine experts are moving ahead to develop new potential treatments for therapy, with rigorous clinical research. Once EU GMP & narcotics handling recertification are secured, capabilities will extend to:

  • Specialty Pharma – Custom formulations
  • Psilocybin Refinement & Production – For micro dosing

“I am extremely excited at the opportunity to acquire an established Psychedelic medicine company in Europe. As an innovative company, Mota always seeks to be a leader in the natural health space and we see the psychedelic medicine market becoming a major part of the industry. This acquisition allows us to have first mover advantage in the Psychedelic market, and Mota’s existing distribution network will be ready to capitalize on the opportunity once regulation has been put in place,” stated Ryan Hoggan, CEO of the Company.

The Letter of Intent contemplates that the Company would acquire all of the outstanding share capital of Verrian in consideration for Cdn$21,100,000, of which Cdn$20,000,000 will be satisfied through the issuance of common shares (the “Consideration Shares“) to the existing shareholders of Verrian, and the balance will be payable in cash to retire certain outstanding shareholder loans due and owing by Verrian. The Consideration Shares will be subject to the terms of a thirty-six month time release pooling arrangement, during which time they may not be transferred, assigned, pledged or otherwise traded.

Readers are cautioned that the Letter of Intent entered into with Verrian does not set forth the final terms of the Proposed Transaction, nor have such terms been finalized. Any consideration offered to acquire Verrian remains subject to the results of ongoing due diligence. Completion of the Proposed Transaction is subject to a number of conditions, including, not limited to, completion of due diligence, negotiation of definitive documentation, and the receipt of any required regulatory approvals. The Proposed Transaction cannot be completed until these conditions are satisfied and there can be no assurance that the Proposed Transaction will be completed at all.

The Proposed Transaction is not expected to constitute a fundamental change for the Company, nor is it expected to result in a change of control of the Company, within the meaning of applicable securities laws and the policies of the Canadian Securities Exchange. The Company will provide further information regarding its review of Verrian, and the Proposed Transaction, as that information becomes available.

About Mota Ventures Corp.

Mota Ventures is an established eCommerce, direct to consumer provider of a wide range of CBD products in the United States and Europe. In the United States, the company sells a CBD hemp-oil formulation derived from hemp grown and formulated in the US through its Nature’s Exclusive brand. Within Europe, its Sativida brand of award winning 100% organic CBD oils and cosmetics are sold throughout Spain, Portugal, Austria, Germany, France, and the United Kingdom. Mota Ventures is also seeking to acquire additional revenue producing CBD brands and operations in both Europe and North America, with the goal of establishing an international distribution network for CBD products. Low cost production, coupled with international, direct to customer, sales channels will provide the foundation for the success of Mota Ventures.

ON BEHALF OF THE BOARD OF DIRECTORS

MOTA VENTURES CORP.

Ryan Hoggan
Chief Executive Officer

For further information, readers are encouraged to contact Joel Shacker, President at +604.423.4733 or by email at [email protected] or www.motaventuresco.com