- Further to the letter of intent with Worm Castings Farms Inc. Company signed a definitive agreement to complete the acquisition
- Under the terms of the Worm Castings Transaction, Bougainville will provide total consideration of 10 million common shares of Bougainville at a deemed price of CAD$0.12 and a cash payment of USD$350,000 in return for 70% of Worm Castings profits.
VANCOUVER, British Columbia, May 23, 2019 — BOUGAINVILLE VENTURES INC. (“Bougainville” or the “Company”) (CSE: BOG) (8BV-FF:Frankfurt Stock Exchange) is pleased to announce that further to the letter of intent (“LOIâ€) with Worm Castings Farms Inc. (“Worm Castingsâ€) announced in the Company news release dated October 29, 2018 the Company signed a definitive agreement to complete the acquisition of Worm Castings (“the Worm Castings Transactionâ€). Worm Castings is the sole owner of an Oregon State Hemp production and processing license, issued by the Oregon State Regulatory approval board, for total consideration consisting of 10 million common shares of Bougainville at a deemed price of CAD$0.12 per share and a cash payment of USD$350,000.
TERMS OF THE TRANSACTION
Under the terms of the Worm Castings Transaction, Bougainville will
provide total consideration of 10 million common shares of Bougainville
at a deemed price of CAD$0.12 and a cash payment of USD$350,000 in
return for 70% of Worm Castings profits.
Subject to completion of the Worm Castings Transaction the board of
directors of Bougainville Director’s will approve the Company to deliver
the final outstanding payment of $USD120,000 to Worm Castings which
will complete the USD$350,000 deposit, which will satisfy Bougainville’s
obligation under the Worm Castings Transaction. Bougainville plans to
invest up to USD$1,000,000 to expand the capacity of Worm Castings in
agriculture, associated infrastructure, and working capital.
Bougainville has secured the services of the Worm Castings founders for a
period of a minimum of five years to aid with the anticipated expansion
of the business in Oregon and the rest of the United States.
President & CEO, Andy Jagpal Comments:
“This acquisition of Worm Casting is a means to further our strategy
of providing large quantities of high-quality CBD extracts. The Worm
Casting Transaction provides Bougainville with a vertically-integrated
and licensed cultivator. In addition to having 10 acres worth of
industrial hemp ready for processing, they possess a premium high
quality cloned feminized hemp plants with 10-15% CBD and 0.3% THC
resulting in maximized CBD oil content within each plant.â€
PRIVATE PLACEMENT FINANCING
Bougainville is also pleased to announce that it has arranged a
private placement (the “Private Placementâ€) of units (each a “Unitâ€) at a
price of $0.12 per Unit basis for gross proceeds of up to $500,000.
Each unit is comprised of one common shares (each a “Shareâ€) of the
Company and one common share purchase warrant (each a “Warrantâ€). Each
Warrant entitles the holder to purchase one additional common share
(each “Warrant Shareâ€) of the Company at an exercise price of $0.25 per
Warrant Share for a term that is 24 months from the date of closing of
the Private Placement.
The Company wishes to correct an error in its news release dated May
1, 2019 in which the Company announced the closing of an oversubscribed
private placement for which 3,166,666 Units were issued at a price of
$0.06 per Unit for $190,000 in gross proceeds (the “Closed Private
Placementâ€). The Closed Private Placement resulted in the issuance of
3,316,666 Units of the Company at a price of $0.06 per Unit for $199,000
in gross proceeds
About Bougainville Ventures, Inc.
Bougainville provides cannabis infrastructure and seed-to-sale
services to I-502 tenant-growers leasing greenhouse facilities space and
providing fully built-out, turnkey solutions and ancillary services
including processing, cannabis expertise and marketing and sales
resources. Greenhouse canopies provide a 50% saving in cultivation cost.
Bougainville has 10,000 square feet of space being prepared for
production in Oroville, Washington state. Bougainville possesses
sufficient land for two more pods of the same size.
For more information please visit: http://bougainvilleinc.com/
On behalf of the Board of Directors
BOUGAINVILLE VENTURES INC.
_____________________
Andy Jagpal, CEO and Director
For further information, please contact the IR department at [email protected] or by phone at 1-888-395-6399.
FORWARD LOOKING STATEMENTS: This news release
contains certain forward-looking statements within the meaning of
Canadian securities laws. Forward-looking statements are based on the
expectations and opinions of the Company’s management on the date the
statements are made. The assumptions used in the preparation of such
statements, although considered reasonable at the time of preparation,
may prove to be imprecise and, as such, undue reliance should not be
placed on forward-looking statements. The Company expressly disclaims
any intention or obligation to update or revise any forward-looking
statements whether as a result of new information, future events or
otherwise. No regulatory authority has approved or disapproved the
information contained in this news release.
