HTC Announces Sale of California-Based Hemp Extraction Assets and Option to Acquire Equity Interest Starling Brands
December 31st, 2021
REGINA, Saskatchewan – TheNewswire – December 31, 2021 – HTC Purenergy Inc. o/a HTC Extraction Systems (also the “Company” and/or “HTC”) (HTC: TSX-V) (OTCQB: HTPRF) announces that it has entered into an asset sale and purchase agreement (“APA”) with Starling Brands Inc. (“Starling Brands”) pursuant to which Starling Brands will acquire certain assets (the “Transferred Assets”) used in HTC’s California-based CBD extraction business for the aggregate purchase price (“Purchase Price”) of $5,000,000 (the “Transaction”).
The Purchase Price is payable by the payment of $5,000,000 in cash or, at the option of HTC, the issuance of 5,000,0000 Class A common shares (“Option Shares”) of Starling Brands at a deemed price of Cdn$1.00 per Option Share (the “Option”), provided that HTC shall exercise the Option upon HTC delisting its common shares (“HTC Shares”) from the TSX Venture Exchange (the “TSXV”) and transition to the Canadian Securities Exchange (the “CSE”).
The Company has submitted an initial application to the CSE to list the HTC Shares, and expects to request that the TSXV voluntarily delist the HTC Shares upon the commencement of trading on the CSE. At this time, the CSE has not yet reviewed the listing statement of HTC in connection with its application for a listing on the CSE. It is expected that the listing of the HTC Shares on the CSE will be completed in the first quarter of 2022.
Starling Brands is one of the leading extractors and formulators of medical, wellness and recreational cannabis products in California. Powered by a passionate group of specialists, they are determined to champion the untapped benefits of cannabis.
Kase Manufacturing Inc. (“Kase Manufacturing”), based in Ceres, California, and a wholly-owned subsidiary of Starling Brands, is driven by quality, integrity and innovation, managed by a world-class team of experts with over 50 years of combined experience, and will integrate this experience to help accelerate the growth and success of Starling Brands. Kase Manufacturing is one of the first volatile and non-volatile cannabinoid extraction manufacturing labs approved in the State of California. Kase Manufacturing utilizes the highest-quality extraction and refining equipment and laboratory tools available today and is operated by an award-winning team of extractors and formulators, who consistently produce industry best cannabinoid oils, distillate and high terpene extracts sold under their own brands and white labeled for other leading California brands.
Kase Manufacturing, under Starling Brands, is licensed to operate in the areas of cannabis extraction, refining, formulation and distribution in the State of California. HTC previously enter into an intellectual property licensing agreement with Starling Brands that allows for a technology transfer whereby intellectual property and technology licensed under this agreement is utilized and deployed in HTC’s Canadian facility.
An intrinsic part contributing to the success of both Starling Brands and Kase Manufacturing, is the combination of the expertise and leadership of Mike Reynolds, co-founder of Starling Brands, and Drew Ford, Chief Science Officer, who is a highly regarded expert in the cannabinoid extraction, formulation and refining world.
Mike Reynolds, co-founder of Starling Brands, has spent the last 10 years building political, business and community alliances in the cities of Ceres and Modesto, California. His involvement in cannabinoids began after his son, Kase, was diagnosed with epilepsy at the age of four months. Mike then formed a partnership with Jason David whose son also suffered from epilepsy, which gave a new impetus to the development and success of the Jayden’s Juice product, a cannabinoid-rich tincture, manufactured by Kase Manufacturing. Reynolds directed the planning, design, construction, licensing, and staffing of Kase Manufacturing. His relationship with the City of Ceres and experience as a parent of a child whose life was transformed by medicinal cannabinoids are invaluable to their companies’ success.
Drew Ford has previously worked as a chemical engineer in the reverse osmosis desalination industry, working in research and development and chemical purification before making the switch to the cannabinoid space. Drew’s experience and passion for chemical purification and refinement brought him to the cannabinoid market. He was a key member of the team that developed the first vacuum distillation process equipment for cannabinoid oil and has optimized and redefined the standard of “potency” and “efficacy.” Many of the wiped film refining systems today being offered by equipment OEMs enshrined Drew’s significant experience in vacuum distillation product enhancement. His hands-on experience as a pioneering developer of cannabinoid products gives him the foresight that will allow him to guide Starling Brands to adapt quickly to changes in the cannabis marketplace.
“On behalf of HTC, we are extremely excited to become an equity owner in Starling Brands, and in so doing participating in Starling Brands’ vision and execution as a global leader in the science and production of the highest quality cannabinoid extractions and formulations,” Lionel Kambeitz, Chairman and CEO of HTC said. “The benefits that will be provided to the global community are consistent with the irreversible momentum of changing perceptions and acceptance of the planet’s most useful and beneficial plant.”
“The acquisition of this equipment allows Starling Brands to expand our capacity in becoming one of the largest manufacturers of distillate in California, while continuing to scale our production of best-in-class packaged cannabis consumer goods,” said Drew Ford, Chief Science Officer of Starling Brands. “The opportunity to scale quickly is beneficial to our growth and creates immediate value for our shareholders, and we are excited that HTC shares this vision and will become shareholders of Starling.”
Starling Brands and HTC are not affiliated, and are not considered to be a non-arm’s length party. The Transaction remains subject to customary closing conditions, and is expected to complete on December 31, 2021.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE RELEASE.
For more information contact:
HTC Extraction Systems Tel: 306‐352-6132
HTC corporate developments can be followed on www.htcextraction.com and is traded under the symbol HTC
This press release contains “forward-looking statements” or “forward-looking information” (collectively referred to herein as “forward-looking statements”) within the meaning of applicable securities legislation. Such forward-looking statements include, without limitation, forecasts, estimates, expectations, and objectives for future operations that are subject to several assumptions, risks, and uncertainties, many of which are beyond the control of HTC. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur or be achieved. This press release contains forward-looking statements pertaining to, among other things, the timing and ability Starling’s timing and ability to successfully close its financing, list its securities on an exchange in Canada.
Forward-looking information is based on current expectations, estimates and projections that involve a number of risks, which could cause actual results to vary and, in some instances, to differ materially from those anticipated by HTC and described in the forward-looking information contained in this press release.
Although HTC believes that the material factors, expectations and assumptions expressed in such forward- looking statements are reasonable based on information available to it on the date such statements were made, no assurances can be given as to future results, levels of activity and achievements and such statements are not guarantees of future performance.
HTC Purenergy Inc. (OTCQB:HTPRF) trades on the OTCQB Venture Market for early stage and developing U.S. and international companies. Companies are current in their reporting and undergo an annual verification and management certification process. Investors can find real-time quotes and market information for the company on www.otcmarkets.com. (links to: http://www.otcmarkets.com/stock/htprf/quote).
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