Become A Featured Company

Psychedelic Wellness-Focused Company Delic to Acquire Ketamine Infusion Centers LLC

Ryan Allway

February 4th, 2021

Psychedelics, Top News

VANCOUVER, BC, Feb. 4, 2021 /PRNewswire/ – Delic Holdings Inc. (“DELIC” or the “Company“) (CSE: DELC) (OTCQB: DELCF), a psychedelic wellness-focused company, is pleased to announce it has entered into a binding letter agreement (the “Letter Agreement“) to acquire Ketamine Infusion Centers LLC (“KIC“). KIC is a limited liability corporation formed under the laws of Arizona, which owns and operates two ketamine infusion treatment clinics, one in Phoenix, Arizona and the other in Bakersfield, California (the “Transaction“). Supported by clinical trials and peer reviewed studies, ketamine infusions has emerged as a promising treatment option for chronic diseases and pain disorders.

Transaction Highlights

  • The Transaction establishes DELIC as a diversified psychedelics organization. KIC has been growing steadily with revenues in ‎excess of USD$1.5 million since 2019
  • KIC will be Strategically Positioned to Leverage DELIC Platform and Brand: DELIC expects to drive patients to KIC through its media platform and become a national leader
  • Established History of Providing Ketamine Infusion Services. The management team at KIC has been in ‎business for 3 years expanding services throughout the United States
  • Management Expertise. The acquisition of KIC will add a team of 6 medical professionals and ‎employees bringing a wealth of industry ‎experience and knowledge to DELIC

Matt Stang, Founder and CEO of DELIC commented, “We publicly listed DELIC with the intent of buying cash-flowing, scalable companies and that is exactly what KIC represents. KIC management has decades of experience in the health sector and has successfully scaled and exited over two dozen clinics and hospitals. KIC’s extensive background in operating clinics and hospitals better enables DELIC to be the leader in ketamine clinic rollouts, ensuring that our patients receive the best medical treatment and care. We intend to use this best-practices methodology, such as an insurance reimbursement program, to scale-out our clinic footprint throughout the country.”

Sonny Diaz, Co-Founder of KIC stated, “Our management team has been in the clinic and medical business for 15 years scaling and operating. We jumped on the opportunity to join DELIC as we feel the patient acquisition strategy – using DELIC’s media platform to drive patients – is a potential game changer. We think there is an opportunity to scale our SOPs and clinics over the next 18 month to be the national leader in the space.”

This acquisition demonstrates DELIC’s evolution. By acquiring KIC, DELIC expands from being a central hub of psychedelic education, media, and information to being able to provide patients with psychedelic therapy. DELIC is uniquely positioned to provide the ability to bring digital awareness to its various holdings under the DELIC umbrella, and drive online users to our brick and mortar holdings, including KIC’s physical psychedelic clinics.

Matt Stang continues, “From my years at High Times helping build the household cannabis brands of today, we know that in a nascent industry whoever yells the loudest gets the attention. Our media exposure and expertise is second to none in the industry and we feel like we can give a tremendous amount of attention to KIC and all future companies that join the DELIC ecosystem.”

Over the last 3 years, the team at KIC has expanded from Arizona to California, while overseeing 4,000 treatments delivered to date, and generating over USD$1.5MM in revenue. KIC will operate under the DELIC umbrella, under the direction and guidance of Dr. Christopher Ray, Sonny Diaz, Rogelio Monzon, and Ganesh Acharya.

Under the terms of the Letter Agreement, DELIC will acquire all of the membership interests of KIC through a reverse triangular merger between KIC and a wholly-owned subsidiary of DELIC to be organized prior to execution by the parties of a definitive agreement (the “Transaction“). Subject to customary adjustment terms, DELIC has agreed, on closing of the Transaction, to issue [subordinate voting shares] in the capital of DELIC (“Consideration Shares“) to the members of KIC (the “Members“), having an aggregate value of USD$2,250,000 with the number of Consideration Shares to be issued determined based on a price per share equal to the ten trading day volume weighed average trading price (“VWAP“) of the Consideration Shares on the Canadian Securities Exchange (the “Exchange“) immediately prior to closing of the Transaction. In addition, the Members will be eligible to receive additional Consideration Shares upon KIC’s Bakersfield, California clinic posting three consecutive months of profitability and minimum revenue of USD$125,000, during the 12 months following the closing of the Transaction, such additional Consideration Shares to have an aggregate value of USD$800,000, based on a price per share equal to the 10 trading day VWAP of the Consideration Shares on the Exchange immediately prior to the date such milestone is achieved.

The Members have agreed that any Consideration Shares issued will be ‎subject to a contractual hold ‎‎period, with 10% of the share consideration to be released on the date that is six months and one day following closing, ‎and 15% ‎released every six months thereafter over a period ‎of 36 months. In addition, Members have agreed to enter into voting support agreements with DELIC having a term of two years, pursuant to which the Members will ‎vote as directed by the board of directors of ‎DELIC, subject to customary carve-outs.

The parties entered into the Letter Agreement effective December 7, 2020 and have begun due diligence. The parties intend to complete the Transaction as soon as is practicable and, subject to satisfactory completion of customary closing conditions and due diligence, will use commercially reasonable efforts to enter into a definitive agreement by March 2021.

About DELIC 

DELIC Always Expanding. In All Ways.

DELIC was formed in 2019 to address the growing interest in psychedelic wellness backed by science. DELIC was the ‎first psychedelic umbrella platform and is currently a trusted source for those interested in ‎psychedelic culture, psychedelic clinics, and more. ‎DELIC’s offerings include, Ketamine Infusion Center, a limited liability corporation formed under the laws of Arizona and runs two ketamine clinics in Arizona and California, “Reality Sandwich”, a free public education platform providing psychedelic guides, news and ‎culture, “Meet Delic”, the first ever psychedelic wellness summit, and “The Delic”, an e-commerce lifestyle brand. ‎For more information, check out www.deliccorp.com.

The Canadian Securities Exchange ‎has neither approved nor disapproved the contents of this news release and does not accept responsibility ‎for the adequacy or accuracy of this release.‎

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities ‎in the United States. The securities have not been and will not be registered ‎under the United States ‎Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state ‎securities laws and may not be offered or ‎sold within the United States unless registered under the U.S. ‎Securities Act and applicable state securities laws or an ‎exemption from such registration is available.‎

Forward-Looking Information and Statements

This press release contains certain “forward-looking information” within the meaning of applicable ‎Canadian securities ‎legislation and may also contain statements that may constitute “forward-looking ‎statements” within the meaning of ‎the safe harbor provisions of the United States Private Securities ‎Litigation Reform Act of 1995. Such forward-looking ‎information and forward-looking statements are not ‎representative of historical facts or information or current ‎condition, but instead represent only the ‎Company’s beliefs regarding future events, plans or objectives, many of ‎which, by their nature, are ‎inherently uncertain and outside of DELIC’s control. Generally, such forward-looking ‎information or ‎forward-looking statements can be identified by the use of forward-looking terminology such as ‎‎”plans”, ‎‎”expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, ‎‎‎”anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may ‎contain ‎statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be ‎taken”, “will continue”, ‎‎”will occur” or “will be achieved”. The forward-looking information and forward-‎looking statements contained herein ‎may include, but are not limited to, information concerning listing on the Canadian Securities Exchange, anticipated continued growth in the health and wellness sector (and, in particular, related to psychedelics), the continued emergence of psychedelics from stigmas, the ability of the Company to maintain sensible messaging, the ability of the Company to avoid dogmatic practices and binary rhetoric‎, the ability of DELIC to successfully achieve business ‎objectives, ‎and expectations ‎for other economic, ‎business, and/or competitive factors.‎

By identifying such information and statements in this manner, DELIC is alerting the reader that ‎such ‎information and statements are subject to known and unknown risks, uncertainties and other factors ‎that may cause ‎the actual results, level of activity, performance or achievements of DELIC to be ‎materially different from those ‎expressed or implied by such information and statements. In addition, in ‎connection with the forward-looking ‎information and forward-looking statements contained in this press ‎release, DELIC has made certain ‎assumptions. Among the key factors that could cause actual ‎results to differ materially from those projected in the ‎forward-looking information and statements are the ‎following: the ability to consummate the Proposed Transaction; ‎the ability to ‎obtain requisite regulatory and securityholder approvals and the satisfaction of ‎other conditions to the ‎consummation of the Proposed Transaction on the proposed terms and schedule; the ability to ‎satisfy the ‎conditions to the conversion of the Subscription ‎‎Receipts (as defined in the Previous Press Release); the potential impact of the announcement or consummation of the Proposed Transaction on ‎relationships, ‎including with regulatory bodies, employees, suppliers, customers and competitors; ‎changes in general economic, ‎business and political conditions, including changes in the financial ‎markets; changes in applicable laws; compliance ‎with extensive government regulation; and the diversion ‎of management time on the Proposed Transaction.‎

Should one or more of these risks, uncertainties or other factors materialize, or should assumptions ‎underlying the ‎forward-looking information or statements prove incorrect, actual results may vary ‎materially from those described ‎herein as intended, planned, anticipated, believed, estimated or ‎expected.‎

Although DELIC believes that the assumptions and factors used in preparing, and the expectations ‎contained ‎in, the forward-looking information and statements are reasonable, undue reliance should not ‎be placed on such ‎information and statements, and no assurance or guarantee can be given that such ‎forward-looking information and ‎statements will prove to be accurate, as actual results and future events ‎could differ materially from those anticipated ‎in such information and statements. The forward-looking ‎information and forward-looking statements contained in this ‎press release are made as of the date of ‎this press release, and DELIC does not undertake to update any ‎forward-looking information ‎and/or forward-looking statements that are contained or referenced herein, except in ‎accordance with ‎applicable securities laws. All subsequent written and oral forward- looking information and ‎statements ‎attributable to DELIC or persons acting on its behalf is expressly qualified in its entirety by this ‎‎notice.‎

SOURCE Delic Holdings Inc.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

Network Partners

Follow Us on Social Media

LinkedIn

About CFN Media Group

CFN Enterprises Inc. (OTCQB: CNFN) owns and operates CFN Media Group, the premier agency and financial media network reaching executives, entrepreneurs and consumers worldwide. Through its proprietary content creation, video library, and distribution via www.CannabisFN.com, CFN has built an extensive database of cannabis interest, assisting many of the world’s largest cannabis firms and CBD brands to build awareness and thrive. For more information, please visit www.cfnenterprisesinc.com.

Disclaimer: Matters discussed on this website contain forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. CFN Media Group, which owns CannabisFN, is not registered with any financial or securities regulatory authority and does not provide nor claims to provide investment advice or recommendations to readers of this release. CFN Media Group, which owns CannabisFN, may from time-to-time have a position in the securities mentioned herein and will increase or decrease such positions without notice. The Information contains forward-looking statements, i.e. statements or discussions that constitute predictions, expectations, beliefs, plans, estimates, or projections as indicated by such words as "expects", "will", "anticipates", and "estimates"; therefore, you should proceed with extreme caution in relying upon such statements and conduct a full investigation of the Information and the Profiled Issuer as well as any such forward-looking statements. Any forward looking statements we make in the Information are limited to the time period in which they are made, and we do not undertake to update forward looking statements that may change at any time; The Information is presented only as a brief "snapshot" of the Profiled Issuer and should only be used, at most, and if at all, as a starting point for you to conduct a thorough investigation of the Profiled Issuer and its securities and to consult your financial, legal or other adviser(s) and avail yourself of the filings and information that may be accessed at www.sec.gov, www.pinksheets.com, www.otcmarkets.com or other electronic sources, including: (a) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D); (b) reviewing Information and Disclosure Statements and unaudited financial reports filed with the Pink Sheets or www.otcmarkets.com; (c) obtaining and reviewing publicly available information contained in commonlyknown search engines such as Google; and (d) consulting investment guides at www.sec.gov and www.finra.com. You should always be cognizant that the Profiled Issuers may not be current in their reporting obligations with the SEC and OTCMarkets and/or have negative signs at www.otcmarkets.com (See section below titled "Risks Related to the Profiled Issuers, which provides additional information pertaining thereto). For making specific investment decisions, readers should seek their own advice and that of their own professional advisers. CFN Media Group, which owns CannabisFN, may be compensated for its Services in the form of cash-based and/or equity-based compensation in the companies it writes about, or a combination of the two. For full disclosure, please visit: https://www.cannabisfn.com/legal-disclaimer/. A short time after we acquire the securities of the foregoing company, we may publish the (favorable) information about the issuer referenced above advising others, including you, to purchase; and while doing so, we may sell the securities we acquired. In addition, a third-party shareholder compensating us may sell his or her shares of the issuer while we are publishing favorable information about the issuer. Except for the historical information presented herein, matters discussed in this article contain forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. CFN Media Group, which owns CannabisFN, is not registered with any financial or securities regulatory authority, and does not provide nor claims to provide investment advice or recommendations to readers of this release. CFN Media Group, which owns CannabisFN, may from time to time have a position in the securities mentioned herein and will increase or decrease such positions without notice. For making specific investment decisions, readers should seek their own advice and that of their own professional advisers. CFN Media Group, which owns CannabisFN, may be compensated for its Services in the form of cash-based and/or equity- based compensation in the companies it writes about, or a combination of the two. For full disclosure please visit: https://www.cannabisfn.com/legal-disclaimer/.

Copyright © Accelerize Inc. · All Rights Reserved · Privacy Policy · Legal Disclaimer

loading