VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov. 4, 2016) - Finore Mining Inc. ("Finore" or the "Company") (CSE:FIN)(CSE:FIN.CN)(OTC PINK:FNREF) is pleased to announce that pursuant to the terms of the letter agreement with the shareholders of Kushtown USA, the company has made a first cash payment to the shareholders of Kushtown USA LLC for $50,000 (U.S.) on November 3, 2016. In addition, the Company announces that it is identifying warehousing and distribution locations across California to operate the Kushtown bottling operation.
On October 27, 2016 Finore signed a letter agreement dated October 27, 2016 (the "Assignment Agreement") with an arm's length private British Columbia company (the "Assignor"), pursuant to which the Assignor has assigned to the Company the rights and obligations of a letter agreement dated October 25, 2016 (the "Letter Agreement") between the Assignor and Kushtown USA, LLC ("Kushtown") a private California limited liability company. Pursuant to the terms of the Letter Agreement, the Company will acquire all of the issued and outstanding securities of Kushtown (the "Transaction").
Pursuant to the terms of the Letter Agreement, the Company was required to, within 14 days of signing of the Letter Agreement, pay the shareholders of Kushtown aggregate cash consideration of US$50,000. Finore has conducted its due diligence on the transaction and has made the required USD$50,000 payment earlier than required. Finore is working aggressively to finalize all documentation required to complete the transaction with Kushtown and plans to file all required documentation with the Canadian Securities Exchange in the coming weeks.
The Company also reports that the company has entered into a consulting agreement with 420 Real Property to help Kushtown identify and acquire a warehouse and distribution center to expand the operation of the Kushtown business in a more robust way.
About 420 Real Properties
420 Real Property is a fully licensed real estate consulting company that specializes in cannabis friendly properties for lease and purchase. 420 Real Property has specific expertise in the state of California. 420 Real Property Founder and President Paul K. Thompson (a licensed California Real Estate Broker) has many years of experience in helping clients related to the cannabis industry.
Kushtown Senior Executive Search
The Company's current Board of Directors are in receipt of expressions of interest for senior executive positions for Kushtown from highly qualified applicants. In addition, Finore is in talks with several large, reputable global executive search firms with the aim of identifying and hiring a highly qualified retail branding executive for the Kushtown business.
Pursuant to the terms of the Letter Agreement, the Company will make certain cash payments and advances and issue to Kushtown shareholders an aggregate of 8,440,845 common shares in the capital of the Company (the "Payment Shares") at a deemed price of CDN$0.15 per Payment Share for total share consideration of CDN$1,266,126.75 (US$950,000). The Payment Shares will be subject to escrow conditions and/or resale restrictions as required by applicable securities laws and the policies of the Canadian Securities Exchange (the "CSE"). Pursuant to the terms of the Assignment Agreement, the Company will, upon closing of the Transaction, issue 2,500,000 common shares to the Assignor at a deemed price of CDN$0.15 per share and shall grant the Assignor a 2% net profits interest royalty on all Kushtown branded products sold by the Company.
The Transaction remains subject to certain closing conditions, including, completion of due diligence, the negotiation and signing of a definitive agreement and obtaining all necessary approvals, including, approval of the respective boards, the approval of the CSE, and if applicable, shareholders of the Company. There can be no guarantees that the Transaction will be completed as proposed or at all.
None of the Payment Shares to be issued pursuant to the Transaction have been or will be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any Payment Shares issued pursuant to the Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Rule 506(b) of Regulation D and/or Section 4(a)(2) of the U.S. Securities Act and applicable exemptions under state securities laws. In addition, the Payment Shares to be issued pursuant to the Transaction under an exemption from the registration requirements of the U.S. Securities Act will be "restricted securities" as defined under Rule 144(a)(3) of the U.S. Securities Act and will contain the appropriate restrictive legend as required under the U.S. Securities Act.
The CSE does not accept responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding "Forward-Looking" Information
The forward-looking information contained in this press release is made as of the date of this press release and, except as required by applicable law, the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking information, whether as a result of new information, future events or otherwise, except as may be required by law. By its very nature, such forward-looking information requires the Company to make assumptions that may not materialize or that may not be accurate. This forward-looking information is subject to known and unknown risks and uncertainties and other factors, which may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by such information.