VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov. 2, 2016) -
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Finore Mining Inc. ("Finore" or the "Company") (CSE:FIN)(CSE:FIN.CN)(OTC PINK:FNREF) provides additional information in relation to its news release dated October 27th, 2016 whereby the Company 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").
Kushtown USA Product Line Update (www.kushtownusa.com)
Kushtown USA LLC is a California based leading liquid edibles company that specializes in cannabis infused medicated water, sodas, hot sauces and barbecue sauces. Since 2000, Kushtown has been one of the leaders in marijuana beverages and edible products in California, with sales to over 200 medical marijuana dispensaries.
Kushtown currently markets and distributes the following Cannabis infused products:
Kushtown Sodas -- Kushtown offers 20 different varieties of medicated soda. Sodas/drinks come in varieties of carbonated and non-carbonated beverages. Flavors like Cherry Cola, lemonade, fruit punch, and lemon lime are infused with a THC tincture.
Kushtown Water -- The Kush water product is a healthy choice for a liquid edible for those who can't have sugary or carbonated drinks. Medicated water can be substituted for use of coffee, lemonade, tea, juice and soups.
Kushtown Hot Sauce -- This sauce packs a punch with heat similar to a Frank's wing sauce mixed with Tabasco and is marijuana infused. Packed with flavor and heat. Best with nachos, burritos, pizza, eggs, soups and hot wings.
Kushtown barbeque sauce -- A Smokey barbeque sauce with mild heat and infused marijuana. It works with almost anything barbeque sauces are made for. Best with burgers, ribs, chicken, steak, pizza and wings.
Kushtown holds trademark rights to the Kushtown line of products, and management plans to leverage the established Kushtown brand name in California and aims to expand the Kushtown brand into the recreational cannabis market across North America, pending the November 8, 2016 vote in California and other States to legalize recreational marijuana.
Planned Management Changes and Name Change Concurrent with Kushtown Transaction
Concurrent with the closing of the Transaction, the Company will apply to have its name changed to Kushtown USA LLC and its trading symbol in Canada changed to KSH both to better reflect the change of the Company business.
In connection with the Transaction the Company will restructure its management team with a focus towards developing Kushtown USA product lines into a national retail brand, similar to the what the Company believes to be its competitors including, Red Bull Energy, Monster Energy Drinks, and Rockstar Energy. The Company is currently in the process of identifying and engaging industry experts with demonstrated ability to build national brand names and distribution channels similar to the above-mentioned corporations in North America. The Company is identifying qualified candidates with experience in retail product brand building across North America. Management's objectives will be to build Kushtown USA product lines into a North America wide Cannabis liquid edibles brand name.
Peter Moret, founder of Kushtown USA will be an integral part of a management team moving forward. Mr. Moret is a passionate Cannabis industry entrepreneur who also has an extensive background in the music industry. Mr. Moret has worked alongside notable artist such as; Dr. Dre, Eminem, Eve and Xzibit. Mr. Moret is well connected in the California music industry and is a recognized expert in California's medicinal marijuana industry. Further management announcements will follow.
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.
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