Liht Cannabis Corp. (CSE: LIHT) (OTCQX: LIHTF) (“Liht” or the “Company“), a Nevada licensed cannabis cultivator and producer is pleased to announce that on April 18, 2019, it has entered into a Share Exchange Agreement (the “Agreement“) with Buds For You Inc. (“Buds For You“), – a late-stage cannabis cultivation, processing, and sales license applicant under the Cannabis Act, – to acquire all of its issued and outstanding shares. The Company will attach to and replace the existing property under the license application with its property located in Chase, British Columbia (the “Chase Property”). Health Canada has confirmed approval of the transfer of the license application, consisting of a cultivation, processing, and sales license (collectively, the “License“), to the Chase Property.

The Chase Property is 120 acres in size and will allow for a total of 486,000 ft² footprint after all projected expansions are completed. As announced by the Company on February 6, 2019, the project will be funded and jointly developed with 1186626 B.C. Ltd. with an approximate cost to lock-up stage of C$81,600,000. 1186626 B.C. Ltd. holds the title to the Chase Property and has committed towards the joint venture. All required surveys of the Chase Property have been completed and ground-breaking for the initial 30,000 ft²  building is planned for May 2019. The Chase Property site offers many advantages for a large-scale cannabis cultivation operation, including access to labour from the surrounding area and future distribution due to its close proximity to Highway 1, the main route of the Trans-Canada Highway through British Columbia. Additionally, the site has multiple naturally-occurring springs, which is anticipated to provide an abundance of water for cultivation operations. Using the Company’s state-of-the-art, proprietary cultivation technology, combined with organic growing methods, the Chase Property intends to target a standard of quality for its products far above the current organic curriculum for cannabis consumer consumption.

Rahim Mohamed, CEO of Liht, commented, “The addition of a second Health Canada cultivation license application further validates Liht’s strategy to become a premier, large-scale cannabis producer for the North American cannabis market. In conjunction with our Las Vegas production facilities, which supply the Nevada market, and our Celista location in British Columbia, we anticipate that this third cultivation location will provide Liht with the capacity to supply organic cannabis to consumers across British Columbia and throughout Canada.”

Pursuant to the Share Exchange Agreement (the “Agreement”), the Company has issued 250,000 common shares of the Company’s at a deemed price of C$0.22 per common share to the sole shareholder of Buds For You (the “Shareholder“). Additionally, a non-refundable cash deposit of C$250,000 (the “Deposit“) has been advanced to the Shareholder. Upon closing of the Agreement, Liht will acquire all of the issued and outstanding shares of Buds For You in exchange for an additional C$750,000 cash payment (the “Purchase Price“) and a 5% perpetual gross royalty (the “Royalty“) on all sales and other income from cannabis derived by the Company or Buds For You from the Chase Property location where the License is assigned to, but excluding all refunds, credits and discounts made in good faith, including taxes or equivalent losses which are collected by the Company or Buds For You, and on behalf, of any governmental body. The closing of the Agreement is contingent on certain conditions being met by the Shareholder, including Health Canada granting the License under the Cannabis Act.

In connection with the Agreement, the Company has entered into a Finders’ Fee Agreement (the “Finders’ Fee“), whereby certain eligible finders will receive upon closing of the Agreement, a payment as per TSX Venture Policy 5.1 Section 3.3. The Finders’ Fee will be calculated on the gross consideration payable under the Agreement of C$1,055,000, including the 250,000 common shares issued pursuant to the Agreement and the specified Deposit and Purchase Price but excluding the Royalty. Consideration payable in respect of the Finders’ Fee will consist of common shares in the capital of the Company at a deemed price equal to the closing price of the Company’s common shares on the Canadian Securities Exchange (“CSE“) on the date of execution of the Agreement.

All shares to be issued pursuant to the Agreement and Finder’s Fee will be subject to resale and transfer restrictions as prescribed by applicable securities laws and will not be registered under any securities legislation in the United States, including the United States Securities Act of 1933, as amended.

SOURCE Liht Cannabis Corporation