November 28, 2016 – Vancouver, BC
New Age Farm Inc. (CSE:NF) (OTC:NWGFF) (FSE:ONF) (www.newagefarminc.com) (“New Age Farm” or the “Company”) announces that it will issue certain warrants to its consultants that will allow the Company to defer payment of certain obligations, and acquire ongoing services. The Company has issued an aggregate total of 5,000,000 warrants (the “Warrants”) wherein each whole Warrant entitles the holder to acquire one Common share in the equity of the Company at a price of $0.24 per Warrant share, which Warrants will expire three years from the date of issuance. The issuance of the securities described in this news release are subject to acceptance by the Canadian Securities Exchange. All amounts quoted in this news release are in Canadian funds. Securities issued in connection with these transactions will be subject to a 4-month and one day hold period.
About New Age Farm
Through its Washington State subsidiary, New Age Farm owns two properties, one located in Sumas, WA, and the other in Oroville, WA, where it offers fully built out turnkey service operations to licensed I-502 tenant-growers who will lease the facilities for production and / or processing. With three leases already in place, operations in Washington State have begun and will expand further as the Company completes its build outs. In compliance with state regulatory requirements, New Age Farm’s facilities feature 24 hour security that enhances the safety and security of the community, our tenant-growers and their operations. All New Age Farm’s tenant-growers hold either Tier 2 or Tier 3 licenses allowing them to produce and / or process marijuana for sale at wholesale to marijuana processor licensees and to other marijuana producer licensees. A Tier 3 license allows for between ten thousand square feet and thirty thousand square feet of dedicated plant canopy while Tier 2 licensees can have up to ten thousand square feet of dedicated plant canopy. Revenue is generated on a base lease rate and the level of service that the tenant-grower requires for its production and / or its processing needs.
About the Washington I-502 Marijuana Market According to the News Tribune, in the second quarter of 2016 overall sales of marijuana products in Washington State surpassed US$200 million for the first time. Based on an analysis of records from two state agencies, they reported that the gap between liquor sales and marijuana sales is steadily closing: while hard liquor sales surpassed cannabis sales by $54.8 million in Q1, the difference between the two decreased to $37 million in Q2. In July 2016, Washington State consolidated the marijuana retail market by closing medical marijuana shops and requiring all sales to be made through I-502 licensed recreational marijuana storefronts. Following this, sales at retail marijuana shops increased by $66.6 million in the third quarter of the year, to $278.6 million. Washington voters legalized recreational marijuana in 2012. In November 2016 voters in California, Maine, Massachusetts and Nevada approved recreational marijuana. In prior election years, Colorado, Oregon and Alaska also legalized recreational marijuana. In fact, nearly 60 percent of Americans now live in a state where cannabis is legal or soon to be legal in some form.
Through its wholly-owned subsidiary, NHS Industries Ltd. (“NHS”), New Age owns a five and a half acre greenhouse facility in the lower mainland of BC with a 48,000 square foot greenhouse facility, capable of growing 2.4 million 4” potted plants annually. NHS is in the process of formulating innovative proposals for small scale agricultural facilities for exploring multiple avenues for cash flow processes. The facility is located minutes from three major Canada – USA border crossings and direct routes to the lower mainland west and to all points east and west along 16th Ave to Hwy 99 and to Hwy 1 make its location in South Langley an ideal hub. NHS intends to become a beta site for sustainable growing capabilities as well as minimizing all carbon footprints with regard to all its on-site operations. This facility will meet a growing demand in the Metro Vancouver and Fraser Valley areas to help smaller growers become more efficient, more productive, implement value added product lines, and reduce waste. At the Company’s 2016 Annual and Special General Meeting, shareholders voted to approve a spin out of NHS as a separate company and New Age Farm has set the Share Distribution Record Date at November 30, 2016. Further information is available in the Company’s meeting materials available on SEDAR.
For further information about New Age Farm, please consult the Company’s profile on SEDAR at www.sedar.com.
On Behalf of the Board Of Directors
President and Chief Executive Officer
For Further Information Contact
The Canadian Securities Exchange has neither approved nor disapproved the contents of this news release and accepts no responsibility for the adequacy or accuracy hereof.
This news release contains forward-looking statements, which relate to future events or future performance and reflect management’s current expectations and assumptions. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company. Readers are cautioned that these forward looking statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected including, but not limited to completion of planned improvements at both the Canadian and US sites on schedule and on budget, the availability of financing needed to complete the Company’s planned improvements on commercially reasonable terms, planned occupancy by the tenant-growers, commencement of operations, the ability to mitigate the risk of loss through appropriate insurance policies, and the risks presented by federal statutes that may contradict local and state legislation respecting legalized marijuana. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances save as required under applicable securities legislation. This news release does not constitute an offer to sell securities and the Company is not soliciting an offer to buy securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
This news release does not constitute an offer of securities for sale in the United States. These securities have not and will not be registered under United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to a U.S. Person unless so registered, or an exemption from registration is relied upon.