NOHO to Engage in Asset Purchase Agreement with Sibannac, Inc. for Sale of NOHO's Intellectual Property and Formulations
Phoenix, Arizona--(Newsfile Corp. - June 29, 2020) - NOHO, Inc. (OTC Pink: DRNK), a Wyoming corporation ("NOHO") (the "Company"), announced the following:
NOHO, Inc. will be entering into an Asset Purchase Agreement for the sale of its intellectual property to Sibannac, Inc., a Nevada corporation (OTC Pink: SNNC).
The Boards of Directors of both firms are finalizing the assets to be conveyed and the terms of the sale. Notably, Sibannac intends to use the NOHO brand and its viable social media platforms and followers to launch new formulations and delivery methods of hangover products in combination with CBD (Cannabidiol). The products will be manufactured and distributed from Sibannac's new facility in Scottsdale, Arizona.
The proposed transactions will be structured in the following steps. First, Sibannac will create a privately held specific purpose acquisition company to be funded by newly registered Sibannac securities, consisting of units of common stock and warrants. The companies will then enter into an asset purchase agreement using the newly issued securities as consideration to NOHO. NOHO will then enter into a share exchange or buyback agreement, effecting the exchange of Sibannac securities for NOHO stock held by NOHO shareholders.
The transaction as contemplated will result in the exchange of free trading NOHO shares for free trading Sibannac shares. The exchange rate and share price is being negotiated at this time. The transaction is subject to accounting and audit review as well as regulatory approval.
David Mersky, NOHO's CEO, said of the acquisition, "We believe we have a transaction envisioned that will result in significant value to our shareholders. Anyone who has followed NOHO from its prior management understands the structural and financial challenges we have faced in turning the company around. This deal presents the best opportunity to deliver shareholder equity and allow the NOHO brand to flourish under Sibannac's leadership team. Sibannac not only has a beneficial, lean share structure in place, but also an excellent management team and the facilities to develop the NOHO brand."
The parties intend to complete the transaction in the Fall of 2020. NOHO shareholders will be advised within sixty (60) days of the closing of the effective date for the shareholders of record to participate in the exchange.
Cautionary Note Regarding Forward-Looking Statements.
This press release contains statements that constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements appear in a number of places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of the Noho, Inc. (the "Company"), its directors or its officers with respect to, among other things: (i) financing plans; (ii) trends affecting its financial condition or results of operations; (iii) growth strategy and operating strategy. The words "may," "would," "will," "expect," "estimate," "can," "believe," "potential" and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the Company's ability to control, and actual results may differ materially from those projected in the forward looking statements as a result of various factors. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors, which are, in some cases, beyond the Company's control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. The Company assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. Important factors that could cause actual results to differ materially from the company's expectations include, but are not limited to, those factors that are disclosed under the heading "Risk Factors" and elsewhere in documents filed by the company from time to time with the United States Securities and Exchange Commission and other regulatory authorities.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/58693