TIDMFFWD
FastForward Innovations Limited
01 June 2021
FastForward Innovations Ltd / AIM: FFWD / Sector: Closed End
Investments
1 June 2021
FastForward Innovations Ltd ("FastForward" or, "FFWD")
Investee Company Update: Yooma Wellness Inc. plans dual listing
on Aquis and GBP10m funding to help fund accretive acquisitions
FastForward Innovations Ltd, the AIM quoted company focusing on
making investments in fast growing and industry leading businesses,
is pleased to announce that Yooma Wellness Inc. ('Yooma'), in which
it holds a 5.1% interest, has announced its intention to seek a
dual-listing of its common shares on the Aquis Stock Exchange
Growth Market ("AQSE Growth Market") in London and, in connection
with the dual-listing, intends to complete a concurrent financing
of up to GBP10,000,000 to help fund three proposed accretive
acquisitions.
The announcement is set out below without material changes or
adjustments.
Yooma Wellness Announces Pursuit of Dual-Listing on AQSE Growth
Market in the UK and Concurrent Financing to Fund Three Accretive
Acquisitions
Completion of reverse takeover transaction and acquisitions in
Europe and the United States in the first quarter of 2021 set the
stage for future growth, as Yooma announces it is pursuing a
dual-listing on the AQSE Growth Market (UK), with a concurrent
financing of up to GBP10,000,000 to fund three accretive
acquisitions
TORONTO, May 31, 2021 (GLOBE NEWSWIRE) -- Yooma Wellness Inc.
("Yooma") (CSE: YOOM), a Toronto-based vertically-integrated global
wellness platform that develops and markets a portfolio of wellness
brands, today announced that it is pursuing a dual-listing of its
common shares on the Aquis Stock Exchange Growth Market ("AQSE
Growth Market") in London and, in connection with the dual-listing,
intends to complete a concurrent financing of up to GBP10,000,000
to help fund three accretive acquisitions also announced today.
"We believe that access to the London capital markets will
significantly accelerate the growth of Yooma, and the company's
plan to build a global wellness platform," commented Lorne Abony,
Chairman of Yooma. "We have signed letters of intent with three
strategic targets. In addition to strong revenue contribution, we
have identified meaningful efficiency opportunities through
vertical integration, and sales opportunities across the company's
various platforms."
Dual-Listing, Concurrent Financing and Acquisition Pipeline
The AQSE Growth Market is a London-based multilateral trading
facility for entrepreneurial companies seeking visibility and
access to growth capital in Europe. Yooma has applied for the
listing of a portion of its common shares on the AQSE Growth Market
such that, on successful completion of the application process, its
common shares will be dual-listed on both the Canadian Securities
Exchange ("CSE") and the AQSE Growth Market.
As the first significant step in its application process, Yooma
has entered into a corporate adviser agreement with Peterhouse
Capital Limited ("Peterhouse"), appointing Peterhouse to be the
company's corporate adviser in connection with the listing on the
AQSE Growth Market in consideration for the payment of certain fees
and expenses.
Concurrently with the listing, Yooma intends to complete an
equity financing of up to GBP10,000,000 (the "Financing") at a
price to be determined in the context of the market. Yooma has
engaged Crystal Capital Partners LLP to provide corporate finance
and investor introduction services on behalf of the company.
The use of proceeds for the Financing will be to fund the cash
portion of the proposed acquisitions in the wellness space. The
total purchase price for the three acquisition targets is
approximately US$30 million, payable in a combination of US$14.5
million cash on closing, deferred cash consideration, share
consideration and the assumption of debt.
The letters of intent for the three acquisitions are non-binding
and the acquisitions will be subject to the negotiation of
definitive agreements, the completion of satisfactory due diligence
and the satisfaction of conditions precedent. There can be no
assurance at this time that the acquisitions will be completed, or
that they will be completed on the terms outlined above. As such,
trading in Yooma securities in anticipation of these acquisitions
should be considered highly speculative.
Interim Financial Statements
Yooma also announced today that it has filed its interim
financial statements (the "Financial Statements") for the
three-month period ended March 31, 2021 (the "Reporting Period").
For a summary of Yooma's financial highlights during the Reporting
Period, see below, as well as the more detailed information
contained in the Financial Statements and related management
discussion and analysis which are available on Yooma's SEDAR page
at www.sedar.com .
Yooma's financial results during the Reporting Period were
driven primarily by the completion of its reverse takeover
transaction and the subsequent listing on the CSE, as well as the
acquisition of the Blossom, MYO, Hello Joya and What the Hemp
wellness brands in Europe and of Socati Corp., a US-based processor
of THC-free broad-spectrum hemp extracts and ingredients.
Operational Highlights (Q1 2021)
Yooma is in the early stages of implementing its strategic plan
to become a vertically-integrated global leader in the marketing,
distribution and sale of wellness products, including hemp seed oil
and hemp-derived cannabinoid (CBD) ingredients. During the
Reporting Period, the company's focus has been on establishing the
necessary preconditions for future growth through acquisitions and
taking steps to list the company's shares on the CSE.
Key operational highlights during the Reporting Period included
the following:
Reverse Takeover Transaction: On July 13, 2020, Yooma entered
into a binding letter of intent to complete a reverse takeover of
Globalive Technology Inc. ("GTI"), based on a relative valuation of
US$25,000,000 for Yooma and a relative valuation for GTI equal to
its cash and cash equivalents on closing (approximately
US$4,500,000, inclusive of cash and a note receivable, net of
transaction fees) plus US$500,000. The reverse takeover transaction
was completed on February 10, 2021, after the end of the Reporting
Period, and Yooma's shares began trading on the CSE on February 11,
2021.
Acquisition of Wellness Brands from EMMAC Life Science Group: On
March 11, 2021, Yooma completed a transaction to acquire the
wellness brands of EMMAC Life Sciences Group, including Blossom
(Swiss CBD skincare brand), MYO (UK nutraceutical brand focused on
sports nutrition), and Hello Joya and What the Hemp (France based
hemp-protein snack brands). Yooma issued 7,459,981 shares to EMMAC
Life Sciences Limited at a price of CAD $1.38, valuing the
transaction at US$8,106,000.
Acquisition of Socati Corp.: On March 19, 2021, Yooma completed
a transaction to acquire Socati Corp., a leading processor of
THC-free broad-spectrum hemp extracts and ingredients for use in
CBD products. In total, the consideration paid by Yooma in
connection with the Merger amounted to US$25,000,000, which was
satisfied by the issuance of 23,320,896 common shares of Yooma at a
price of CAD$1.34.
Selected Financial Highlights (Q1 2021) can be found in the
following link:
https://www.globenewswire.com/news-release/2021/05/31/2238758/0/en/Yooma-Wellness-Announces-Pursuit-of-Dual-Listing-on-AQSE-Growth-Market-in-the-UK-and-Concurrent-Financing-to-Fund-Three-Accretive-Acquisitions.html
- Ends -
About YOOMA Wellness Inc.
Through its wholly-owned subsidiary, EDA and subsidiaries based
in China, Japan and the United States, Yooma intends to leverage
the success and experience of its senior management to build
Yooma's business into one of Asia's leading cannabinoid (CBD) and
wellness products social commerce companies through the
distribution and sale of CBD beauty and skincare and other wellness
products via a strategically curated network of sales channels.
Yooma has assembled a strong international team of multicultural
industry professionals with extensive experience in digital
marketing, ecommerce and social media in the pan-Asian region with
particular depth in the Chinese ecommerce market. For more
information, please visit www.yooma.ca
Media Contact :
Yooma Corp.
Ron Wardle
Email: rwardle@yooma.ca
Notice regarding Forward Looking Statements
All information included in this press release, including any
information as to future financial or operating performance and
other statements of Yooma that express management's expectations or
estimates of future performance or activities, other than
statements of historical fact, constitute forward-looking
information or forward-looking statements (collectively,
"forward-looking statements") within the meaning of applicable
securities laws and are based on expectations, estimates and
projections as of the date hereof. Forward-looking statements are
included for the purpose of providing information about
management's current expectations and plans relating to the future.
Wherever possible, words such as "will", "intend", "believe",
"future", "go forward", "to become", "pursuit", "pursuing",
"potential", "plan" or the negative of these words or other
variations thereof, have been used to identify such forward-looking
information. Specific forward-looking statements include, without
limitation, all disclosure regarding future results of operations,
economic conditions and anticipated courses of action, including
statements about Yooma's mission and strategic plan; its
application to list a portion of its common shares on the AQSE
Growth Market; its intention to complete the Financing; any
potential acquisitions under non-binding letters of intent; and the
nature and focus of its business going forward.
There are many risks and uncertainties that may affect
forward-looking statements including, among others, regulatory risk
in each jurisdiction in which Yooma does or intends to operate; the
uncertainties, effects of and responses to the COVID-19 pandemic;
reliance on licenses; competition; dependence on senior management
and key personnel; general business risk and liability; regulation
of the CBD industry; changes in laws, regulations and guidelines;
compliance with laws; limited operating history; unfavourable
publicity or consumer perception; product liability, risks related
to intellectual property; product recalls; difficulties with
forecasts; management of growth; litigation; the possibility that
the company will be unable to satisfy the conditions necessary to
list its shares on the AQSE Growth Market, that its application
will be rejected or that it will determine not to complete the
listing; the possibility that the company will be unable to raise
the Financing, will determine not to pursue the Financing or will
determine to complete the Financing on different terms and in
different amounts; the potential for a breakdown in the
relationship between Yooma and its potential strategic acquisition
targets, or the inability to satisfy the conditions necessary to
complete such acquisitions or to complete them on the terms
described herein; and other matters which are beyond the control of
Yooma. Although the forward-looking statements contained herein
reflect management's current beliefs and reasonable assumptions
based upon information available to management as of the date
hereof, Yooma cannot be certain that actual results will be
consistent with such forward-looking information. Yooma cautions
you not to place undue reliance upon any such forward-looking
statements. Yooma disclaims any intention or obligation to update
or revise any forward-looking statements whether as a result of new
information, future events or otherwise, except as required by
applicable law. Nothing herein should be construed as either an
offer to sell or a solicitation to buy or sell securities of
Yooma.
For further information on the Company please visit www.fstfwd.co or contact:
Ed McDermott / Lance FastForward Innovations Email: info@fstfwd.co
de Jersey Ltd
James Biddle / Roland Beaumont Cornish Limited, Tel: +44 (0) 207 628
Cornish Nomad 3396
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Isabella Pierre / Damon Shard Capital Partners Tel: (0)207 186 9927
Heath LLP
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Isabel de Salis / Charlotte St Brides Partners Tel: +44 (0)207 236
Hollinshead Ltd, 1177
Financial PR
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Notes
FastForward Innovations is an AIM quoted investment company
focused primarily on disruptive high growth life sciences and
technology businesses particularly within the medical cannabis
arena. The Company's strategy is to identify early stage
opportunities that have an upcoming investment catalyst and grow
its portfolio in terms of value whilst limiting the number of
investee companies to a level where relevant time can be devoted to
each.
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END
NRAFFFIIETILVIL
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June 01, 2021 02:00 ET (06:00 GMT)
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