Here is your catalyst. Ground floor opportunity to buy.
Item 1.01 Entry into a Material Definitive Agreement.
On September 17, 2013, 22nd Century Group, Inc. (the "Company") entered into a Membership Interest Purchase Agreement (the "Purchase Agreement") to purchase all of the issued and outstanding membership interests of NASCO Products, LLC, a North Carolina limited liability company ("NASCO") (the "Transaction"). NASCO is a federally licensed tobacco product manufacturer and a participating member of the Tobacco Master Settlement Agreement known as the MSA, an agreement among 46 U.S. states and the tobacco industry administered by the National Association of Attorneys General (NAAG).
The initial purchase price for the Transaction is One Million Dollars ($1,000,000) (the "Purchase Price"), subject to potential closing date adjustments for any unpaid liabilities of NASCO. The Purchase Price will be paid as follows: (i) a cash payment of Two Hundred Thousand Dollars ($200,000) and
(ii) the issuance of Eight Hundred Thousand Dollars ($800,000) in value of unregistered shares of common stock of the Company based on the average of the five (5) day closing price of the Company's common shares on the OTCQB for the five (5) trading days immediately preceding the closing date. In no event shall the number of common shares issued by the Company be less than 640,000 or greater than 1,066,667.
The Purchase Agreement contains customary representations, warranties, covenants and indemnities. Consummation of the Transaction is subject to various conditions, including receipt of material third party consents and approvals and other customary closing conditions, including required consents and authorizations from NAAG. The Purchase Agreement contains termination rights, including a right for the Company to terminate the Purchase Agreement if the closing shall not have occurred on or before January 31, 2014. The Purchase Agreement also contemplates that the Company will enter into a management agreement and a sales agreement at closin
ASM was conducted this weekend. Lots of positivity was displayed by management. When shareholders asked about the pending "worldwide agreement", the management team kept telling them to "refer back to the June 10th news release", which suggests everything is right on schedule. Of course no breaking news is legally allowed to be released at a shareholder meeting (unfair advantage for the attendants), but most people expect news soon.
Just started following the company and bought some shares. does anyone know if their low-nic cigarettes taste the same as regular cigs ( full bodied, etc .) i don't know how to describe it, since I haven't been a smoker. Is 5.5 million units equal to 5.5 million cigs ( or is it cartons ). also, does the company have the cash to pay for its acquisition or is a new offering required. TIA
5.5 million units is equal to 275,000 packs. XXII paid $200,000 and $800K in stock for all the rights, interests, and manufacturing facilities in NASCO.
This is a steal, IMO. I would've been happy having paid $1M just for the MSA. Now they have NASCO's facilities and a veteran management team (former RJReynolds CEO & MPD) to boot.
University trials in collab. with Pfizer have evaluated and found XXII products to be effective in smoking cessation and quit rates (more than Nicotine Replacement Therapy and similar to Chaintix) , so we have the 1) tobacco side and the 2) technological/pharmacological side . Both avenues have dual-revenue opportunity.