FOUNTAIN VALLEY, Calif., Sept. 02, 2021 (GLOBE NEWSWIRE) -- Fresh Farms E-Liquid, LLC (“Fresh Farms”), a leader in the cannabis, e-liquid and vape industries, today announced that it has signed a letter of intent to merge with publicly-traded LFTD Partners Inc., formerly known as a Acquired Sales Corp. (OTCQB: AQSP) (www.LFTDPartners.com).
The letter of intent contemplates an aggregate merger consideration payable by AQSP to the owners of Fresh Farms consisting of $14,166,666 in cash, plus 7,083,334 shares of AQSP's unregistered common stock valued at $31,450,003 based upon the $4.44 closing price per share of AQSP common stock on September 1, 2021, for an aggregate merger consideration of $45,616,669.
Pursuant to the terms of the letter of intent, AQSP’s planned acquisition of Fresh Farms is subject to a number of conditions, including but not limited to completion of an acceptable due diligence investigation and audit of Fresh Farms, completion of a capital raise of at least $50 million by AQSP, execution of definitive acquisition documents, receipt of a tax opinion on the Fresh Farms merger, obtaining all necessary approvals, and the completion of all necessary securities filings. The acquisition will not close unless all of these conditions are met, which cannot be guaranteed to occur.
Co-founded in 2018 by Anthony J. Devincentis, Jakob M. Audino, Forrest F. Town and John Z. Petti, Fresh Farms was born out of a desire to make premium products available to every person looking for alternatives to traditional tobacco. Based in sunny Southern California, Fresh Farms’ portfolio includes Premarket Tobacco Application (“PMTA”)-submitted e-liquid brands Fresh Farms and Fruitia, JUS tobacco-free nicotine vapor products, and premium delta-8-THC and delta-10-THC brand HAPPI. Fresh Farms’ products are available for sale throughout the USA, around the world, and online at www.FreshFarmsEliquid.com. Fresh Farms also owns 80% of CBD and CBN product manufacturer Lift Brands North America LLC (www.LiftCBD.com).
If the transaction closes, Fresh Farms will operate as a wholly owned subsidiary of LFTD Partners Inc. Anthony J. Devincentis, Jakob M. Audino, Forrest F. Town and John Z. Petti, co-founders and co-owners of Fresh Farms, will continue to serve as the CEO, Sales Manager, Director of Sales, and as a member of the Board of Directors of Fresh Farms and as a consultant to Fresh Farms, respectively, under multi-year employment agreements, and Anthony J. Devincentis will join AQSP’s internal executive steering committee.
CEO and Co-Founder Anthony J. Devincentis commented, “From Day 1, the Fresh Farms team has worked tirelessly to achieve our goals, and that effort continues to bear fruit. So far this year, subject to audit, Fresh Farms has already doubled its 2020 sales revenue – up from $8 million in 2020 to over $17 million year-to-date in 2021, including approximately $3.4 million in August alone. And, Fresh Farms’ unaudited year-to-date 2021 pre-tax profit is approximately $7 million. The idea of combining our talents and strong numbers with Lifted’s and Savage’s, in a public company, is exciting. We couldn’t be more excited about partnering with LFTD Partners Inc., Lifted Made and Savage Enterprises. As a company we have always striven for excellence, and our continued reinvestment in the best products and people on our team is paying dividends. From the beginning, we looked at areas in markets that we could elevate through our quality, our brand, our partnerships and our openness to new ideas. This strategy has allowed us to stay at the forefront of the innovations taking place and move on them decisively with a keen understanding of where the market is heading. Our partnership with LFTD Partners Inc., Lifted Made and Savage Enterprises could not be happening at a better time as we at Fresh Farms have positioned ourselves as a true industry leader. LFTD Partners Inc. shares our vision and we could not be more excited to work with Chris Wheeler, Matt Winters, Nick Warrender and the Jacobs to shape the cannabis, e-liquid and vape industries in the years to come.”
LFTD Partners Inc. is determined to acquire the best brands in the hemp-derived products, e-liquid, vape, kratom and kava spaces. LFTD Partners Inc.’s wholly owned subsidiary is award-winning hemp-derived products company Lifted Made (www.LiftedMade.com). In June 2021, LFTD Partners Inc. signed a letter of intent to acquire Savage Enterprises (www.SavageEnterprises.com) and related entities, including its award-winning cannabis brand DeltaFX (www.DeltaEffex.com), the closing of which is subject to a number of contingencies.
Christopher G. Wheeler, co-founder, co-owner and CEO of Savage, stated, “It’s beautiful to see how far the Fresh Farms guys have come over the last few years. Their growth is incredible, their chemistry is just like ours, and we believe that once the mergers close, Lifted, Savage and Fresh Farms will be an unstoppable combination.”
Matt Winters, co-founder, co-owner, and President and CFO of Savage, stated, “It is fascinating how Lifted, Savage and Fresh Farms are all gravitating toward partnering with industry competitors who share the same focus on innovation, product quality, customer satisfaction, rapid growth and genuine profitability. I look forward to finding out who will become our next partner!”
About Fresh Farms E-Liquid, LLC
Born out of a desire to make premium products available to every person looking for alternatives to traditional tobacco, Fresh Farms leads by example. Based in sunny Southern California, its portfolio includes the premium vapor products Fresh Farms and Fruitia, JUS tobacco-free nicotine vapor products, and HAPPI premium delta-8-THC and delta-10-THC products. Fresh Farms also owns 80% of CBD and CBN product manufacturer Lift Brands North America LLC. Products are available in all 50 states and around the world. Life is an adventure. Enjoy the journey. More information is available at www.FreshFarmsELiquid.com and www.LiftCBD.com.
About LFTD Partners Inc., Formerly Known as Acquired Sales Corp.
LFTD Partners Inc., formerly known as Acquired Sales Corp. (OTCQB ticker symbol AQSP) is focused upon acquiring rapidly growing companies that manufacture and sell branded products containing hemp-derived cannabinoids (e.g. delta-8-THC, delta-9-THC, delta-10-THC, THCV, THCO, CBDA, CBC, CBG, CBN, CBD), e-liquid, disposable nicotine vapes, kratom and kava products. In February 2020, AQSP acquired 100% of Warrender Enterprise Inc. d/b/a Lifted Made (formerly d/b/a Lifted Liquids) (www.LiftedMade.com), now located in Kenosha, Wisconsin. Lifted Made has a 50% membership interest in SmplyLifted LLC, which sells tobacco-free nicotine pouches under the brand name FR3SH (www.GETFR3SH.com). AQSP also owns 4.99% of CBD-infused beverage and products maker Ablis Holding Company (www.AblisBev.com), and of craft distillers Bendistillery Inc. d/b/a Crater Lake Spirits (www.CraterLakeSpirits.com) and Bend Spirits, Inc. (www.Bendistillery.com), all located in Bend, Oregon. AQSP has also signed a letter of intent to acquire Savage Enterprises, owner of award-winning hemp-derived products brand DeltaFX (www.DeltaEffex.com) and CBD brand Savage CBD (www.SavageCBD.com), and to enter the California marijuana industry by purchasing Premier Greens LLC and MKRC Holdings, LLC, the closing of which transactions are subject to a number of contingencies. Please read AQSP's filings with the U.S. Securities and Exchange Commission which fully describe its business and the Risk Factors associated therewith. Learn more by subscribing to AQSP’s newsletters at www.LiftedMade.com and www.LFTDPartners.com.
Cautionary Note Regarding Forward-Looking Statements Certain statements in this document are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such information includes the growth and profitability strategies, and future products and plans of Fresh Farms E-Liquid, LLC, Savage Enterprises, Lifted Made and LFTD Partners Inc. (formerly known as Acquired Sales Corp.), and related entities. Such forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors which may cause or contribute to the actual results of these companies’ operations or the performance or achievements of these companies differing materially from those expressed or implied by the forward-looking statements. These companies undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. Actual results, performance or achievements could differ materially from those anticipated in such forward-looking statements as a result of certain other factors, including the risk factors set forth in LFTD Partners Inc.’s filings with the U.S. Securities and Exchange Commission.
Fresh Farms E-Liquid, LLC
Attn: Patrick Taylor, CMO