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Halo Announces the Agreement to Acquire a Dispensary Application Software Company and Concurrent Private Placement

Not for Distribution to U.S. Newswire Servicers or For Dissemination in the United States

Halo Labs Inc. ("Halo" or the "Company") (NEO: HALO, OTCQX: AGEEF, Germany: A9KN) is pleased to announce that it has entered into a definitive agreement to wholly acquire Cannalift Delivery Inc. ("Cannalift") in exchange for C$3.41M common shares of Halo at a deemed price of C$0.11 per share (the "Acquisition"). Cannalift is a software company that is developing an application to introduce a new and convenient method for obtaining cannabis products. Once functional, the application will deliver any products from local dispensaries to consumers through an intuitive application and website, subject to regulatory approvals.

Transaction Highlights

  • Provides platform for planned delivery and distribution where allowed in North America
  • May be initially leveraged in Saskatchewan and Manitoba as home deliveries are permitted as well as in California where Halo operates
  • Acquisition paid fully in shares to preserve Halo’s cash position
  • Concurrent private placement of C$700,000 at C$0.11 per share ("Concurrent Financing")

Cannalift is a delivery application and web based platform that once developed will provide consumers with a convenient method of obtaining cannabis products from their local dispensaries. Subject to local regulations in Canada where Halo will operate, the application will enable customers to electronically interact with dispensaries, thereby reducing wait times and improving customer experience. The application is being designed to be used on a smart phone or tablet.

Cannalift will solely be a delivery platform, not carrying any cannabis supply but rather mediating between consumers and dispensaries. The platform also offers up-to-date supply inventory from partnering dispensaries, allowing consumers an intuitive way to navigate finding the product they want. Cannalift’s buildout is ahead of schedule and is projected to be completed with initial sales and partnerships by the end of Q2 2020.

Katharyn Field, President of Halo, comments, "Adding Cannalift to Halo’s portfolio is a promising step in building our operations in North America. With ongoing supply constraints in North America and the lack of delivery options, being an early operator in a demanding space for direct to consumer delivery will put Halo ahead of the competition. With the recently announced planned acquisitions of the KushBar Brand, the NOHO dispensary and intended acquisitions of future retail cannabis locations, Halo will be in a position to deliver high quality cannabis products to consumers both in store and at home, subject to regulatory approvals and local laws."

The acquisition is expected to be completed through a three-cornered amalgamation whereby Halo will acquire 100% of Cannalift Delivery Inc.’s outstanding common shares from its shareholders in exchange for 31,000,000 of common shares of Halo at C$0.11 per share. The Agreement requires the existing developers to work with the Company to develop the application and provide for a smooth transition. The common shares issued by Halo in conjunction with the Acquisition will be subject to a pooling agreement with volume restrictions.

Concurrent Non-Brokered Private Placement

As a closing condition, the Cannalift vendor is helping Halo secure a non-brokered private placement of up to C$700,000 (the "Concurrent Financing"). The Concurrent Financing will offer the investors Halo common shares at C$0.11 per share. Any securities issued in connection with this financing will be subject to a four month and one day statutory hold period pursuant to applicable securities laws as well as volume restrictions. The proceeds from this offering will be used for general working capital purposes.

Both the Acquisition and Concurrent Financing are expected to close on or before March 10, 2020 and are subject to the satisfaction or waiver of customary conditions, including the receipt of all applicable regulatory and stock exchange approvals. In connection with the Acquisition, Halo will also issue an aggregate of 2,480,000 shares as a finders fee to an arm’s-length consultant of the Company.

About Halo

Halo is a leading cannabis cultivation, manufacturing, and distribution company that grows and extracts and processes quality cannabis flower, oils, and concentrates and has sold over 5 million grams of oils and concentrates since inception. Additionally, Halo has continued to evolve its business through delivering value with its products and now via verticalization in key markets in the United States and Africa with planned expansion into European and Canadian markets. With a consumer-centric focus, Halo markets innovative, branded, and private label products across multiple product categories.

Recently, the Company entered into binding agreements to acquire a dispensary in Los Angeles, 3 KushBar branded dispensaries, 5 development permits in Alberta Canada, and Canmart Limited which holds wholesale distribution and special licenses allowing the import and distribution of cannabis based products for medicinal use (CBPM’s) in the United Kingdom. Halo is led by a strong, diverse management team with deep industry knowledge and blue-chip experience. The Company is currently operating in the United States in California, Oregon, and Nevada while having an international presence in Lesotho within a planned 205-hectare cultivation zone via Bophelo as well as planned importation and distribution in the United Kingdom via Canmart.

For further information regarding Halo, see Halo’s disclosure documents on SEDAR at www.sedar.com.

Cautionary Note Regarding Forward-Looking Information and Statements

This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only Halo’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Halo’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information and forward-looking statements contained herein may include, but is not limited to, statements regarding the acquisition of Cannalift Delivery Inc. and the concurrent private placement.

By identifying such information and statements in this manner, Halo is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from those expressed or implied by such information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this press release, Halo has made certain assumptions. Although Halo believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and Halo does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to Halo or persons acting on its behalf is expressly qualified in its entirety by this notice.

View source version on businesswire.com: https://www.businesswire.com/news/home/20200304005440/en/

Contacts

Halo Labs
Investor Relations
info@halocanna.com