EATS COMPLETES ACQUISITION OF MYLK BRANDS INC.

Rhea-AI Summary

Eat & Beyond Global Holdings Inc. (EATS) has completed its acquisition of Mylk Brands Inc., following shareholder approval on March 8, 2022, and Supreme Court consent on March 11, 2022. The acquisition involved the exchange of Mylk's shares for EATS shares, calculated at an Exchange Ratio based on an $11.5 million valuation and a deemed price of $0.52 per share. Consequently, EATS issued 22,115,310 shares to former Mylk shareholders, gaining full ownership of Mylk, known for its Banana Wave beverage brand.

Positive

• Acquisition enhances EATS's product portfolio in the alternative food sector.
• Strategic control over Mylk's innovative beverage offerings may lead to revenue growth.

Negative

• The transaction involved issuing a significant number of shares, which could lead to shareholder dilution.

VANCOUVER, BC, April 1, 2022 /PRNewswire/ - Eat & Beyond Global Holdings Inc. ("EATS" or the "Company") (CSE: EATS) (OTCPK: EATBF) (FSE: 988) is pleased to announce the completion today of the arrangement previously announced on January 24, 2022 (the "Arrangement") under the Business Corporations Act (British Columbia) (the "BCBCA"), pursuant to which EATS acquired all of the issued and outstanding common shares of Mylk Brands Inc. ("Mylk").  The Arrangement was overwhelmingly approved by the shareholders of Mylk (the "Mylk Shareholders") in accordance with the requirements of the BCBCA at a special meeting of the Mylk Shareholders held on March 8, 2022 (the "Mylk Meeting"), and was subsequently approved by the Supreme Court of British Columbia on March 11, 2022. 

Transaction Details

Pursuant to the terms of the Arrangement, each common share in the capital of Mylk (a "Mylk Share") has been exchanged for common shares in the capital of EATS (an "EATS Share"), being the number of EATS Shares equal to the quotient of (i) $11,500,000 divided by the deemed price of $0.52 per Common Share, divided by (ii) the number of Mylk Shares outstanding immediately prior to closing of the Arrangement (the "Exchange Ratio"). In completing the acquisition, EATS has issued 22,115,310 EATS Shares to former Mylk Shareholders. Following completion of the Arrangement, EATS has beneficial ownership and control over 100% of the issued and outstanding Mylk Shares.

A direct registration statements ("DRS Statement") representing the EATS Shares each former holder of Mylk Shares is entitled to received under the Arrangement will be delivered by Olympia Trust Company, the transfer agent of the Company, to the address of such holder as shown on the register of Mylk Shares.

About Mylk

Mylk, a British Columbia corporation, is the sole shareholder of Fresh Start Beverage Company d/b/a Banana Wave. Banana Wave is based in Boca Raton, Florida.  Banana Wave's beverages are made from fiber-rich oats and real bananas. They are available in five different flavors: original, unsweetened original, mango, chocolate, and strawberry. All varieties are dairy-free, gluten-free, soy-free, and non-GMO with 65 to 90 calories, and contain Vitamin B2, Vitamin B12. Vitamin C and Vitamin E.

About EATS

EATS is an investment issuer that makes it easy to invest in the future of food. EATS identifies and makes equity investments in global companies that are developing and commercializing innovative food tech as well as plant-based and alternative food products. Led by a team of food industry experts, EATS is the first issuer of its kind in Canada, providing retail investors with the unique opportunity to participate in the growth of a broad cross-section of opportunities in the alternative food sector, and access companies that are leading the charge toward a smarter, more secure food supply.

Learn more: https://eatbeyondglobal.com/

Find Eat Beyond on Social Media on LinkedIn, Instagram, Twitter and Facebook.

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release.

The Canadian Securities Exchange has not in any way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

The securities to be issued in connection with the Transaction have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "1933 Act"), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.

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SOURCE Eat Beyond Global Holdings Inc.

FAQ

What did Eat & Beyond acquire?

Eat & Beyond acquired Mylk Brands Inc., enhancing its portfolio in the alternative food sector.

When was the acquisition of Mylk Brands completed?

The acquisition was completed on April 1, 2022.

How many shares did EATS issue in the acquisition?

EATS issued 22,115,310 shares to former Mylk shareholders.

What was the valuation of Mylk Brands in the acquisition?

Mylk Brands was valued at $11.5 million in the acquisition.

What products does Mylk Brands offer?

Mylk Brands offers Banana Wave beverages made from oats and bananas, available in multiple flavors.