Namaste Announces Agreement with Lifted Innovations

Rhea-AI Summary

Namaste Technologies has entered a strategic agreement with Lifted Innovations, a B2C e-commerce company in the cannabis accessory market. In exchange for Lifted's common shares, Namaste receives a 3.3% stake in Lifted's successor, PeakBirch Logic. The collaboration focuses on mutual benefits in the U.S. market and ancillary businesses over the next 24 months. This agreement follows Lifted's recent acquisition by Kootenay Zinc Corp. and reflects Namaste's ongoing efforts to expand its presence in the cannabis sector.

Positive

• Namaste receives a 3.3% shareholding in PeakBirch, enhancing its investment portfolio.
• The agreement promotes collaboration for business development in the U.S. market.

Negative

• Shares received from Lifted are subject to a 4-month hold period and sales restrictions.

TORONTO, Sept. 10, 2020 /PRNewswire/ - Namaste Technologies Inc. ("Namaste" or the "Company") (TSXV: N) (FRANKFURT: M5BQ) (OTCMKTS: NXTTF), a leading online platform for cannabis products, accessories, and responsible education, today announced an agreement (the "Agreement") with Lifted Innovations Inc. ("Lifted"), a private B2C e-commerce company selling cannabis-related accessories and ancillary products in the United States and Canada. In connection with the Agreement and Namaste's strategic partner status, Lifted issued 3,065,000 common shares ("Lifted Shares") to Namaste, constituting, at the time of issuance, an undiluted 5% shareholding.

As further described in a press release dated July 27, 2020, Lifted had announced that Kootenay Zinc Corp. (CSE: ZNK) ("Kootenay") had formally commenced an offer (the "Offer"), supported by the Board of Directors of Lifted, to acquire all of the issued and outstanding shares of Lifted thereby entitling Lifted shareholders to receive one common share of the resulting issuer, PeakBirch Logic Inc. ("PeakBirch"), for each Lifted common share tendered. The Offer was part of a larger reverse takeover and change of business transaction of Kootenay (the "Transaction").

The Transaction, including the Offer, has now been completed and Namaste has received 3,065,000 common shares of PeakBirch in exchange for the Lifted Shares, constituting approximately an undiluted 3.3% shareholding of PeakBirch. The PeakBirch shares are subject to certain resale restrictions, including a 4 month hold period and a monthly limit on sales subject to certain exceptions.

The Agreement provides that Namaste and Lifted shall, for 24 months, collaborate wherever practicable in respect of matters of potential mutual benefit, including in respect of, the development of business in the United States, efficiencies relating to common ancillary businesses; and potential opportunities relating to the licensing of technology. The Agreement also provides a release in favour of Lifted and certain releasees from claims relating to the current or former assets or business of Lifted.

About Namaste Technologies Inc.

With headquarters in Toronto, Canada, Namaste Technologies is a leading online platform for cannabis products, accessories, and responsible education. The Company's 'everything cannabis store', CannMart.com, provides customers with a diverse selection of hand-picked products from a multitude of federally-licensed cultivators, all on one convenient site. Namaste's global technology and continuous innovation address local needs in a burgeoning cannabis industry requiring smart solutions.

Information on the Company and its many products can be accessed through the links below:

NamasteTechnologies.com 
NamasteMD.com
Cannmart.com

FORWARD-LOOKING INFORMATION – This news release contains "forward-looking information" within the meaning of applicable securities laws. All statements contained herein that are not historical in nature contain forward-looking information. Forward-looking information can be identified by words or phrases such as "may", "expect", "likely", "should", "would", "plan", "anticipate", "intend", "potential", "proposed", "estimate", "believe" or the negative of these terms, or other similar words, expressions and grammatical variations thereof, or statements that certain events or conditions "may" or "will" happen. The forward-looking information contained herein, including statements related to potential collaboration with Lifted and its successor wherever practicable in respect of matters of potential mutual benefit, is made as of the date of this press release and is based on assumptions management believed to be reasonable at the time such statements were made as well as other considerations that are believed to be appropriate in the circumstances. While we consider these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct. By their nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking information in this press release. Such factors include, without limitation: risks relating to the Company's ability to execute its business strategy and the benefits realizable therefrom, risks specifically related to the Company's operations, and risks relating to the market price of Namaste's common shares. Additional risk factors can also be found in the Company's current MD&A and annual information form, both of which have been filed under the Company's SEDAR profile at www.sedar.com. Readers are cautioned not to put undue reliance on forward-looking information. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release or has in any way approved or disapproved of the contents of this press release.

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SOURCE Namaste Technologies Inc.

FAQ

What agreement did Namaste Technologies announce on September 10, 2020?

Namaste Technologies announced a strategic agreement with Lifted Innovations for collaboration and received shares in PeakBirch Logic.

What is Namaste's stake in PeakBirch Logic?

Namaste holds approximately a 3.3% undiluted shareholding in PeakBirch Logic after the agreement with Lifted Innovations.

What are the terms of Namaste's agreement with Lifted Innovations?

The agreement includes collaboration in the U.S. market and limits on the resale of shares received.

How many shares did Namaste Technologies receive from Lifted Innovations?

Namaste received 3,065,000 common shares from Lifted Innovations.

What recent event preceded Namaste's agreement with Lifted Innovations?

The agreement followed Lifted Innovations' acquisition by Kootenay Zinc Corp. through a reverse takeover.