Business
Diamond Estates Wines & Spirits Announces the Closing of the Equity Wine Group and the Shiny Apple Cider Brand Acquisitions, and Private Placement
Niagara-on-the-Lake, Ontario--(Newsfile Corp. - October 6, 2021) - Diamond Estates Wines &...
About this update from Diamond Estates Wines & Spirits, Inc.
[{"type":"text","content":"Diamond Estates Wines & Spirits Announces the Closing of the Equity Wine Group and the Shiny Apple Cider Brand Acquisitions, and Private PlacementNiagara-on-the-Lake, Ontario--(Newsfile Corp. - October 6, 2021) - Diamond Estates Wines & Spirits Inc. (TSXV: DWS) (\"Diamond\" or the \"Company\"), further to its press releases of August 5, 2021 and September 24, 2021, is pleased to announce the closing of (i) its acquisition of all of the issued and outstanding securities of Equity Wine Group Inc. (\"Equity Wine\", and such acquisition, the \"Equity Wine Acquisition\"), (ii) its acquisition of the Shiny Apple craft cider brand (the \"Shiny Apple Brand\") from Stonechurch Vineyard and Winery Holdings Inc. (\"Stonechurch\", such acquisition being the \"Stonechurch Acquisition\", and together with the Equity Wine Acquisition, the (\"Acquisitions\"), (iii) the issuance of $1,889,162 in equity upon the conversion of currently outstanding convertible debentures and accrued interest, and (iv) the issuance of $6,786,715 in equity through its previously announced private placement (the \"Financing\").In connection with closing the Equity Wine Acquisition, the Company paid and issued to the shareholders of Equity Wine: (i) $1.5 million in cash (the \"Equity Cash Payment\"); (ii) $5.5 million in common shares of Diamond (\"Common Shares\"), being 30,555,557 Common Shares at a deemed issuance price of $0.18 per share (the \"Equity Consideration Shares\"); (iii) 22,916,670 common share purchase warrants (the \"Equity Consideration Warrants\") each entitling the holder to acquire one Common Share at an exercise price of $0.22 for a period of 36 months, and (iv) the assumption of the Equity Wine's term and operating debt of approximately $4.1 million with the Bank of Montreal. The Equity Consideration Shares and Equity Consideration Warrants will be subject to certain contractual restrictions on trading for a period of 12 months from the date of issuance with equal portions being released from escrow every quarter. In connection with the closing the Stonechurch Acquisition, the Company acquired all of the rights and title to the Shiny Apple Brand from Stonechurch for aggregate consideration of $2.5 million, which was satisfied by a (i) closing cash payment of $1.1 million; (ii) $1.1 million earn-out payment (deposited into escrow by the Compa...