Business
Happy Belly Food Group Enters into Definitive Agreement in Respect of Call Option to Purchase Remaining 50% of Heal Wellness
Toronto, Ontario--(Newsfile Corp. - October 2, 2025) - Happy Belly Food Group Inc. (CSE: HBFG) (OTCQB: HBFGF) ("Happy Belly" or the "Company"), a leader in acquiring and scaling emerging food brands, is pleased to announce that it has entered into a definitive share purchase agreement effective as of October 9, 2025 (the "SPA"), and currently held in escrow, pursuant to which it will acquire the remaining 50% ownership interest (the "Acquisition") in Heal Lifestyle Inc. ("Heal Wellness"), such..
About this update from Happy Belly Food Group Inc
[{"type":"text","content":"Toronto, Ontario--(Newsfile Corp. - October 2, 2025) - Happy Belly Food Group Inc. (CSE: HBFG) (OTCQB: HBFGF) ("Happy Belly" or the "Company"), a leader in acquiring and scaling emerging food brands, is pleased to announce that it has entered into a definitive share purchase agreement effective as of October 9, 2025 (the "SPA"), and currently held in escrow, pursuant to which it will acquire the remaining 50% ownership interest (the "Acquisition") in Heal Lifestyle Inc. ("Heal Wellness"), such that upon closing of the Acquisition, the Company will own 100% of Heal Wellness. Heal Wellness is a quick-service restaurant ("QSR") brand specializing in fresh smoothie bowls, açaí bowls, and smoothies.","length":763,"tagName":"p"},{"type":"text","content":"As previously announced on May 9, 2022, the Company acquired a controlling interest in Heal Wellness by entering into a share exchange agreement (the "Agreement") on May 5, 2022 with Heal Wellness, the shareholders of the Heal Wellness ("Vendors") and 1000193142 Ontario Inc., ("JVCo"). Pursuant to the Agreement:","length":343,"tagName":"p"},{"type":"list","items":[{"val":[{"type":"text","content":"JVCo acquired all of the issued and outstanding securities in the capital of Heal Wellness (the "Heal Wellness Shares") from the Vendors, in exchange for 200 common shares (the "JVCo Shares") of JVCo;","length":220,"tagName":"p","attribs":{}}]}],"tagName":"ul","bulletedList":true,"length":220,"olType":false},{"type":"list","items":[{"val":[{"type":"text","content":"Happy Belly subscribed for 200 JVCo Shares in exchange for 2,777,777 common shares in the capital of the Happy Belly (the "HBFG Shares"), with each HBFG Share valued at $0.09, representing a subscription value for the 200 JVCo Shares of $250,000; and","length":260,"tagName":"p","attribs":{}}]}],"tagName":"ul","bulletedList":true,"length":260,"olType":false},{"type":"list","items":[{"val":[{"type":"text","content":"the Vendors, Happy Belly and JVCo entered into a shareholders agreement (the "Shareholders Agreement") providing, among other things, a call option granting Happy Belly the right to acquire the other 50% of JVCo from the Vendors (the "JVCo Call Option").","length":274,"tagName":"p","...