Business
ECC Ventures 2 Announces Amendment to Definitive Agreement to Acquire Long Island Beverages
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES. ...
About this update from Infield Minerals Corp
[{"type":"text","content":"ECC Ventures 2 Announces Amendment to Definitive Agreement to Acquire Long Island BeveragesNOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES.VANCOUVER, BC / ACCESSWIRE / March 19, 2020 / ECC Ventures 2 Corp. (\"ECC2\" or the \"Company\") (TSXV:ETWO.P) announces that in connection with its proposed qualifying transaction to acquire Long Island Beverages (the \"QT\") pursuant to a definitive agreement (the \"Definitive Agreement\"), as announced on September 20, 2019, the parties have entered into an amendment agreement (the \"Amendment\") dated effective February 24, 2020. Pursuant to the Amendment, effective March 3, 2020, as a first step to the transactions contemplated in the Definitive Agreement, Long Island Beverages Corp., a private British Columbia corporation (\"LIBC\") acquired 100% interest in Long Island Beverages LLC, a New York limited liability company (\"LIBB\") from Long Blockchain Corp., a US listed company (\"LBC\"), (the \"LIBB Acquisition\"). LIBB is now a wholly owned subsidiary of LIBC.As consideration for the LIBB Acquisition, LIBC issued 4,994,650 subscription receipts (the \"Subscription Receipts\") to LBC and its assignees, and an unsecured, non-interest-bearing promissory note to LBC in the amount of $367,000 (the \"Promissory Note\"). Subject to any holdback adjustment relating to LIBB's working capital, upon closing of the QT, each Subscription Receipt (or the common shares of LIBC to which they convert) will automatically convert to one post-forward-split common share of ECC2, and $183,500 of the Promissory Note will be repaid, with the balance being due on the earlier of one year from closing of the QT, or the raising of $2,000,000 in equity financing. This represents a reduction in the original purchase price of 7,000,000 post-forward-split common shares of ECC2 and a $500,000 cash payment.Pursuant to the terms of the QT, ECC2 will complete a forward share split of its common shares on a 1 for 1.5 basis and the security holders of LIBC, will be issued an aggregated 13,540,105 post-forward-split common shares of ECC2, including the shares issuable in connection with the Subscription Receipts, subject to any holdback adjustment relating to LIBB's working capital, as consideration for the QT. An additional 2,700,000 currently issued post-forward-split common shar...