LEADING BRANDS, INC. (“LBIX”) ENTERS INTO A DEFINITIVE ARRANGEMENT AGREEMENT WITH LIQUID MEDIA GROUP, INC. (“LIQUID”) www.LiquidMediaGroup.co WHEREBY LBIX WILL ACQUIRE 100% OF LIQUID
LIQUID AGGREGATES PRODUCTION SERVICE STUDIOS TO CREATE A VERTICALLY INTEGRATED STUDIO SYSTEM FOR PRODUCING FILM, TV AND GAMING CONTENT FROM INSPIRATION TO DISTRIBUTION
EXISTING LBIX SHAREHOLDERS ANTICIPATED TO HOLD 22.637% AND LIQUID SHAREHOLDERS ANTICIPATED TO HOLD 77.363% OF THE POST-TRANSACTION ENTITY
TO CLEAR THE WAY FOR THIS TRANSACTION, LBIX HAS CONCURRENTLY DISPOSED OF ITS LEGACY BEVERAGE ASSETS
Vancouver, Canada, September 2017, Leading Brands, Inc. (NASDAQ: LBIX, the “Company”) announces that it has entered into a Definitive Arrangement Agreement with Liquid Media Group, Inc. (“Liquid”) of Vancouver, Canada whereby LBIX will acquire 100% of Liquid pursuant to a plan of arrangement.
Existing LBIX shareholders are anticipated to hold 22.637% and Liquid Shareholders are anticipated to hold 77.363% of the post-transaction entity. For these purposes, existing LBIX shares were valued at $1.50 US.
Liquid is aggregating mature production service studios and creating a vertically integrated studio system for producing film, television and gaming content from inspiration to distribution. Liquid is headquartered in Vancouver, Canada where it is establishing its studio footprint and production hub. Liquid also has satellite offices in both New York and Los Angeles.
Liquid is led by its Chairman, Joshua Jackson, currently a star of the Showtime series The Affair. Krysanne Katsoolis is Liquid’s CEO, Charles Brezer, Liquid’s CSO and Daniel Cruz is Liquid’s CFO. More detailed information on Liquid and its management team may be found at the company’s website: www.LiquidMediaGroup.co.
The Company anticipates that the transaction will close within 90 days, subject to all necessary approvals, including shareholder approval. At that time, the existing LBIX board, with the exception of Tom Gaglardi, will resign and be replaced by Messrs. Jackson, Brezer and Cruz and Ms. Katsoolis. Those individuals will continue their current roles as officers of LBIX.
Company Chairman & CEO Ralph McRae said: “We are pleased to have reached an agreement with Liquid and its management. In addition to their impressive content, experience and connections the principals have proven a vision to aggregate the key components necessary to produce World-class entertainment product. We look forward to working with them to see this transaction through to a successful conclusion as soon as practicable.”
Liquid Chairman Joshua Jackson said: “Vancouver has long been an industry hub, with world class talent and production services at every level. We are excited to be able to harness all of that ability to produce world class content.”
Liquid CEO Krysanne Katsoolis added: “The demand for content is unprecedented and the opportunity to change the landscape in the media business is exciting. We sincerely wish to thank Ralph McRae and the Board of Leading Brands for their confidence in Liquid.”
To clear the way for this transaction the Company recently disposed of its legacy beverage assets. Financial terms were not disclosed.