Vancouver, Canada-based Simply Better Brands Corp. has acquired Hervé Edibles Limited.
Hervé develops processes, recipes and patent protected technologies that go into producing an exquisite variety of desserts, candies, macarons and other delicacies. Launched in 2020, Hervé blends together decades of traditional French culinary history with innovative processes.
As of March 18, Hervé has approximately net working capital of C$1,038,235. For its most recently completed fiscal year ended Dec. 31, 2021, Hervé’s unaudited financial statement reported assets of C$1,898,798 and liabilities of C$57,770.
Simply Better Brands has acquired all of the issued and outstanding common shares of Hervé for an aggregate purchase consideration of approximately C$8 million payable in the form of issuance of 1,705,755 common shares (consideration shares) of the company, to the shareholders Hervé, at a price per share of C$4.69, calculated on the basis of the volume weighted average closing price of the company’s shares on the TSX Venture Exchange, determined based on the 15 trading days immediately preceding the closing date. In addition, C$1 million of additional consideration shares may be issued upon the company achieving specific sales revenue targets of Hervé products.
The acquisition is treated as a reviewable acquisition pursuant to Policy 5.3 of TSXV’s corporate finance manual and is subject to TSXV’s final approval. The SBBC shares issued in consideration will be subject to a contractual lock-up for a period of six months from the date of issuance, with 1/12 of the consideration being released from the transfer restrictions every month for 12 months thereafter.
Simply Better Brands will pay a finder’s fee of C$300,000, payable in the form of issuance of SBBC shares in relation to the acquisition to an arm’s length third party. The shares issued pursuant to the finder’s fee will be subject to a statutory four-month hold period. The acquisition was negotiated on an arm’s length basis.
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