October 30, 2019 – Vancouver, BC – Geyser Brands Inc. (formerly Kanzen Capital Corp.) (TSX-V: GYSR) (“Geyser Brands” or the “Company”) is pleased to announce that it has signed a definitive joint venture agreement (the “JV Agreement”) with Factory Brewing Ltd. (DBA “Craft Collective”) to jointly develop, manufacture, market, and sell non-alcoholic cannabis-infused beverage brands in Canadian markets in two phases (the “Joint Venture”).
Pursuant to the terms of the JV Agreement, the Joint Venture will be structured as a new company (the “NewCo”), with two standing committees for the purpose of collaboration and cooperation on research, development and commercialization of its products. The first committee will be dedicated to identifying, developing and testing formulations for commercialization. The second committee will be dedicated to identifying and evaluating brands, including those brands owned by the Company and Craft Collective, for commercialization. Each committee will be comprised of 3 members from each of Geyser Brands and Craft Collective with the necessary expertise for each committee’s mandate, with the Company appointing the Chair of each committee. The resulting NewCo will combine the craft beverage manufacturing, marketing and distribution expertise from Craft Collective with Geyser Brands’ cannabis expertise, including leveraging its licensed producer facility, formulation expertise, and distribution channels.
Under the terms of the JV Agreement, the NewCo will immediately commence developing multiple product formulations and branding for both cannabis and non-cannabis products for introduction into the Canadian market. Craft Collective and NewCo will enter into a mutually agreeable non-cannabis product manufacturing and sales agreement (the “Non-Cannabis Product Manufacturing and Sales Agreement”) in which Newco will outsource to Craft Collective the manufacturing and distribution of its non-cannabis products. Production of non-cannabis products will take place at Craft Collectives’ facility in Vancouver, British Columbia. Upon receipt of regulatory approval for the production of cannabis products, Craft Collective and NewCo will use commercially reasonable efforts to enter into a definitive agreement (the “JV Management Agreement”) in connection with the day to day management of the NewCo by Craft Collective, on terms and conditions mutually agreeable and customary in a transaction of this nature. Subject to the terms of the JV Management Agreement, all cannabis products will be manufactured at Geyser Brands’ licensed facility in Port Coquitlam, British Columbia.
Pursuant to the terms of the JV Agreement, Geyser Brands will have a 75% interest in the NewCo, with Craft Collective’s 25% interest being reserved and issued upon completion of certain conditions outlined in the JV Agreement, including receipt of regulatory approval for the production of cannabis products, the execution of the JV Management Agreement and the execution of a mutually agreeable shareholder agreement (collectively, the “Issue Conditions”). In the event the Issue Conditions are not satisfied or waived by Geyser Brands on or before December 31, 2019, or such other date as mutually agreed by the parties, there will be no obligation for NewCo to issue any interest to Craft Collective.
Geyser Brands CEO, Andreas Thatcher commented, “Geyser Brands continues to build and lead the way in establishing its position as a health and wellness CPG company that gives lift to products with the addition of cannabis. Partnering with Craft Collective and jointly leveraging our unique areas of expertise will allow both parties to enter this emerging market and develop high-quality non cannabis and cannabis-infused beverages for the consumable cannabis market.”
Craft Collective CEO, Andrew Harris stated, “This joint venture between Craft Collective and Geyser Brands marks an exciting milestone for our company as we continue to release innovative beverage brands to market. We look forward to launching impactful products through this combination of our expertise.”
About Craft Collective
Factory Brewing Ltd. (doing business as “Craft Collective”) is an award-winning manufacturing company which provides craft brand development and contract beverage production services. It has a 70,000hl facility in Vancouver, BC, with state-of-the-art beverage formulations and flavouring lab delivering brewed and ready-to-drink products for the craft market. Craft Collective operates a full suite of management services including an internal sales and marketing operations that manages all retail and provincial liquor boards from BC to Manitoba.
ABOUT GEYSER BRANDS
Geyser Brands Inc. is a consumer health and wellness company operating within the Canadian cannabis industry. Geyser’s proprietary delivery technologies include all natural nano-technology, slow-release mechanisms, and non-molecule degrading baking processes. The Company provides expertise from conceptual innovation to manufacturing and end-use distribution. Geyser owns a suite of several brands within the consumer-packaged goods market that are offered nationwide at many recognized retailers. Geyser Brands owns a Health Canada approved Licensed Production Facility and operates 15,000 sqft of manufacturing space in two GMP facilities near Vancouver, BC.
For more information, visit the company’s website at www.geyserbrands.com.
On Behalf of the Board of Directors
Director and CEO