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SOURCE Avidus Management Group Inc.
VANCOUVER, BC and MESA, AZ, Feb. 20, 2014 /PRNewswire/ - Avidus Management
Group Inc. (TSX-V: AVD; "Avidus" or the "Company") is pleased to announce that it has entered into an asset purchase
agreement (the "Agreement") with Akea, LLC ("Akea") (www.akealife.com), pursuant to which the Company has acquired the business assets of
Akea, a network marketing company based in Raleigh, North Carolina.
Completion of the transaction is subject to the final approval of the
TSX Venture Exchange ("TSXV").
Avidus' CEO, Doug Ridley, commented, "In the 3rd quarter of 2013, we
announced that Avidus would implement a growth strategy that included
acquisitions of direct sales/network marketing companies. As our first
such acquisition, Akea brings a distributor and customer base with
substantial present value, as well as tremendous growth potential and a
complementary product of exceptional quality. We will be introducing
Asantae products to the Akea network and Akea products to the Asantae
network in the near-term. Akea joining the Avidus family is the first
of several growth initiatives anticipated in 2014."
Akea's CEO, Munther Qubain, said, "Over the past 4 years, we have built
a solid product foundation and have gathered loyal customers and
distributors who have built successful businesses. By joining forces
with Avidus/Asantae, our field organization will benefit from their
corporate and field leadership teams as well as their F.A.S.T. Track
Business Building System. We strongly believe this partnership will
help accelerate growth and enable us to better reach the masses with
our exceptional product."
Akea's primary product is a whole food, fermented supplement sold
through a growing network of 1,600 active distributors who generated
revenue of over US$2.2 million in 2013. Pursuant to the terms of the
Agreement, the purchased assets, which include, among other things,
customer data, intellectual property and software, will be acquired for
an aggregate purchase price of US$2,000,000, plus $279,414.74 for the
physical assets, including inventory (the "Acquisition"). The purchase
price will be paid in four parts as follows: $100,000 at the effective
date of the Acquisition (which has been advanced to Akea); post-closing
payments of $400,000 four weeks from the effective date of the
Acquisition; $1,500,000 paid through royalties based on a percentage of
monthly revenues, and two equal payments for the physical assets to
occur on August 1, 2014 and February 1, 2015. Pursuant to the
Agreement, closing of the Acquisition has been completed, subject to
the approval of the TSXV.
In connection with the Acquisition, the Company also announces a
non-brokered private placement of 8,000,000 units (each a "Unit") at a
price of $0.10 per Unit for gross proceeds of $800,000. Each Unit will
be comprised of one common share and one transferable common share
purchase warrant (each a "Warrant") of the Company and each Warrant will entitle the holder thereof to
purchase an additional common share of the Company at an exercise price
of $0.20 per share for 36 months from the closing of the private
The securities issued in connection with the private placement and any
shares issued in connection with the exercise of Warrants will be
subject to a statutory hold period of four months plus a day from the
date of issuance of the Units in accordance with applicable securities
legislation. Closing of the private placement is subject to a number
of conditions, including receipt of all necessary corporate and
regulatory approvals, including the TSXV.
It is intended that the net proceeds of the private placement will be
used primarily to fund the post-closing payments and costs associated
with the Acquisition.
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
Avidus Management Group Inc. (TSXV: AVD, OTC: ASNHF), based in Mesa,
Arizona, develops, acquires and operates growth direct sales and
network marketing companies in the consumer health and wellness market.
Avidus brands include Asantae (www.asantae.com and Akea www.akealife.com).
The Avidus leadership team has a combined experience of 100 years in
network marketing and direct selling. For more information, visit www.avidusmanagementgroup.com.
Forward Looking Statements
Certain information in this news release is forward-looking within the
meaning of certain securities laws, and is subject to important risks,
uncertainties and assumptions. This forward-looking information
includes, among other things, information with respect to the Company's
beliefs, plans, expectations, anticipations, estimates and intentions,
including the completion of the Acquisition and the private placement
of Units. The words "may", "could", "should", "would", "suspect",
"outlook", "believe", "anticipate", "estimate", "expect", "intend",
"plan", "target" and similar words and expressions are used to identify
forward-looking information. The forward-looking information in this
news release describes the Company's expectations as of the date of
this news release.
The results or events anticipated or predicted in such forward-looking
information may differ materially from actual results or events.
Material factors which could cause actual results or events to differ
materially from such forward- looking information include, among
others, the Company's ability to develop new products which will
receive market acceptance, to receive market acceptance in new markets
outside the United States, to engage and retain qualified key
personnel, employees and affiliates, to obtain capital and credit and
to protect its intellectual property rights.
The Company cautions that the foregoing list of material factors is not
exhaustive. When relying on the Company's forward-looking information
to make decisions, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events. The
Company has assumed a certain progression, which may not be realized.
It has also assumed that the material factors referred to in the
previous paragraph will not cause such forward-looking information to
differ materially from actual results or events. However, the list of
these factors is not exhaustive and is subject to change and there can
be no assurance that such assumptions will reflect the actual outcome
of such items or factors.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE
REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS
RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS
SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND
SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE
COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION
AT ANY PARTICULAR TIME.
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