VANCOUVER, British Columbia, Nov. 28, 2017 — Namaste Technologies Inc. (“Namaste” or the “Company”) (CSE:N) (OTCQB:NXTTF) (FRANKFURT:M5BQ) is pleased to announce that it has signed a stock purchase agreement (the “Agreement”) with ESC Hughes Holdings Limited (“ESC”) to sell the Company’s wholly owned US subsidiary, Dollinger Enterprises US Inc. (“Dollinger US”). The Agreement includes the sale of the domain names Everyonedoesit.com and NamasteVapes.com which combined represent less than 7% of Namaste’s current gross revenue, both of which are currently operating at a net loss. Due to the political uncertainty surrounding the legalization of cannabis in the US, Namaste's management has deemed it appropriate to shift its focus to legal cannabis markets and management believes that the Company will be better aligned with its long-term interests by divesting its US operations. Management also feels it is prudent to divest these assets in preparation for the legalization of both medical and recreational marijuana in Canada. This decision better aligns Namaste with many of its Canadian counterparts and will enable the Company to capitalize on more accretive opportunities moving forward.
Under the terms of the Agreement, Namaste will, through its wholly owned subsidiary, Namaste Technologies Holdings Inc., in consideration of a cash purchase price of US $400,000, convey to ESC the following:All authorized and issued shares of Dollinger USNamasteVapes.com and Everyonedoesit.com domainsAll banking, merchant, and services accountsFive employees of Dollinger USOne real estate lease held under Dollinger USPayment of US $100,000 will be received on closing, with the balance of the purchase price being paid at a monthly rate of US $25,000 until paid in full, with payments commencing on January 1, 2018. Closing is expected to occur on or about December 4, 2017.Although many US states have established some form of medical and/or recreational cannabis legalization, the US federal government remains firm on its position regarding cannabis prohibition. Namaste feels this uncertainty may pose challenges in both the short and medium term and restrict growth opportunities in more progressive markets. Under the terms of this Agreement, Namaste will retain all of its existing database of over 520,000 US consumers, and intends on leveraging that data once US federal legalization is in place.Namaste believes that Canada is at the forefront of the industry for cannabis legalization and intends to leverage its expertise to become the country’s leading online retailer for medical cannabis. By divesting itself of its US assets and operations, Namaste intends to reposition its focus in an attempt to fuel efficiency and growth. Through its wholly owned subsidiary, Cannmart Inc. (“CannMart”), Namaste is near approval for a license and plans to distribute medical cannabis through its online telemedicine app known as NamasteMD. Once approval is received, Namaste, through CannMart, will be able to leverage all of its e-commerce expertise, resources, and technology to become Canada’s leading e-commerce platform for medical cannabis sales. Namaste’s management team intends to pursue similar opportunities in distribution of legal cannabis in other markets where the Company has already established strong market share such as Australia and various countries in the EU.Conference Call
Namaste will be holding a conference call at 8:30 a.m. on Wednesday, November 29, 2017 to discuss and answer questions regarding the above news. The call will be led by Namaste’s CEO, Sean Dollinger. In order to join the conference call, participants may dial the toll-free number below with the accompanying Event Passcode:Participant Event Plus Toll Free Dial-In Number: (844) 862-1432
Participant Event Plus Toll Dial-In Number: (702) 495-1535Event Passcode: 3396668Management CommentarySean Dollinger, President and CEO of Namaste comments: “In light of recent trends, Namaste is extremely excited at the potential for additional growth opportunities in more progressive markets. As a result of this divestiture, Namaste believes it has set the stage to fully exploit any and all opportunities that present themselves within legalized marijuana markets globally. Our decision to divest these US assets is strategic in nature and sets the stage for greater expansion of our e-commerce platform. Namaste believes its future success will be achieved through organic growth, in addition to forming strategic alliances. We also believe this divestiture will lead the Company to profitability in a much shorter time-frame.”About Namaste Technologies Inc.
Namaste is the largest online retailer for medical cannabis delivery systems globally. Namaste distributes vaporizers and smoking accessories through e-commerce sites in 26 countries and with 5 distribution hubs located around the world. Namaste has majority market share in Europe and Australia, with operations in the UK, US, Canada and Germany and has opened new supply channels into emerging markets including Brazil, Mexico and Chile. Namaste, through its acquisition of Cannmart Inc., a Canadian based late-stage applicant for a medical cannabis distribution license (under the Access to Cannabis for Medical Purposes Regulations Program) is pursuing a new revenue vertical in online sales of medical cannabis in the Canadian market. Namaste intends to leverage its existing database of Canadian medical cannabis consumers, along with its expertise in e-commerce to create an online marketplace for medical cannabis patients, offering a larger variety of product and a better user experience.On behalf of the Board of Directors“Sean Dollinger”
Chief Executive Officer
Direct: +1 (786) 389 9771
Email: [email protected]Further information on the Company and its products can be accessed through the links below:
www.everyonedoesit.co.ukFORWARD LOOKING INFORMATION This press release contains forward-looking information based on current expectations. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, Namaste assumes no responsibility to update or revise forward looking information to reflect new events or circumstances unless required by law. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company's disclosure documents which can be found under the Company's profile on www.sedar.com. This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The CSE has neither reviewed nor approved the contents of this press release.
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