|By Marketwired .||
|June 9, 2014 03:25 PM EDT||
MONTREAL, QUEBEC -- (Marketwired) -- 06/09/14 -- Affinor Growers (CSE: AFI)(FRANKFURT: 1AF)(OTCQB: RSSFF) ("Affinor" or the "Corporation) has entered in to a letter of intent (the "LOI") to acquire Fab-All Manufacturing Ltd., a strategic partner specialised in the precision metal fabrication, machining and finishing.
Fab-All Manufacturing is working closely with Affinor Growers to build and fabricate the physical equipment and technology, used to mechanically pollinate and grow their grade A1 strawberries, hence the vertical integration benefit to Affinor.
Strategically and vertically this would be an excellent acquisition by Affinor Growers as Fab-All Manufacturing has been in business since 1985 and generates approximately $12,000,000 in revenue. Fab-All Manufacturing is setting new industry standards in precision metal fabrication, machining and metal finishing.
Basic terms of the LOI provides for the acquisition of all the securities of Fab-All Manufacturing and associated Sig & Ron Limited for an aggregate of $5,000,000 in cash and $5,000,000 in common shares at a deemed price of $1 per share. The assets of Fab-All include a 30,000 square feet building, 4 acres of land and all the state-of-the-art machinery. Fab-All owner, Ron Adolf and his team would continue to manage operations, however it would be 100% owned by Affinor.
The acquisition will be subject to the parties entering into a definitive acquisition agreement, including standard not compete provision for principals and the Corporation's due diligence, which is expected to be completed in a timely manner but no later than June 30, 2014.
Nick Brusatore, Chairman, comment: "I am very excited about the acquisition of Fab-All as I have worked with this company for many years in the development and manufacturing of a number of products. This acquisition also gets Affinor to an immediate revenues and profitable position".
Affinor was also informed by Vertical Design Ltd. that they will exercise their 2,200,000 warrants acquired under the last private placement offering of units for an aggregate exercise price of $880,000. The Corporation expects to receive the formal notice together with payment no later than Friday.
About Affinor Growers Inc.
Affinor Growers is a diversified publicly traded company on the Canadian Securities Exchange under the symbol ("AFI"). Affinor is focused on growing high quality crops such as romaine lettuce, spinach, strawberries and high quality medical Marijuana. Affinor is committed to becoming a pre-eminent grower, using exclusive vertical farming techniques.
On Behalf of the Board of Directors
AFFINOR GROWERS INC.
Sebastien Plouffe, President & CEO
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release
FORWARD LOOKING INFORMATION
This News Release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. 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 News 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 News 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.