Luff Enterprises To Acquire Licensed Producer As Next Step In Online Marketplace Strategy

Vancouver, B.C.Luff Enterprises Ltd., (CSE: LUFF) (“LUFF” or the “Company”) is pleased to announce the signing of a definitive agreement to acquire a licensed producer in British Columbia. Luff plans to acquire, largely for share consideration, the National Green Biomed group of companies (“NG Biomed”). NG Biomed is a licensed producer of cannabis products for both the recreational and medical consumer markets.

Philip Campbell, CEO, commented, “We are pleased to announce the next step in our online marketplace strategy, with the acquisition of a licensed producer. This acquisition will allow us to accelerate our launch of online sales in Canada and establish a new online wellness marketplace. I look forward to welcoming our new shareholders and employees.”

Luff’s online marketplace strategy will allow the Company to offer a broader range of competitively priced products while capturing intermediary margins by selling directly to the final consumer. With the large oversupply of cannabis in Canada and the compression of wholesale prices, Luff believes this capital-efficient, technology-focused strategy will allow the Company to scale up sales quickly and efficiently while capturing strong gross margins.

The acquisition of NG Biomed will be effected by way of a three-cornered amalgamation in accordance with the provisions of the Business Corporations Act (British Columbia) whereby the shareholders of NG Biomed will exchange their shares for up to 170,000,000 common shares in Luff at a deemed price of $0.025 per share. At closing, Luff will also assume up to a maximum of $500,000 in debt and up to $200,000 in other net liabilities.

Upon closing of the acquisition, the Company plans to appoint the Honourable Herb Dhaliwal, NG Biomed’s Chairman, to Luff’s Board of Directors. Mr. Dhaliwal is a former member of Parliament and Minister of National Revenue, Minister of Fisheries & Oceans and Minister of Natural Resources. He is the former Vice Chair of BC Hydro Power and Authority.

The acquisition of NG Biomed remains subject to approval from NG Biomed’s shareholders, approval from the Canadian Securities Exchange, if needed, and completion of customary closing conditions.

The Company has also entered into a definitive agreement to sell certain assets and licenses at its Portland Oregon facility for cash consideration. Luff plans to continue to sell branded and private label CBD products in the US using its network of partners. This transaction is expected to close within the next 3 months.

About Luff Enterprises Ltd.

LUFF is a hemp and wellness company, focused on providing premium quality, innovative products across the United States through its online store. Committed to plant-based science, LUFF produces and sources a suite of thoughtfully designed products to benefit a wide range of user needs.

Currently, the Company focuses on identifying unique products and formulations leveraging cannabinoids to empower people to realize the full potential of everyday life. LUFF’s scientifically formulated products are non-GMO, THC-free, 3rd party tested, and only crafted with hemp grown in the United States.

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION:
This news release may contain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to general business, economic, competitive, political, and social uncertainties. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, Luff assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

For further information:

Philip Campbell, CEO and Director
Email: [email protected]
Telephone: 250-419-7665