Vejii Holdings (CSE: VEJI) is the latest firm to enter an M&A transaction this week among small cap issuers. The plant based food focused firm this morning announced that it has entered into an arrangement to acquire VedgeCo USA Inc via an all-share transaction.
VedgeCo bills itself as one of the first nationwide providers of plant-based foodservice distribution. The firm is heavily focused on business to business wholesale distribution for plant-based products, with its sales channel primarily focused on its online platform. The company primarily provides products to restaurants and independent grocers.
The acquisition is set to see VedgeCo’s key personnel stay with the company and continue to operate the firm as a subsidiary of Vejii. The addition of the B2B firm is expected to accretive to the company in terms of growing its distribution, enabling its current brand partners to enter the B2B and food service segments, an area which historically has been reserved for larger brands. Distribution is also to be enhanced via VedgeCo’s facilities in Hawaii, Northern California and Georgia, which are to compliment Vejii’s operations based in Texas, Wisconsin, and soon Southern California.
“VEDGEco launched as one of the first online wholesale platforms dedicated to providing restaurants and independent grocers with a large selection of high-quality plant-based options. This meant that small business owners could at last gain access to a large selection of plant-based products and ingredients without the requirements that typical larger national distributors have in place, such as large minimum order sizes,” commented Kory Zelickson, CEO of Vejii.
The transaction will see Vejii pay total consideration of up to US$6.25 million, assuming the full earn-out arrangement is achieved. Initial consideration is to consist of $3.5 million in shares at the greater of $0.35 per share and the closing price of the equity the day before the announcement is made, in US dollars. The earn-out meanwhile, pegged at $2.75 million, is also payable in shares based upon certain undisclosed milestones being met. All shares issued are subject to a voluntary lock-up arrangement for a period of 24 months, with 12.5% of shares being unlocked quarterly.
Vejii Holdings last traded at $0.20 on the CSE.
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