Body And Mind To Divest Ohio Cannabis Dispensary

DEP Nevada, Inc., a wholly owned subsidiary of Body and Mind Inc. BMMJ BAMM, has entered into an equity purchase agreement with FarmaceuticalRX, LLC, whereby DEP agrees to sell all of the issued and outstanding interests, equity, or profit interests in NMG OH 1, LLC, which owns and operates the Body and Mind Ohio dispensary, to the purchaser.

The total consideration for the transaction is $8.225 million in cash proceeds at closing with an additional $2.5 million in potential contingent proceeds.

Transaction Details

The Ohio dispensary opened in 2019 and is being sold to FarmaceuticalRx LLC, a rapidly growing cannabis retail chain, for an initial purchase price for the interests of $8.225 million, which includes a deposit of $250,000 already paid by the purchaser to DEP, subject to adjustments based on estimated closing indebtedness, estimated transaction expenses, estimated closing cash, and a working capital adjustment. The remaining proceeds of $7.975 million, subject to adjustment, will be paid on closing, which shall occur on the first day of the month following State of Ohio regulatory approval as well as satisfaction or waiver of all other closing conditions. The transaction also includes a contingent $2.5 million bonus payment to DEP for each additional dispensary license granted to NMG OH by the State of Ohio Board of Pharmacy in the future, but will exclude any adult use license for the existing license held by NMG OH and current lease location.

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Photo: Benzinga edit with photos by jarmoluk and lindsayfox on Pixabay
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