About Mota Ventures Corp.
Total consideration for the Transaction is US$32,000,000 (the “Purchase Price”), of which US$1,500,000 was paid upon completion of the Transaction, US$1,500,000 is due and owing within six months, and the balance will be satisfied through the issuance of 47,125,000 common shares of the Company (the “Exchangeable Shares”) at an effective price of CIn connection with completion of the Transaction, the Company issued 5,200,000 common shares (the “Finders Fee Shares”) to certain arms’-length third-parties who assisted in introducing the parties to the Transaction and facilitating its completion. The Company also issued a further 520,000 common shares (the “Administration Fee Shares”) to a third-party for successfully administering the Transaction. The Finders Fee Shares, and the Administration Fee Shares, are subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws. In addition, the Finders Fee Shares are subject to the terms of the Pooling Arrangement..80 per share. Pursuant to the terms of the Definitive Agreement, the Company acquired all of the voting share capital of First Class. Following completion of the Transaction, Unified will retain the non-voting share capital, which can be exchanged for the Exchangeable Shares at the discretion of Unified. Unified is not permitted to trigger the issuance of any Exchangeable Shares which would result in them holding more than 9.9% of the issued and outstanding common share capital of the Company.
First Class runs a successful direct to consumer online retail business in the United States. With a profit margin of approximately 14.0%, Unified generated net income of approximately US$2,700,000 from the operations of First Class in 2019. The Company cautions that figures for profit margin and income generated from the operations of First Class have not been audited and are based on calculations prepared by management of Unified. Actual results may differ from those reported in this release once these figures have been audited.
For further information, readers are encouraged to contact Joel Shacker, Chief Executive Officer at +604.423.4733 or by email at or www.motaventuresco.com
Following completion of the Transaction, Unified will continue to assist with the management of operations of First Class, and will be entitled to the reimbursement of operational expenses along with a service charge of twenty percent. The Transaction has not resulted in a reverse takeover or fundamental change for the Company under the policies of the Canadian Securities Exchange, nor has it resulted in the creation of any new insider or control person of the Company. No changes to the board of directors, or management, of the Company resulted from completion of the Transaction.
Mota Ventures is seeking to become a vertically integrated global CBD brand. Its plan is to cultivate and extract CBD into high-quality value-added products from its Latin American operations and distribute it both domestically and internationally. Its existing operations in Colombia consist of a 2.5-hectare site that has optimal year-round growing conditions and access to all necessary infrastructure. Mota Ventures is also seeking to acquire revenue-producing CBD brands and operations in both Europe and North America, with the goal of establishing an international distribution network for CBD products. Low cost production, coupled with international, direct to customer sales channels will provide the foundation for the success of Mota Ventures.
VANCOUVER, BC / ACCESSWIRE / January 17, 2020 / Mota Ventures Corp. (CSE:MOTA)(FSE:1WZ:GR)(OTC PINK:PEMTF) (the “Company”) announces that it has completed the acquisition (the “Transaction”) of the online distributor First Class CBD, pursuant to the terms of a business combination agreement (the “Definitive Agreement”) entered into with Unified Funding, LLC (“Unified”), and dated effective January 17, 2020. Unified is an arms’-length party which currently operates First Class CBD through its wholly-owned subsidiary, First Class USA, LLC (“First Class”).
Overall, those who view these letters will notice that the FTC references FDA guidelines. This suggest that not only are the companies required to comply with FDA regulations, but those of the FTC as well. Those who are interested in reading more about the overlap can do so here.
” CBD has now been clinically proven to: ”
For those purpose of unraveling the warning letter’s intent, this case study examines and highlights the areas of feedback mentioned. It’s the best place to start learning what the FTC said went wrong as a whole.
FTC AND FDA Warning Letters are Not New
” [Dr.] Jamie [Richardson] applied for a research grant to run the first ever FDA approved clinical trial involving CBD. With the help of Harvard researchers and medical doctors, Jamie led a clinical trial studying the effects of CBD on pain and inflammation. The results were astonishing. Through their research, they discovered a multitude of other health benefits of CBD they never anticipated. Richardson’s team ran additional follow-up studies that concluded CBD is nothing short of a real medical miracle. ”
Adria, said “This cream is wonderful and has really helped my arthritis” using CBD Pain Cream.
Sections 5(a) and 12 of the FTC Act, 15 U.S.C. §§ 45(a) and 52, prohibit unfair or deceptive advertising. Specifically, it is unlawful to advertise that a product can prevent, treat, or cure human disease unless the advertiser possesses competent and reliable scientific evidence,
The FTC also added comments about apparent users of the First Class Herbalist CBD oils. Each of these three examples all had names as (verified owner), timestamps and positive feedback.