22nd Century Group agrees to sell hemp/cannabis business for $2.25M cash and note

22nd Century Group, Inc.

Purchase price: $1M cash at closing plus $1.25M 12% secured promissory note payable over six months.
Buyer is Specialty Acquisition Corp., affiliated with current GVB employees; closing expected early December 2023.
Transaction subject to conditions: Board approval, fairness opinion, Buyer obtaining $3M financing, senior lender consent.
Company expects immediate reduction in operating costs beyond previously announced $15M annual savings; plans to deleverage balance sheet.
Company retains insurance proceeds from Grass Valley fire (approx $9M damages sought), part to offset Buyer's liability share.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

22nd Century Group, Inc. entered into Equity Purchase Agreement with Specialty Acquisition Corporation valued at $2,250,000 (effective 2023-11-20).

Action: entry
Agreement: asset purchase
Counterparty: Specialty Acquisition Corporation
Value: $2,250,000
Effective: 2023-11-20

Exact text from the filing

On November 20, 2023, 22nd Century Group, Inc. (the “ Company ”) entered into an Equity Purchase Agreement (the “ Purchase Agreement ”) with Specialty Acquisition Corporation, a Nevada corporation (the “ Buyer ”) pursuant to which the Company agreed to sell substantially all of its GVB hemp/cannabis business (the “ Purchased Interests ”) for a purchase price of $2,250,000 (the “ Purchase Price ”).

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22nd Century Group, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-23-121273

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