CEA Industries Inc. (BNC): M&A transaction — CEA Industries completes CAD 18M acquisition of Fat Panda, largest Canadian vape retailer

CEA Industries Inc.

Purchase price CAD 18M ($12.6M USD): CAD 12.1M cash, 39,000 shares valued at CAD 700k, seller notes CAD 2.56M.
Funded partly by interim USD 4M loan due Dec 3, 2025, secured by all assets of CEA, AcquireCo, and Fat Panda.
Fat Panda operates 33 retail locations in Manitoba, Ontario, Saskatchewan, plus e-commerce; >50% regional market share.
CAD 2.6M placed in escrow for post-closing adjustments, indemnity, and employee-related matters.
Sellers to enter non-competition agreements; senior management will sign employment agreements.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

CEA Industries Inc. completed an acquisition involving the owners of Fat Panda (the four Manitoba corporations) for CAD $18.0 million (USD $12.6 million) (closed 2025-06-06).

Action: acquisition
Counterparty: the owners of Fat Panda (the four Manitoba corporations)
Consideration: CAD $18.0 million (USD $12.6 million)
Closing: 2025-06-06

Exact text from the filing

Certain of the senior management persons will enter into employment agreements for their continued employment after the closing of the acquisition. The purchase price was CAD $18.0 million (USD $12.6 million) comprised of approximately CAD $12.1 million in cash to the sellers, 39,000 shares of CEAD common stock with an agreed value of CAD $700,000, and seller notes

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9 m&a transactions filed in the last 30 days. Browse all m&a transactions →

CEA Industries Inc. filing history →

Source: SEC EDGAR

accession 0001641172-25-014377

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