SANTA ROSA, CALIFORNIA and CALGARY, ALBERTA – February 4, 2020 – GABY Inc. (“GABY” or the “Company“) (CSE: GABY) (OTCQB: GABLF), a California based consumer packaged goods company using cannabinoids (whole plant, isolates or distillates) as foundational ingredients in a range of wellness oriented branded products sold in the regulated cannabis sector in California as well as the mainstream grocery channel across the United States, today announced that further to its press release dated November 14, 2019 Charles Mannix has completed his second investment in the amount of $250,000 for 3,003,0003 common shares in the capital of GABY (“Common Shares“), at a price of $0.08325 per share (the “Second Investment“), for an aggregate total investment in GABY of $500,000 to date.
“I have been a director of GABY now for roughly three months” said Charles Mannix. “I have been impressed with the focused and strategic thinking exhibited by the management team and their ability to execute. It’s clear that they are experienced at building companies and that they have a strong foundation in the cannabis industry in California. I’m also impressed by the active participation of a very strong, independent, and supportive board. After our CEO, Margot Micallef increased her investment in GABY last week by $1 Million I’m pleased to show my support for the Company as well. I have high expectations for GABY and look forward to being a part of its future” he concluded.
“In the short time that Charles has served on our board he has shown himself to be an astute and clear thinker with valuable knowledge and experience of the cannabis industry” said Margot Micallef, Founder, President, and CEO of GABY. “We are gratified by Charles’ vote of confidence in GABY. The successful exit of 420 Group for total consideration of up to $110 million pursuant to its acquisition by Tilray speaks to his ability to help build strong, successful companies in a challenging industry” she added.
Charles Mannix is a “related party” of GABY as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“) and therefore the Second Tranche Investment is considered a “related party transaction” pursuant to MI 61-101. The Second Tranche Investment is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(a) of MI 61-101 and exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(a) of MI 61-101. The Company did not file a material change report 21 days prior to the closing of the Second Tranche Investment as the details of the Second Tranche Investment had not been confirmed at that time.
In addition to the Second Investment, a consultant of the Company has elected to take 750,000 Common Shares at a price of $0.06 per share totaling $45,000 in lieu of cash compensation (the “Fee Payment”).
The Common Shares issued pursuant to the Second Investment and the Fee Payment will be subject to an applicable statutory hold period under Canadian securities laws expiring four months and one day from the issuance date of the Common Shares.
About Charles Mannix
Charles is the owner of Willix Developments, a residential, small mixed-use and commercial real estate developer and property manager. Mr. Mannix is also one of the founders of the 420 Group, one of Canada’s first chain of cannabis retail stores operating in Alberta, Canada which recently sold to Tilray.
Mr. Mannix continues to sit as a director of the 420 Group. Mr. Mannix advises other brand focused cannabis companies effectively utilizing his experience in the food industry. Prior to founding Willix and 420 Group, Charles was a Chef in London, England, where he received his Grande Diploma from Le Cordon Bleu London. He has also served as a chef in Victoria, Vancouver and Calgary.
About GABY Inc.
GABY is a U.S.-focused, consumer packaged goods company operating a family of brands in the cannabis industry and in the mainstream grocery channel. Through its subsidiaries GABY indirectly holds licenses and permits issued by the California Department of Health, the California Bureau of Cannabis Control and the County of Sonoma for manufacturing and distribution and license applications pending for cultivation and nursery licenses with the California Department of Food and Agriculture. With these licenses and permits to operate in the cannabis channel, and its existing infrastructure of major retailers and an extensive broker and distribution network in the mainstream channel, GABY has successfully brought a number of its proprietary, acquired and third-party brands to market in both the licensed and mainstream market.
Margot and her sister Gabriella co-founded GABY after Gabriella received a dire cancer diagnosis which spurred the sisters to prolong Gabriella’s life through a holistic approach to health. Today, GABY is a wellness company with a diverse range of products that use cannabis, hemp and hemp derived cannabinoids to address a variety of dietary and health concerns. Although Gabriella ultimately passed away from her illness, she lived exponentially longer than doctors predicted. Her memory and passion live on through GABY’s mission: to empower people to live healthy lives without compromise.
GABY’s shares trade on the Canadian Securities Exchange (“CSE“) under the symbol “GABY” and on the OTCQB under the symbol “GABLF”. For more information, visit www.GABYInc.com
For further inquiries, please contact:
Margot Micallef, Founder & CEO or Investor Relations at [email protected] or 800-674-2239.
Colin Trethewey, APR [email protected] 813-480-1354.
Disclaimer and Forward-Looking Information
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties, certain of which are beyond the control of the Company. Forward-looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company assumes no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.
Each of KJM Data and Research Inc., Sonoma Pacific Distribution, Inc., Raw Chocolate Alchemy, Inc. and 2Rise Naturals, Inc. are subsidiaries of GABY. Each of these subsidiaries hold cannabis licenses in either the State of California or the State of Arizona. Unlike in Canada which has Federal legislation uniformly governing the cultivation, distribution, sale and possession of medical cannabis under the Cannabis Act (Federal), readers are cautioned that in the United States (“U.S.“), cannabis is largely regulated at the State level. Cannabis is legal in the State of California and has been legalized for medicinal use in the State of Arizona, however cannabis remains illegal under U.S. federal laws. Notwithstanding the permissive regulatory environment of cannabis at the State level, cannabis continues to be categorized as a controlled substance under the Controlled Substances Act in the U.S. and as such, cannabis-related practices or activities, including without limitation, the manufacture, importation, possession, use or distribution of cannabis are illegal under U.S. federal law. To the knowledge of the Company, the businesses operated by each of GABY’s subsidiaries are conducted in a manner consistent with the State law of California or Arizona, as applicable, and are in compliance with regulatory and licensing requirements applicable in the State of California or Arizona, respectively. However, readers should be aware that strict compliance with State laws with respect to cannabis will neither absolve GABY, or its subsidiaries of liability under U.S. federal law, nor will it provide a defense to any federal proceeding in the
U.S. which could be brought against any of GABY, or its subsidiaries. Any such proceedings brought against GABY, or its subsidiaries may materially adversely affect the Company’s operations and financial performance generally in the U.S. market specifically.
Neither the CSE nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.