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Abattis to acquire European nutraceutical company Pro Natura

03 April 2019 | News

Pro Natura has over 30 years of operations and sales experience in Europe, with over 100 products that have been marketed to both long-term repeat customers and new large groups of distributors.

Abattis Bioceuticals Corp. has announced that its wholly-owned subsidiary, 1185277 B.C. Ltd. has entered into a share purchase agreement to acquire Pro Natura BV, a privately held nutraceutical company based in Oisterwijk, Netherlands.

Pro Natura has over 30 years of operations and sales experience in Europe, with over 100 products that have been marketed to both long-term repeat customers and new large groups of distributors. Pro Natura has been supported by a seasoned management team that still includes its original founder and has historically boasted €10M+ in per annum sales.

"The Acquisition marks an important turning point for Abattis as we narrow our focus on generating revenues and profits," commented Rob Abenante, President and CEO of Abattis. "It will give the Company unprecedented, direct access to the lucrative European markets as well as a diversified suite of over 100 products to offer our customers and clients. Pro Natura has developed a vast distribution network over the past three decades, which we hope to grow by adding our growing line of products developed by our subsidiary, Vergence" added Mr. Abenante.

According to a recent BCC Research market report1, the global nutraceuticals market is projected to reach US$336.1 billion by 2023 from US$230.9 billion in 2018, growing at a CAGR of 7.8% during the forecast period. As noted in a recent Brightfield Group report2, the market for CBD in Europe alone is projected to exceed €1.2 billion by 2023, growing over 400% from the market's estimated value of €318 million in 2018. The Acquisition will allow the Company to leverage Pro Natura's distribution network for CBD sales in Europe, which will be further bolstered by new CBD products introduced by the Company.

"We are seeing a trend in both developed and developing countries towards increased self-medication and nutraceutical awareness, especially in respect of healthy and natural based products," stated Brazos Minshew, Chairman of the Abattis Medical Advisory Board. "Growth in the market size for nutraceuticals and bioceuticals has also been supported by an increase in the aging population worldwide and a growing interest in health and wellness in people of that demographic," added Mr. Minshew.

The Agreement provides for the acquisition of 100% of Pro Natura's outstanding shares from Catalyst Investment Capital Corp. in exchange for the payment of €6,684,200 to Catalyst, which will be paid as follows: (i) €2,000,000 on closing; (ii) €2,220,000 one year following closing; and (iii) €2,464,200 two years following closing. The Acquisition Subsidiary has also agreed to pay Catalyst (i) a €5,000,000 milestone payment within two years of Abattis CBD products being launched through Pro Natura's sales and (ii) a €4,000,000 milestone payment within two years of launch of sales of Abattis' proprietary product, Comfort, through Pro Natura's sales channels. The Acquisition Subsidiary's obligation to make these milestone payments will expire within three years from closing of the Agreement. The Company and Catalyst are actively working to complete the Acquisition and hope to do so by mid-April 2019. Past management of Pro Natura will also continue to support the company in the future as this transition takes place, joining the international team of Vergence Naturals through this acquisition. 

The Company has also announced that Kent McParland has been replaced by Francesco Paolini as the Interim Chief Financial Officer and as a Director of Abattis. The Company thanks Mr. McParland for his service over the past year and wishes him all the best in his future endeavours.

"The Company is extremely grateful for Mr. McParland's contributions over the past year," stated Rob Abenante. "We also welcome Mr. Paolini to the team, who brings over 35 years of international business, product distribution and entrepreneurial experience to his new role at Abattis," added Mr. Abenante. "These skill sets will play an instrumental role as the Company shifts its focus to global sales."

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