Burnsville, MN, July 16, 2018 (GLOBE NEWSWIRE) -- County Line Energy Corp. (“County Line” or the “Company”) (OTC: CYLC), is pleased to announce it has completed a definitive Asset and Stock Purchase Agreement (the “Definitive Agreement”) for the acquisition of all assets related to Grow Box 5000, a self contained, automated, and expandable hydroponics system for use in growing plants, vegetables, and cannabis. Grow Box 5000 assets include all intellectual property related to the technology, all existing prototypes, and an initial potential customer list with 50 pre-orders.
As outlined in the Definitive Agreement entered into with Daniel Serruya, Eric Dena, and Vince Andreula (the “Parties”), the Company has formed a new operating subsidiary, D5 Partners, Inc. (“Subsidiary” or “D5 Partners”), for funding and commercialization of Grow Box 5000. The Company has also agreed to provide financing to the new D5 Partners subsidiary in the amount of a minimum of $1,000,000 and up to $2,000,000 within one year of the closing of the Definitive Agreement. Initial equity of the Subsidiary has been allocated as 51% to the Company and 49% to Eric Dena (“ED Equity”). The Company has retained an irrevocable option to purchase the entire 49% ED Equity interest based on a negotiated valuation determined by an independent third party. As soon as practicable, the Company intends to change its name to D5, Inc. or another suitable name, and subsequently apply for a suitable trading symbol change.
In conjunction with the execution of the Definitive Agreement (i) Eric Dena purchased 70,000,000 restricted shares of CYLC common stock from Daniel Serruya, and ii) Vince Andreula purchased 28,500,000 shares of CYLC common stock from Serruya. The Definitive Agreement also specifies that the Company will exchange all or part of the 28,500,000 shares of CYLC common stock owned by Andreula for Preferred Shares which will contain super voting rights that provide him voting control of the Company.
Following execution of the Definitive Agreement, Eric Dena was appointed as CEO and the director of the Company. Vince Andreula was also appointed to be Board of Directors of the Company. Daniel Serruya has resigned from all positions held with the Company.
Eric Dena, newly appointed CEO of County Line, commented, “Concluding these important corporate transactions and financing should position our team to rapidly accelerate the commercialization of the innovative Grow Box 5000 self-contained and expandable hydroponics technology that we have worked so hard to perfect. We are confident that many potential growers, particularly in the rapidly expanding regulated and legalized cannabis and medical marijuana space, will embrace this technology to automate and simplify their personal-scale operations. I look forward to announcing our first product sales in the near future.”
Further details regarding the Grow Box 5000 acquisition and related transactions are contained in Company regulatory filings available at OTCMarkets.com.
Additional information regarding Grow Box 5000 can also be found at www.gb5k.com.
Cautionary Note Regarding Forward-Looking Statements
This release by County Line Energy Corp. (“County Line”) may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by words such as “expects,” “plan,” “believes,” “will,” “achieve,” “anticipate,” “would,” “should,” “subject to,” or words of similar meaning, and by the fact that they do not relate strictly to historical or current facts. Although County Line management believes that such forward-looking statements are reasonable, it cannot guarantee that such expectations are, or will be, correct. These forward-looking statements involve several risks and uncertainties, which could cause the Company's future results to differ materially from those anticipated. Potential risks and uncertainties include, among others, general economic conditions and conditions affecting the industries in which the Company operates; the uncertainty of regulatory requirements and approvals; and the ability to obtain necessary financing on acceptable terms or at all. Known risks and uncertainties include those identified from time to time in the reports filed by County Line with OTC Markets. County Line assumes no obligation to update publicly any forward-looking statements contained in this press release.