HempFusion Wellness has acquired Sagely Naturals, a leader in premium CBD products with mass distribution in more than 14,000 retailers nationwide.

WHO: Sagely Naturals, co-founded in 2015 by Kerrigan Behrens and Kaley Nichols, is a consumer wellness brand offering products that help consumers feel their best every day by harnessing the power of botanicals and CBD.

Founded by Jason Mitchell ND and Ian DeQueiroz, HempFusion is a leading health and wellness CBD company utilizing the power of whole-food hemp nutrition. HempFusion distributes its family of brands, including HempFusion, Probulin Probiotics, Biome Research, and HF Labs, to approximately 4,000 retail locations across all 50 states of the United States and select international locations. Built on a foundation of regulatory compliance and human safety, HempFusion's diverse product portfolio comprises 48 SKUs including tinctures, proprietary FDA Drug Listed Over-The-Counter (OTC) Topicals, Doctor/Practitioner Lines, and more.

WHY: The deal provides immediate distribution to up to 14,000 additional stores, materially increasing HempFusion's distribution footprint.

IN THEIR OWN WORDS: "Allowing people to do more of what they love has always been at the heart of our mission at Sagely Naturals. HempFusion approaches the industry the right way and possesses the resources required to help us significantly scale our business, increase our market share, and expand beyond our stronghold in the United States to international jurisdictions," said Kerrigan Behrens, co-founder and Co-CEO of Sagely Naturals. "Quality and consumer safety are of the utmost importance to our brand, and Dr. Jason Mitchell and his team have been market leaders in the CBD category in this regard. We are incredibly excited to be joining the HempFusion team," added Kaley Nichols, co-founder and Co-CEO of Sagely Naturals.

"We are incredibly excited to complete the acquisition of Sagely Naturals which provides HempFusion with a significant increase in revenue and immediate distribution to up to an additional 14,000 retail points nationally," commented Jason Mitchell, ND, Chief Executive Officer of HempFusion. "Integration has been well underway over the past several weeks and we look forward to driving shareholder value through continued growth in 2021 and 2022 both domestically and internationally with our expanding family of brands," said Jason Mitchell, founder of HempFusion.

DETAILS:

• Sagely Naturals has become a wholly owned subsidiary of HempFusion, for initial consideration of $25 million, of which $2 million was paid in cash and $23 million was satisfied by the issuance of 22,531,348 common shares of the company. In addition, the sellers may be entitled to receive an earnout payment of up to $5 million subject to Sagely Naturals achieving certain revenue targets within 12 months of closing.
• Both Kerrigan and Kaley will remain co-CEOs of the women-led and -run company moving forward.
• 2020 net revenue of over $4.19 million, when combined with the closing of the company's previously announced proposed acquisition of Apothecanna, will more than triple HempFusion's 2020 revenue with significant expansion planned for 2021 and beyond.
• Product efficiencies across the topicals line, while delivering a near-term opportunity for further expansion into ingestible products supported by HempFusion's proprietary formulations.
• HempFusion's substantial investment into regulatory compliance will help solidify Sagely Naturals' leadership position in the CBD industry.
• Sagely Naturals has been included on HempFusion's Novel Foods Application Dossier with the United Kingdom's Regulatory Food Safety Agency for future European expansion.