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North American Cannabis Holdings, Inc. (USMJ) is founded on the core belief that cannabis makes people's lives better. Cannabis can fight disease, improve wellness and do so in an environmentally sustainable manner. North American Cannabis Holdings is dedicated to developing the best possible applications for cannabis to serve consumers.
North American Cannabis Holdings is introducing the AmeriCanna Café, a destination beverage company where consumers can interface with trained staff to learn about the specific benefits of cannabis and select healthy and refreshing cannabis infused beverages. The AmeriCanna Café subsidiary is expected to enjoy a rapid rate of growth accelerated by North American’s current DuBe Hemp Energy drink distribution business and the previously announced pending acquisition of an existing, ten year old fitness café operation. The AmeriCanna Café will initially include custom blended hemp infused coffee, cold pressed juices and smoothies in addition to carrying raw hemp seeds and other hemp infused foods. As state and federal law permits, THC infused beverages and foods will be added to the menu.
North American Cannabis Holdings launched its cannabis business late in 2013 with the introduction of The American Seed & Oil Company, a subsidiary founded to conduct various pilots in the legal cannabis sector in order to explore a variety of high growth potential business opportunities. The Company will continue to develop existing and new pilot initiatives under the American Seed & Oil Company subsidiary.
Over time, the Company anticipates introducing additional subsidiaries dedicated to the various pilot initiatives coming out of American Seed & Oil Company that gain traction similar to the cannabis infused beverage pilot.
The AmeriCanna Café, a new subsidiary of North American Cannabis Holdings, is a destination beverage company where consumers can interface with trained staff to learn about the specific benefits of cannabis and select healthy and refreshing cannabis infused beverages. The AmeriCanna Café subsidiary is expected to enjoy a rapid rate of growth accelerated by North American’s current DuBe Hemp Energy drink distribution business and the previously announced pending acquisition of an existing, ten year old fitness café operation. The AmeriCanna Café will initially include custom blended hemp infused coffee, cold pressed juices and smoothies in addition to carrying raw hemp seeds and other hemp infused foods. As state and federal law permits, THC infused beverages and foods will be added to the menu.
The founders of the target acquisition come from a collection of nutritional experts, fitness consultants, and other fitness industry professionals that developed a nutritionally superior, sophisticated line of niche beverages. Algae International Group has been working with the target acquisition over the last year to develop the cannabis destination beverage café concept.
Late in 2013, the Company began shifting its focus toward the emerging, legal cannabis market within the United States. The Company launched a subsidiary called The American Seed & Oil Company to conduct various pilots in the legal cannabis sector in order to explore various high growth potential business opportunities.
A number of the pilot initiatives have shown promise. The Company will continue to develop existing and new pilot initiatives under the American Seed & Oil Company subsidiary
USMJ MANAGEMENT
STEVEN B. RASH, CHAIRMAN & CEO
Steven Rash was announced as the new CEO on November 11, 2014. Mr. Rash is a medical industry veteran with a lengthy list of career accomplishments and experiences well suited to American Seed & Oil’s cannabis business strategy. Mr. Rash has negotiated medical device licensing agreements and health care partner strategic alliances that combined have generated over $650 million in new revenues. Mr. Rash has also managed numerous drug trials and secured multiple FDA approvals. He has signed over 400 managed care contracts and made more than 200 Boardroom presentations at Fortune 500 companies. Mr. Rash served as President and CEO of American BioMed, Vice President of Blue Rhino Corporation and Division President of Maxum Health Corporation. He earlier held numerous Vice President positions at BOC Group, PLC. Mr. Rash has a BS in Business Administration from the University of Delaware and an MBA from Southern Illinois University. Mr. Rash is also a Veteran of the United States Army.
EDWARD BOLLEN, DIRECTOR
Over 30 years with the U.S. government (USG) beginning with service in the U.S. Marine Corps. Following active duty, worked with various military and law enforcement entities at the local, state and federal level (including the DEA). On behalf of the USG, served as a "Contracting Officer Technical Representative " (COTR) working with USG contractors to develop specialized equipment, projects or designs. Worked in U.S. intelligence community and the U.S. foreign service on the diplomatic front primarily in Africa and the Middle East. $2 Million 12 Month Cannabis Themed Restaurant Revenue Plan;
Overall Dividend Strategy & First Planned Dividend
Cannabis Themed Restaurant Executive Summary
In a first step toward developing a cannabis themed restaurant for the health conscious consumer, North American Cannabis Holdings last year in June of 2015 acquired a fitness cafe with a full breakfast, lunch and dinner menu. The acquired fitness cafe includes a national brand named smoothie product. The operation of the acquired fitness cafe has provided North American Cannabis Holdings with a platform for developing its AmeriCanna Cafe concept. The Company realized approximately $500,000 in sales over the previous 12 months operating the fitness cafe.
North American Cannabis Holdings is now launching a campaign to franchise and license the AmeriCanna Cafe as a cannabis themed, fast casual concept to targeted multi-brand quick-serve restaurant operators.
Fast casual restaurants are a hybrid of fast food and casual dining restaurants. Fast casual restaurants provide fresher, higher quality and often more health conscious food items than a typical quick-serve restaurant while still appealing to a relatively “fast” dining experience mentality. Example fast casual restaurants include Chipotle Mexican Grill, Panera Bread, Shake Shack, Habit Grill), Fiesta Restaurant Group, Noodles & Co, Zoe’s Kitchen, and Potbelly – all publicly traded. The fast casual segment makes up over $20 billion of the $580 billion restaurant sector.
Restaurant 12-Month Forecast and Upward Revision Criterion
North American Cannabis Holdings anticipates $1.5 million in revenue over the next 12 months to result from the opening of new AmeriCanna Cafe restaurants through license and franchise contracts with another $500,000 dollars to come in from the sale of our EVERx sports and fitness supplements. The current forecast is estimated on only one license agreement expected to result in multiple AmeriCanna Cafe openings. North American Cannabis Holdings is actively negotiating two additional agreements at this time and pursuing yet more. Any additional agreements will potentially result in an upward revision of the current $2 million forecast.
Dividend Strategy Executive Overview
The legal cannabis market continues to evolve. The general direction seems to be toward legalization in a two steps forward, one step back manner. Institutional investment skepticism remains high with only a slight easing over the past three years.
With the inherent risk mitigation provided by the liquidity of a public market, the number of publicly listed cannabis firms continues to grow. The North American Cannabis Holdings’ approach since the inception of its cannabis business strategy in 2013 has been to augment the inherent risk mitigation provided by the liquidity of the public market by operationally piloting various cannabis sector enterprise opportunities and further cultivating those pilots that show promise. To date, this approach has resulted in the AmeriCanna Cafe business, the Puration cannabis extraction business and the EVERx sports and fitness supplement business.
To augment even further the risk mitigation provided by the liquidity of the public market and the pilot operational strategy, the Company has implemented a spinoff and dividend strategy whereby pilot program graduates are spun into independent public companies. In this manner, a separate capital structure can support the ongoing investment requirements to grow the pilot graduate and North American Cannabis Holdings shareholders can benefit by being issued stock in the spun off operation through a dividend distribution.
To date, the Company’s cannabis extraction pilot has resulted in the establishment of the independent public company Puration, from which a dividend to be issued to North American Cannabis Shareholders is in the works.
Before a separate capital structure could be effective in supporting the growth of the extraction operation, the public company the extraction operation reverse merged into had to undergo some updates - as is the case in many reverse merger situations. Those updates have taken time and have not been achieved without further investment. Puration has just recently established real independence and some substantial and exciting milestone achievements are anticipated to be announced soon.
North American Cannabis Holdings continues to pilot new projects while at the same time fostering the growth of the pilot program graduates, AmeriCanna Cafe and EVERx. Management believes a similar spinoff strategy can be effective in supporting the accelerated growth of the AmeriCanna Cafe and EVERx and other future pilot projects. Management further believe the experience with Puration has garnered hard knocks experience, the benefits of which will be demonstrated in the execution of similar future spinoff and dividend transactions.
On July 28, 2015, the Company entered into a Share Exchange Agreement with Puration, Inc. (PURA), where it agreed to exchange all of its wholly owned interests in two separate pilot program operations for two Convertible Preferred Stock Series to be created and issued by Puration. One Series represents fifty-one percent voting control of Puration and the other is convertible into common shares of Puration to be issued in a dividend distribution to the shareholders of North American Cannabis Holdings.
More detail on the transaction between North American Cannabis Holdings and Puration, to include updates and amendments to the original transaction, is available for review in the respective public disclosures of the two Companies on the OTC Markets website.
At this time, the two Companies plan to move forward promptly with the conversion of the Puration Convertible Preferred Stock designated for conversion into common stock of Puration. North American Cannabis Holdings further plans to promptly execute a dividend distribution of the converted Puration common stock to the North American Cannabis Holdings shareholders.
Specifically, the two Companies, subject to first satisfying all regulatory and regulatory related conditions required to execute a dividend distribution, plan to convert the Puration Preferred Stock into a number of common shares such that each North American Cannabis Holdings shareholder will receive one common share of Puration for every 200 shares of North American Cannabis Holdings held. The date on which the North American Cannabis Holdings shares must be held in order to qualify for receiving a dividend distribution of Puration stock is yet to be determined. The two Companies anticipate the ‘dividend date’ being set within the next thirty to forty-five days.
CONTACT: Mike Murphree
Phone: 972.528.0162
Email:
mike.murphree@americanseedandoil.com http://www.otcmarkets.com/stock/ALGA/profile Outstanding Shares (OS) = 48,201,582 a/o March 31, 2015
Float = 28,000,000 est. a/o March 31, 2015
Restricted Shares = 20,000,000 est. a/o March 31, 2015
Authorized Shares (AS) = 1,000,000,000 a/o March 31, 2015
