FALSE: Loi Does not mean new management. Nothing has been completed except for a Loi, which legal does not mean transfer of assets or anything else related to business materials. Also the Loi, was not approved according to the latest release from NOH& -
GRAS acquired 100% of Cherry Hill's membership interest and the agreement called for GRAS to divest itself of its then existing operations and restructure its debt. It was that obligation and not the underlying asset purchase that was delayed.
Pursuant to the Asset Purchase Agreement ("APA"), NOHO's wholly
owned subsidiary, Cherry Hill Financial, LLC, acquired 49% newly issued
common shares of GRAS, as well as, indefinite proxy over 1,000 Series
D Preferred Shares giving NOHO voting control over GRAS ("Proxy
Shares"). NOHO wants to point out that the Proxy Shares are owned by
Ronald Heineman who personally signed the Asset Purchase Agreement
and tendered the Proxy Shares to NOHO. Thus, the subsequent 8-K filed
with the Securities and Exchange Commission on December 1, 2017,
was materially misleading because that action was not authorized by
NOHO.