September 2, 2016, Vancouver, British Columbia: NatureBank Asset Management Inc. (“NB” or the “Company”) (TSX-V: COO) is pleased to announce that it has issued the second and final tranche of common shares to Forest Finance Service GmbH (“ForestFinance”) of Bonn, Germany related to NatureBank’s 100% acquisition of Forest Finest Consulting GmbH (“ForestConsulting”), as detailed in the Company’s press release dated June 23, 2015.
Under the terms of the Share Exchange Agreement (“SEA”) between NB and ForestFinance on July 21, 2015, the Company was to compensate ForestFinance up to a maximum of 16.815 million common shares of NatureBank in exchange for 100% of the assets of ForestConsulting (which included their voluntary carbon brand CO2OL) and 15% of Forest Finance France SAS (the “Acquired Assets”). ForestFinance was scheduled to receive these shares in two separate tranches, reflecting audited financial performance of the acquired assets over the 2014 and 2015 financial periods.
Upon closing of the SEA, NatureBank issued an initial 11,633,500 shares to ForestFinance (the first tranche). ForestFinance was able to earn up to an additional 5,181,500 common shares provided the Acquired Assets achieved audited 2015 cashflows of at least 154,173€ (CDN $219,965). Following the 2015 financial audit of the Acquired Assets, it was determined that they achieved the required free cashflow determined under the SEA, making ForestFinance eligible to receive the full 5,181,500 common shares of the Company in the second tranche payment, which the Company has now issued.
“We are pleased to have concluded the second and final payment to ForestFinance for this acquisition,” commented Dr. James Tansey, CEO of NatureBank. “Acquiring the talented team behind Forest Finest Consulting was an integral part of our planned growth in sustainable agro-commodity development. Integrating their deep experience in cocoa and agroforestry with our carbon management and forestry expertise has established a foundation for significant growth in both our sustainable cocoa program and our agroforestry endeavours.”
James Tansey, Ph.D.
President and CEO
NatureBank Asset Management Inc.
About Forest Finest Consulting GmbH
ForestFinest Consulting is a wholly owned subsidiary of NatureBank, and is a leading consultancy service provider for sustainable land use projects. With a highly qualified core team and a wide network of leading experts, Forest Finest assist companies, impact investors, non-governmental and public organizations in the development, implementation, management and certification of forestry, agroforestry and carbon forestry projects worldwide. As an original subsidiary of the ForestFinance Group, Forest Finest Consulting has a substantial track-record not only in feasibility studies and research, but in real projects, improving the compatibility of economic success and positive social and ecological impacts. For more information, please visit www.forestfinestconsulting.com.
Corporate climate protection is a process – and CO2OL is your partner, showing you the first steps and a successful strategy. Since 1998, CO2OL has offered concrete solutions and products for an effective realisation of climate protection strategies to companies and individuals. In accordance with the CO2OL principle, we offer a service portfolio ranging from the determination of carbon footprints to carbon reduction and compensation measures to green communication. All of these measures complement each other and are designed to form a comprehensive climate protection strategy. This is a big challenge, but also a great opportunity for the successful future of your company. CO2OL is a wholly owned subsidiary of NatureBank, and operated by the Forest Finest team in Germany. For more information, please visit www.co2ol.de/en/home/.
About NatureBank Asset Management Inc.
NatureBank specializes in advisory, technology and project investment services applied to sustainable commodities and ecological assets, with a primary focus on cocoa, timber and carbon. We provide our customers with a multidisciplinary approach to investing, managing risk, enhancing asset performance and securing commercial returns. While managing climate change risk, we improve livelihoods and sustainability in project regions. Through our advisory services team and our subsidiary companies, Offsetters and CO2OL, we help organizations understand, reduce and offset their climate impact. With offices in Vancouver, British Columbia; Portland, Oregon; Zurich, Switzerland and Bonn, Germany, our team has a global reach. Our team has worked with over 200 leading business organizations including Aimia, Vancity, lululemon athletica, Catalyst Paper, Harbour Air, HSE – Entega, and Shell Canada Limited. NatureBank is publicly listed company on the Toronto Venture Exchange (TSX-V:COO) and in Frankfurt:9EA. Please visit us at www.NatureBank.com.
For further information, please contact:
NatureBank Asset Management Inc.
Suite 1000 – 675 West Hastings Street,
Vancouver BC, V6B 1M8
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS AND RISKS:
Certain of the statements and information in this news release may constitute “forward-looking information” within the meaning of applicable Canadian provincial securities laws. All statements, other than statements of historical fact, are forward-looking statements. When used in this news release the words “anticipate”, “believes”, “estimates”, “expects”, “intends”, “may”, “project”, “plan”, “should” , “forecast”, “outlook”, “budget”, “anticipated”, “future”, “potential” and similar words and expressions may identify forward-looking statements or information.
The statements in this news release reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, known and unknown, could cause actual results, performance or achievements to be materially different from results, performance or achievements anticipated by management. The Company’s ability to continue as a going concern is dependent upon its ability to maintain profitable operations and/or obtain the necessary financing to repay liabilities and obligations arising from normal business operations and to meet contractual liabilities related to the acquisition of Offsetters and CCC when they come due. The Company has been profitable in the past but has not achieved sustained, long term profitable operations and may require additional working capital and may seek additional financing through equity or debt and/or increased sales revenue and cash flows in order to remain a going concern. There is material uncertainty related to the Company’s ability to secure necessary financing or generate additional sales revenue and cash flows in the amounts required. The Company could be adversely affected by risks and uncertainties as disclosed in the Company’s most recent MD&A filing and financial statements as filed at www.sedar.com.
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