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TORONTO, September 24, 2024 — Power Leaves Corp. (“PLC”), a manufacturer and international distributor of coca extracts and derivatives, is pleased to announce the results of its recent Annual and Special General Meeting where it received overwhelming shareholder support for its proposed RTO transaction and financing.
“As we work towards our planned public listing, industry engagement is increasing dramatically and we could not be more excited for the coming months,” Pat McCutcheon, Co-Founder & CEO of PLC commented. “We are fielding a significant number of inbound inquiries from many established multinational players in the Food & Beverage markets and expect to see this result in several new supply partnerships over the coming months. We have an incredible opportunity to be first movers and are ramping up our efforts to position PLC’s novel coca extract as the gold standard in the food and beverage industry as we bring to market a new ingredient that is aligned with current all-natural health trends.”
Why Power Leaves Corp.?
Disrupting the Food & Beverage Market; Targeting Health Trends: PLC is capitalizing on modern health trends with its all-natural coca extracts, which can serve as a natural food ingredient that replaces artificial flavors and reduces caffeine in functional beverages.
Growth and Market Penetration: Recent achievements include signing multiple new international supply agreements which resulted in selling out of all inventory on hand in H1 2024. PLC is now engaged with multiple Tier 1 multi-national companies and has a rapidly growing business development pipeline of over 100 small-to-midsized companies.
Innovative Approach with High Barriers to Entry: PLC’s business model is built around a unique, fully owned supply chain that includes FDA & INVIMA licensed extraction, processing, and R&D facilities and a patent-pending decocainization process. This supply chain is built around a 15-year exclusive agreement with Indigenous partners that creates significant barriers to entry for competitors.
Diversified Revenue Streams with High Margin Potential: Unlike Coca-Cola, which receives only an end coca extract product, PLC can conduct extensive product R&D to develop new coca-based products, like its Coca E (Essence) for alcoholic beverages and spirits. Along with this diverse product portfolio, PLC has an opportunity to monetize its waste stream by producing a coca-based fertilizer for the domestic Colombian market. This offers the potential for both revenue diversification and higher gross margins.
Annual and Special Shareholder Meeting Results and Update on Proposed RTO Transaction & Concurrent Financing
At its recent Annual and Special Meeting of Shareholders, PLC shareholders voted overwhelmingly in support of the proposed RTO transaction (the “Proposed Transaction”) with Rockshield Acquisition Corp. (“Rockshield“).
Upon completion of the Proposed Transaction, initially announced In March 2024, the combined entity (“Resulting Issuer”) has applied to list its common shares on Cboe Canada and has reserved the ticker “NASA”, which is a tribute to PLC’s Colombian Indigenous partners – the NASA WALA Community – with whom PLC has a 15-year exclusive agreement for the supply of decocainized coca extract. Assuming completion of a successful listing, it is expected that PLC would become the first publicly-traded coca derivative manufacturer & distributor.
Significant progress has been made towards completing the Proposed Transaction. The concurrent financing continues to progress well, where PLC expects to raise sufficient capital to complete the Proposed Transaction and accelerate the growth of its coca-derivative manufacturing and distribution business lines. PLC expects to complete the Proposed Transaction and listing following the completion of the concurrent financing. Listing of the Resulting Issuer remains subject to the approval of Cboe Canada.
About the Concurrent Financing:
In the concurrent financing, PLC is selling subscription receipts at US$0.50 per subscription receipt. Upon the satisfaction of certain escrow release conditions, each subscription receipt shall entitle the holder thereof to automatically receive, without payment of additional consideration, one unit where each unit is comprised of one common share and one full warrant exercisable at US$0.75 per share for a period of 24 months from the listing date. Investors interested in learning more about PLC’s concurrent financing can email investor@powerleaves.com for more information.
The securities being offered pursuant to the concurrent financing have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. “United States” and “U.S. person” are as defined in Regulation S under the U.S. Securities Act.
About Rockshield
Rockshield is a reporting issuer in the Provinces of British Columbia, Alberta and Ontario. Rockshield’s shares are not currently listed on any stock exchange.
About Power Leaves Corp.
Founded in 2019, Power Leaves is breaking the monopoly on the supply of coca leaf extract and ushering in a new Age of Coca. Through an exclusive agreement with an Indigenous community, Power Leaves has developed the first-ever legal Colombian supply chain for decocainized coca extract to supply the global food and beverage markets. Through its established infrastructure, Power Leaves is developing and manufacturing proprietary formulations of coca extract and essence that offer an exceptional taste profile and an all-natural source of protein, nutrients, and positive health benefits. For more information, visit www.powerleaves.com.
Power Leaves Media Contact:
Americana Communications
powerleaves@americanapr.com
Investors:
Investor Relations
Cautionary Notes
This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities legislation and applicable United States securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected” “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements relating to the completion of the Proposed Transaction, listing of the Resulting Issuer shares on Cboe Canada, the completion of the Concurrent Financing, adherence to the indicated planned timeline, obtaining necessary approvals, successful completion of regulatory approvals, including the approvals of Cboe Canada, being the first publicly traded coca derivative manufacturer and distributor, new supply partnerships over the coming months, positioning PLC’s novel coca extract as the gold standard in the coca industry, and bringing to market a new ingredient that is aligned with current all-natural health trends. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive shareholder, director or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. Except as required by law, PLC assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.
Cboe Canada has neither approved nor disapproved the contents of this news release and accepts no responsibility for the adequacy or accuracy of this release.