Lifeist Wellness Inc. (TSXV:LFST) (FRANKFURT: M5BQ) (OTCQB:NXTTF), previously known as Namaste Technologies Inc., announced Thursday that it has entered into a definitive agreement and completed the sale of certain intellectual property assets to Spinach Pay Inc., a privately owned fintech company that provides customer-payment solutions for the U.S. market.

The Deal Details

Under the terms of the agreement and completion of the transaction, Spinach Pay delivered a certificate to Lifeist representing an unsecured redeemable convertible debenture in the amount of CA$525,000 (&414,808) representing the aggregate purchase price for the assets.

The assets comprise certain intellectual property of Lifeist used in connection with a cannabis payments software concept for future deployment within the U.S. cannabis industry.

The convertible debenture is interest-free and matures on the third anniversary of the date of issuance.

In addition, Lifeist has the right, at its option at any time beginning on the business day immediately following the later of (i) the federal legalization of cannabis in the U.S. and the completion of an equity financing of at least $10 million by Spinach Pay, but prior to the close of business on the business day prior to the maturity date, to convert, in whole or in part, the principal amount into fully paid and non-assessable common shares in the capital of Spinach Pay.

The Toronto-based company said that all proceeds of the transaction would be for the benefit of Lifeist shareholders.

Meni Morim, Lifeist'S CEO, explained that by disposing the assets into a convertible debenture, it "continues to breathe life into the concept and expands our portfolio of wellness assets, allowing us to potentially play a role as a technology enabler within the rapidly growing U.S. cannabis market."

Morim added, "As a TSXV listed company, we cannot generate any revenue in the U.S. that is related to cannabis or have direct holdings in companies that do so."

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NXTTF Price Action

Lifeist Wellness' shares traded 6.33% higher at $0.0638 per share at the time of writing Friday morning.

Photo: Courtesy of Scott Graham on Unsplash