MustGrow Biologics signs non-binding term-sheet for acquisition of NexusBioAg

MustGrow Biologics Corp. (TSXV:MGRO) (OTC:MGROF) (FRA:0C0) (the ″Company″ or ″MustGrow″) announced the signing of a non-binding term-sheet (the ″Term Sheet″) dated November 27, 2024 with Univar Solutions Canada Ltd. (″Univar Solutions″) for the proposed acquisition of certain assets that represent NexusBioAg (″NexusBioAg″).

This strategic acquisition remains subject to certain conditions including completion of satisfactory due diligence, the negotiation and execution of a definitive asset purchase agreement between MustGrow and Univar Solutions, and the approval by the TSX Venture Exchange (″TSXV″) and MustGrow’s Board of Directors. The purchase consideration for the proposed acquisition is anticipated to include (i) a deferred cash payment and (ii) contingent payments made in 2025 and 2026, in each case subject to certain adjustments to be agreed to in the definitive transaction documents. The parties are targeting a closing on or about December 31, 2024 for this strategic acquisition. There are no finder fees payable in connection with the proposed acquisition and the parties are acting at arm’s length.

Completion of the proposed acquisition of NexusBioAg would position MustGrow as a fully integrated provider of biological and regenerative agriculture solutions with a sales, marketing and distribution division in Canada.  Under MustGrow, this division would market and sell the existing NexusBioAg product line alongside MustGrow’s owned products and technology. It is anticipated the NexusBioAg sales and marketing team would bring extensive experience in the biological and regenerative agriculture sector to MustGrow’s operations, supported by a broad industry network that is uniquely positioned to drive growth and innovation.  The NexusBioAg team has well-established relationships with growers, channel partners, and influencers. They are adept in commercialization of new biological and regenerative products, leveraging a proven model that has delivered market success. 

As a fully integrated agriculture biologics and regenerative agriculture company, upon closing of the proposed transaction, MustGrow would have access to NexusBioAg’s existing sales with new third party product lines anticipated in 2025 and MustGrow’s proprietary TerraMGTM expected to launch thereafter. Potential synergies are expected, driven by market access for new product development and reduced distribution costs for MustGrow’s owned products.

″This is an exciting opportunity to deliver technology driven, innovative products to farmers in Canada and ultimately the United States,″ said Corey Giasson, President & CEO of MustGrow. ″This synergistic acquisition would solidify MustGrow’s position as a fully integrated biological and regenerative agriculture company, with an established in-licensed third-party product line, while laying the foundation for the commercialization of MustGrow’s own innovative products.″