Green Growth Brands Obtains Initial Order Under Companies' Creditors Arrangement Act - Seite 3

The Company and the GGB Florida Subsidiaries have agreed that, upon expiry of the Forbearance Period, the Forbearance Covenant shall terminate and Green Ops shall be entitled to exercise any and all of its rights under the applicable loan documents and applicable law against the Collateral, and the Company and the GGB Florida Subsidiaries will not contest any such enforcement action pursuant to the terms of a Voluntary Surrender of Collateral in Satisfaction of Debt and Release Agreement among the parties.

The DIP Agreement

Subject to certain conditions, All Js will make available to the Company a secured non-revolving credit facility up to a maximum principal amount of US$7,200,000.  GGB Canada Inc., GGB Holdco Inc., GGB Green Holdings LLC, GGB Nevada LLC, GGB Nevada Pahrump LLC, GGB Nevada Land LLC, Wellness Orchards of Nevada LLC, Henderson Organic Remedies LLC, Nevada Organic Remedies LLC, Sahara Merchants LLC, GGB Massachusetts LLC, GGB Massachusetts Land LLC, Just Healthy, LLC, Xanthic Biopharma Limited, Xanthic Biopharma US Hold Co., and Xanthic Colorado LLC (collectively, the “Guarantors”) will be guarantors of the Company’s obligations under the DIP Agreement.

The proceeds of the DIP Agreement shall be used during the CCAA proceedings to fund (i) financial advisory fees and professional fees; (ii) the payment of interest and other amounts payable under the DIP Agreement; and (iii) the ongoing requirements of the Company and the Guarantors (including for working capital and other general corporate purposes), in each case in accordance with a budget agreed to with the Lender (the “DIP Budget”). The Company may not use the proceeds of the DIP Agreement to pay any pre-filing obligations of the Borrower or the Guarantors without the prior written consent of the Lender or as contemplated by the DIP Budget. 

The DIP Agreement shall be repayable in full on the earliest of: (i) the date a demand for repayment in writing has been made by the Lender following the occurrence of any Event of Default (as defined therein) which is continuing and has not been cured; (ii) the completion of the Stalking Horse Agreement or any successful bid through the SISP, in which case the amounts owing under the DIP Agreement shall be repaid in full; (iii) the date on which the Initial Order expires without being extended or on which the CCAA proceedings are dismissed or converted into a proceeding under the Bankruptcy and Insolvency Act (Canada); (iv) the sale of all or substantially all of the property and assets of each of the Company and Guarantors;  and (v) the date which is 120 days following the date that all conditions to the advance of the Initial Amount have been satisfied.  Advances under the DIP Agreement are subject to certain customary conditions precedent, covenants and representations.