Next Green Wave Enters into Definitive Agreements with Organic Medical Growth (OMG)

Vancouver, British Columbia–(Newsfile Corp. – March 15, 2019) – Next Green Wave Holdings Inc. (CSE: NGW) (OTCQB: NXGWF) (“Next Green Wave” or the “Company”), is pleased to announce the signing of definitive agreements in respect of its previously announced transaction to take a strategic investment in Organic Medical Growth OMG3 INC. (“OMG“), a Canadian based company focused on producing and commercializing CBD products derived from medicinal and industrial cannabis in Colombia.

Next Green Wave now has access to the Colombian cannabis market which has an estimated potential to supply medicinal cannabis to 6 million patients. Through OMG’s current distribution channel of 7,300 pharmacies, Next Green Wave has the opportunity to license its collection of brands and products into the Colombian market.

Organic Medical Growth Company Update

OMG, with its experienced management team, continues to execute according to its strategic roadmap. Further developments that have taken place since the signing of the memorandum of understanding between the parties on February 14, 2019 include the following:

• OMG has signed a joint venture with Cannabolland Cluster S.A.S (“Cannabolland”), a vertical biotech cluster based in Piedemonte Llanero region, Meta (Colombia) that groups companies with cannabis licenses with the aim of structuring the companies, consolidating the licenses, providing technical knowledge and infrastructure. As per the joint venture agreement, OMG has now access to the planned production of cannabis on 5,000 hectares of land with possible extension of the cultivation licenses for all types of production to the geographical area of the cluster (up to 12,000 acres). The six companies within Cannabolland, that include 2,500 associated growers, have 3 psychoactive (THC) and 3 non-psychoactive (CBD) licenses, as well as 2 transformational (extraction) licenses. In collaboration with its strategic and distribution partner Ortix S.A.S,
• OMG is working on the launch of 9 cannabis-based topical products under the OMG brand. The first 2 products from the OMG portfolio in Colombia will be distributed across Ortix network of 7,300 stores within the next 60 days.

OMG is actively pursuing a go-public transaction and focusing on becoming a significant producer and supplier of medicinal cannabis products and services in Colombia alongside companies such as PharmaCielo and Khiron Life Sciences Corp. OMG is positioning itself to become one of the lowest costs, high-margin businesses operating in Colombia while delivering premium quality cannabis products to their consumers.

“To see how quickly OMG is growing their business opportunities in Colombia is exciting for Next Green Wave,” stated Leigh Hughes, CEO of Next Green Wave. “As OMG grow their distribution channels, it opens up the platform for our brands outside of California and gives us scope to do more in a low-cost, high-margin environment in Colombia.”

Terms of the Definitive Agreements and Strategic Partnership

Under the terms of the Investment Agreement, Next Green Wave will participate as follows:

• Invest in 2,000,000 common shares of OMG at CAD$0.25 per share for a total amount of CAD$500,000 under a subscription agreement with OMG
• Receive an additional 4,300,600 common shares representing 10% of the share capital of OMG post it’s first round of financing, in exchange for NGW’s provision of collaborative and commercial strategic support services under a services agreement, as described further below
• Receive an option to purchase 2,395,000 shares of OMG CAD$0.50 per share, or such other number of shares equivalent to 5% of the share capital following its first round of financing

The Agreement is based on the expectation that OMG will complete its Initial Public Offering (IPO) in 2019 and is also subject to the approval of the Canadian Securities Exchange.

In consideration of the common shares issued in the capital of OMG, Next Green Wave will collaborate and provide commercial strategic support to OMG through a License and Service Agreement, including the following:

• Adopting of nursery, cultivation and manufacturing techniques that will enable OMG to produce high quality cannabinoid oil through large scale production and in compliance with GMP standards;
• Planning and design of necessary infrastructure for its outdoor and indoor facilities; and
• Licensing of Next Green Wave’s medicinal consumer product goods and brands across OMG’s entire distribution network subject to countrywide regulation approval.

Next Green Wave’s Executive Chairman and CEO, Leigh Hughes will also be appointed to the advisory board of OMG and is expected to be appointed as a full board member of OMG as part of its going public transaction.

On behalf of the Board,
Leigh Hughes
CEO and Executive Chairman, Next Green Wave Holdings Inc.

About Next Green Wave

Next Green Wave (NGW) is a vertically integrated seed-to-consumer premium medicinal and recreational cannabis company operating in California – the world’s largest cannabis market. NGW has acquired licenses for its nursery/breeding, cultivation, extraction, and distribution operations covering both medical and recreational cannabis production and services. Construction of the indoor facility (35,000 ft²) has been completed and is now moving into the production phase. NGW will be pushing the innovation envelope with its current assemblage of strong brands and partnerships as well as continue to forge new brands that can be distributed across the globe. NGW has a library of more than 120 genetic cannabis strains which include several cannabis cup award winning genetics. The company currently owns 15 acres of cannabis-zoned land in Coalinga, California and is positioned for future growth and development. To find out more visit us at www.nextgreenwave.comor follow us on Twitter at @nextgreenwave, on Instagram, and LinkedIn.

About Organic Medical Growth OMG3 Inc.

OMG is a Canadian investment holding company focused on the production and distribution of cannabidiol (CBD oil) for medicinal purposes, sourced from organic certified farms in Colombia, as well as the distribution of cannabis-based medicinal products in Colombia and other markets. Through its joint venture agreements in Colombia, OMG has access to cultivation and transformation licenses and has an established distribution network through a strategic partnership in Colombia. To find out more visit www.organicmedicalgrowth.com

Next Green Wave Forward Looking Statements

This press release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, the risk factors included in the preliminary prospectus, including without limitation dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing state, local or other licenses and any inability to obtain all necessary governmental approvals licenses and permits to complete construction of its proposed facilities in a timely manner; engaging in activities which currently are illegal under US federal law and the uncertainty of existing protection from U.S. federal or other prosecution; regulatory or political change such as changes in applicable laws and regulations, including U.S. state-law legalization, particularly in California, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; NGW’s limited operating history and lack of historical profits; reliance on management; NGW’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with customers and suppliers. Readers are encouraged to the review the section titled “Risk Factors” in NGW’s preliminary prospectus. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although NGW has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. NGW no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

For more information contact:

Next Green Wave
Caroline Klukowski
VP Corp. Development
Tel: +1 (778) 589-2848
[email protected]

Organic Medical Growth OMG3 Inc
Jorge Diaz
President & CEO
Tel: +1 (514) 777 7627
[email protected][

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/43439

copyright (c) newsfile corp. 2019