Prime Drink Group Announces Execution of a Binding Letter of Intent for the Acquisition of Beach Day Every Day and Concurrent Financing

1 hour ago 2

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CSE Approval

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The Transaction will be considered a Major Acquisition (as defined in the policies of the CSE) under the policies of the CSE and will be subject to the approval of the CSE but is not expected to result in a Change of Control (as defined in the policies of the CSE) of the Company.

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About Prime Drink Group

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Prime Drink Group Corp (CSE: PRME) is a Québec-based corporation focused on becoming a leading diversified holding company in the beverage, influencer media and hospitality sectors.

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For further information, please contact:

Jean Gosselin, CFO
Phone: (514) 394-7717
Email: [email protected]

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THIS NEWS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY OF THE SECURITIES WITHIN THE UNITED STATES, AND THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES, OR TO OR FOR THE ACCOUNT OR BENEFIT OF ANY PERSON IN THE UNITED STATES OR ANY U.S. PERSON, UNLESS REGISTERED UNDER THE U.S. SECURITIES ACT AND APPLICABLE U.S. STATE SECURITIES LAWS, OR PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS. THERE SHALL BE NO OFFER OR SALE OF THESE SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL ABSENT REGISTRATION OR QUALIFICATION OF SUCH SECURITIES UNDER THE LAWS OF ANY SUCH JURISDICTION. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT.

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Forward-Looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations (including negative and grammatical variations) of such words and phrases or statements that certain acts, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information in this press release may include, without limitation, statements relating to: (i) the completion of the Transaction, (ii) the payment of the Cash Consideration, the issuance of the Warrants, and the issuance of the Consideration Shares, (iii) receipt of all necessary approvals, consents and regulatory clearances, including the characterization of the Transaction by the CSE, (iv) the satisfaction of conditions precedent to closing, including the completion of the Concurrent Financing, (v) the negotiation and execution of definitive agreements in connection with the Transaction, (vi) the structure and use of proceeds from the Concurrent Financing, (vii) the expected availability of exemptions from the formal valuation and minority shareholder approval requirements under MI 61-101, (viii) the expectation that the Transaction will not result in a Change of Control of the Company, (ix) the intended benefits of the transactions contemplated herein, (x) the characterization of BDED as a leading, premium and fast-growing brand and the anticipated positive benefits of its expansion activities, and (xi) the Company’s objective of becoming a leading diversified holding company in the beverage, influencer media and hospitality sectors.

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These statements are based upon assumptions that are subject to significant risks and uncertainties, including risks regarding the beverage industry, the ability of the parties to satisfy the conditions precedent to closing, the ability of the Company to raise capital on acceptable terms, reliance on personnel, the receipt of all regulatory, corporate, and shareholder approvals, market conditions, general economic factors, and the equity markets generally. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance of Prime may differ materially from those anticipated and indicated by these forward-looking statements. Any number of factors could cause actual results to differ materially from these forward-looking statements as well as future results. Although Prime believes that the expectations reflected in forward-looking statements are reasonable, they can give no assurances that the expectations of any forward-looking statements will prove to be correct. Except as required by law, Prime disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise.

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Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

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