Brooklyn, N.Y., December 12, 2018 – Sport Endurance, Inc. (OTCQB: SENZ) (the “Company”) announced today the closing of approximately $2.8 million in a private placement of its units, each unit consisting of one share of common stock and one-half of a warrant, the proceeds of which the Company plans to use to explore strategic alternatives in the cannabidiol (“CBD”), hemp, and legal cannabis industries.
David Lelong, Chief Executive Officer of Sport Endurance, stated, “The regulatory landscape continues to evolve for CBD products, allowing us to leverage our core competency as an online marketer to potentially offer these products through e-commerce. With the Farm Bill moving forward, we believe now is the opportune time to explore strategic opportunities in the CBD and hemp segments of the market. We arecurrently in preliminary discussions to enter into a new business model and acquire a business, although we have not yet entered into any agreements and may not be able to complete any proposed acquisition.”
The Hemp Farming Act of 2018, introduced by Senate Majority Leader Mitch McConnell in March 2018, proposed the removal of hemp from being classified as a Schedule I controlled substance, making it a normal agricultural commodity on the national level. On December 10, 2018, the U.S. House and Senate Agriculture Committees released the text of the bipartisan, bicameral Farm Bill conference report that would progress the bill closer to passage. The Farm Bill would federally legalize CBD extraction from hemp and permit big box retailers to sell CBD products. According to New Frontier it is estimated that CBD sales will reach $1.2 billion by 2020 as compared to national sales of $367 million thus far in 2018.
The units were offered to accredited investors and non-U.S. persons at a fixed price of $0.075 per unit. The warrants are exercisable at $0.15-per share over a two-year term. The offering and sale of securities described herein has not been registered under the Securities Act of 1933 or any state securities laws, and these securities may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the “SEC”) or an applicable exemption from such registration requirements. The Company has agreed to file a registration statement with the SEC covering the resale of the shares of common stock and common stock issuable upon the exercise of the warrants.
No Offer or Solicitation
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Sport Endurance, Inc.
At the foundation of Sport Endurance is the belief that good health practices and nutrition contribute to and promote a higher quality of life. The goal of Sport Endurance is to improve the health of others by providing quality and effective nutritional supplement products. Sport Endurance is currently seeking opportunities in the CBD, hemp, and legal cannabis industries. For more information, please visit http://www.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected growth of the cannabis industry and the Company’s acquisition plans. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Some or all of the results anticipated by these forward-looking statements may not be achieved. Important factors that could cause actual results to differ from those in the forward-looking statements include regulatory developments aimed at hemp legalization and the Company’s ability to successfully enter into a new business model and find suitable acquisition candidates. Further information on our risk factors is contained in our filings with the SEC. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
Sport Endurance, Inc.
David Lelong, President and CEO