LiveWell Canada Inc. announced that LiveWell has signed a binding letter of agreement to acquire 100% of Vitality CBD Natural Health Products Inc. and its wholly-owned U.S. subsidiaries, which will result in a reverse takeover transaction by Vitality. When the Transaction closes, the following directors and key executive officers will be appointed to lead the Merger Co. Mike Mueller will be appointed as Chairman of the Board.

Mr. Mueller was President and CEO of MDS Capital Corp. from 2003 to 2005. Bill MacKinnon will be appointed as Audit Committee Chairman.

Mr. MacKinnon is a Chartered Professional Accountant. He was the CEO of KPMG from April 1999, until his retirement in December 2008. Owen Kenney will be appointed as Director.

The CEO of VitalPure Nutraceutical and co-founder of Vitality, Mr. Kenney has more than 20 years of experience in residential, agricultural, commercial and civil construction and operations, overseeing negotiations with municipalities, landowners, engineers, lawyers and other professionals. Kent Hoggan will be appointed as Director. Mr. Hoggan has more than four decades of experience in the United States as a real estate developer specializing in infrastructure and other projects involving zoning, government entitlements and clearance.

David Rendimonti will be appointed as Director and Chief Executive Officer. Mr. Rendimonti has a 30-year track record in building and leading top brands in the life sciences sector through senior roles at some of the world's most prominent healthcare organizations, such as Johnson & Johnson and Wyeth Pharmaceuticals (a Pfizer company). Robert Leaker will be appointed as President and Chief Operating Officer.

Mr. Leaker has more than two decades of leadership experience and a track record of creating and commercializing new business ventures, leveraging his unique background in science, engineering and business finance. Steven Archambault will be appointed as Chief Financial Officer and Chief Administrative Officer. Mr. Archambault is an accomplished finance executive with more than 20 years of experience with private and public companies, including companies listed on the NYSE and TSE senior exchanges.

The Board will also appoint two additional independent directors from the life sciences sector during the first half of 2019. In light of the conflict of interests from certain executives and directors due to equity ownership in both LiveWell and Vitality, the Chairman of LiveWell also serving as a director of Vitality, and LiveWell's Chief Innovation and Science Officer also serving as the President and CEO of Vitality, the Board of Directors of LiveWell created an Independent Committee to review and preliminary approve the binding letter of agreement. The Independent Committee retained the services of Haywood Securities Inc. to obtain a fairness opinion on the Transaction and retained Lawson Lundell as legal advisors.