Ionic Brands Corp. (CNSX:IONC) entered into a letter of intent to acquire Astleys Of London for $17.8 million on May 17, 2019. Pursuant to the transaction, the purchase price will be $7.8 million, payable in cash and shares of the company, and a further $10 million to be earned out subject to achieving specific milestones as agreed upon in the definitive agreement, for a total purchase price of $17.8 million. The payment of the Initial Purchase Price is based on a cash payment of US$1 million on closing of the transaction and issuance common shares of the company equal to $6.8 million value. 10% of the common shares pursuant to the Initial Stock Issuance will be released on Closing Date; 30% of the common shares to be issued four months from the Closing Date; 30% of the common shares to be issued eight months from the Closing Date; and 30% of the common shares to be issued twelve months from the Closing Date. The Initial Stock Issuance price is valued at $0.59 (CAD 0.79) per common share of the company, subject to approval of its Board of Directors and the CSE. At the option of the vendors of Astleys, the vendors will have a one-time option to reset the price of the common shares of the Initial Stock Issuance any time after four months from the Closing Date. Upon the Initial Stock Issuance Price Trigger, the price per common share shall be determined based on the daily volume weighted average trading price of the company’s shares ten trading days prior to the date on which the shares are released. All shares issued pursuant to the Initial Stock Issuance shall be issued for the updated price thereafter. The $10 million earnout is payable in two phases over time. Upon achieving certain milestones to be agreed upon in definitive documentation, the company will pay $1 million in cash within 15 days of confirmation such conditions are achieved; and issue $4 million common shares of the company. Upon achieving certain milestones to be agreed upon in definitive documentation, the company will pay $1 million in cash within 15 days of confirmation such conditions are achieved; and issue $4 million common shares of the company. The Initial and Secondary Earn-Out Issuance price is valued at $0.59 (CAD0.79). All share issuances are subject to approval by the Board of Directors and the CSE. The transaction is subject to definitive documentation. Ionic Brands Corp. (CNSX:IONC) cancelled the letter of intent to acquire Astleys Of London on November 30, 2020.