Canbud Distribution Corporation (CNSX:CBDX) entered into a nonbinding Letter of Intent to acquire Molecular Science Corp. for CAD 8.5 million on May 25, 2021. Canbud Distribution Corporation entered into a definitive agreement to acquire Molecular Science Corp. for CAD 7.6 million on June 17, 2021. The Proposed Transaction is expected to be structured as a three-cornered amalgamation, pursuant to which a wholly-owned subsidiary to be incorporated by the Canbud Distribution Cor under the laws of Ontario would amalgamate with MSC, with the entity resulting from such amalgamation becoming a wholly-owned subsidiary of the Corporation and the holders of common shares of MSC immediately prior to the amalgamation would receive an aggregate of 70.6 million common shares of Canbud Distribution Corporation in exchange for their common shares of MSC. Post completion, Current MSC shareholders are expected to own approximately 43.9% of the Canbud Distribution common shares on a non-diluted basis, and 35.7% on a fully-diluted basis, before giving effect to the issuance of any Finder's Fee Shares. MSC would be required to pay to Canbud Distribution Corporation a break fee of CAD 150,000 if MSC breaches the binding provisions of the Letter of Intent or terminates the binding provisions of the Letter of Intent. As of June18, 2021, the consideration will be revised to approximately 68.94 million common shares of Canbud in exchange for their common shares of MSC. Upon closing of the transaction, the holders of MSC Shares prior thereto are expected to own approximately 44.7% of the outstanding Canbud Shares on a non-diluted basis. As of December 31, 2020, Molecular Science Corp. reported revenues of CAD 2.7 million, total assets of CAD 3.4 million, total Shareholder's Equity of CAD 2.3 million, EBITDA of (CAD 0.22 million), Net loss of CAD 1.6 million and operating loss of CAD 2.1 million All of the existing directors and management of Canbud Distribution Corporation are expected to remain following any completion of the transaction. Upon closing, all directors and officers of MSC are expected to resign other than Mauro Aiello and Sherry Farsami, who would remain as Interim Chief Executive Officer and Director, Quality Assurance of the amalgamated entity carrying on the business of MSC. The transaction is subject to the receipt of the required approval for the proposed transaction from the shareholders of MSC, satisfaction of Canbud and MSC of its respective due diligence investigation, receipt of all regulatory approvals (including applicable Canadian Securities Exchange approvals for the listing of the common shares of the Corporation issuable to the securityholders of MSC) and no shareholders of MSC have exercised dissent rights with respect to the amalgamation of MSC. Canbud advanced to MSC a bridge loan of CAD 500,000 to be used by MSC for the repayment of certain debt and for working capital purposes. Upon closing of the transaction, Canbud Distribution will issue up to 1.77 million Canbud Shares as an advisory fee. Canbud Distribution Corporation (CNSX:CBDX) completed the acquisition of Molecular Science Corp. on July 8, 2021. Canbud Distribution Corporation issued 68.2 million shares of Molecular Science Corp. on the basis of approximately 3.313 Canbud Shares for each MSC common share outstanding, representing approximately 43.7% of the issued and outstanding Canbud Shares. All outstanding common share purchase warrants of MSC were replaced with common share purchase warrants of Canbud Distribution Corporation, entitling the holders thereof to purchase an aggregate of up to 3.96 million Canbud Shares for a purchase price of CAD 0.30 per share until July 8, 2024. On closing of the acquisition, all directors and officers of Molecular Science Corp in office resigned from their positions, other than Mauro Aiello and Sherry Farsami, who will continue as the Interim Chief Executive Officer and Director of Quality Assurance, respectively, of the amalgamated entity.