LONDON: World High Life Plc announced that Tony Calamita has been appointed as Chief Executive Officer and Director of the Company with immediate effect.
Tony is one of the founders of the Company’s wholly owned subsidiary, Love Hemp Limited and has played a crucial role in the rapid development of Love Hemp’s business, creating one of the UK’s leading CBD and health and wellness suppliers.
Commenting on Tony’s appointment, Andrew Male, Director of the Company, said: “Tony has worked closely with the World High Life Board since the acquisition of Love Hemp in 2019.
His guidance and energy with the operations of Love Hemp are key to its success to date, and it is natural for him to accept this appointment to join the Board of World High Life. We are very pleased to welcome him and look forward to working with him on the continuing growth of Love Hemp”.
Settlement of Deferred Consideration:
Concurrently with the appointment of Mr. Calamita as a Director, and further to the Company’s announcement of 25 September 2020, the Company and the vendors of Love Hemp have agreed that settlement of the final deferred consideration of £2 million due to the Vendors will be satisfied by the issue of ordinary shares of 1p each in the Company, rather than in cash.
Accordingly, the Vendors will be issued with a total of 133.3 million Ordinary Shares at a price of 1.5p per share, in full and final settlement of the consideration due to them.
Tony Calamita and Thomas Rowland are the principal Vendors and have each been allotted 30.6 million of the Initial Vendor Shares, such that each now has an interest in 54.1 million Ordinary Shares, representing, in each case, 13.48% per cent of the Company’s enlarged issued share capital.
The settlement of the deferred consideration by the issue of the Vendor Shares will eliminate £2,000,000 of debt at Word High Life.
Issue of additional Ordinary Shares for Cash:
Further to the subscription of Ordinary Shares announced by the Company on 27 January 2021, World High Life is pleased to announce that Peterhouse Capital Limited has procured subscriptions for an additional 12.5 million Ordinary Shares, and the Company has directly procured subscriptions for an additional 34.2 million Ordinary Shares for a total of 46.7 million Ordinary Shares at a subscription price of 1.0p per share, raising gross proceeds of £467,000 for the Company.
Subscribers for the Additional Subscription Shares will also receive 1 share purchase warrant for every 1 Ordinary Share subscribed for, amounting in aggregate to 46.7 million additional warrants.
World High Life has also issued a Deed of Variation to holders of the outstanding £1.9 million of convertible loan notes and convertible debentures, issued in earlier financings by the Company.
If the holders of Convertible Debentures accept the Deed of Variation, the Convertible Debentures, plus accrued interest at a rate of 10% per annum, will be converted into Ordinary Shares at a price of 0.025p per share.
With the appointment of Tony Calamita, Robert Payment has resigned from the Company. Mr. Payment is committed to working with the Company through a transition phase.