Thoughtful Brands Inc. (CNSX : TBI) signed a binding term sheet to acquire American CBD Extraction Corp. for CAD 11 million on September 18, 2020. As of October 21, 2020, Thoughtful Brands Inc. (CNSX : TBI) entered into a definitive agreement to acquire American CBD Extraction Corp for CAD 9.4 million. As part of the consideration, Thoughtful Brands proposes to acquire all of the issued and outstanding share capital of, or all of the assets of, American CBD. The consideration will be satisfied with through the issuance of 110 million common shares of Thoughtful Brands. 82.5 million of the consideration shares will be subject to restrictions on resale. Upon completion, American CBD will become a wholly owned subsidiary of Thoughtful Brands. Joel Shacker shall be the first director of the company. Closing of the acquisition is subject to American CBD having a minimum cash balance of CAD 2.25 million, less closing costs related to the proposed acquisition; and the debts and liabilities of American CBD and its subsidiaries not exceeding CAD 0.25 million on a consolidated basis, other than costs related to the amalgamation, all outstanding securities of American CBD convertible into shares, with the exception of the American CBD subscription receipts, having been cancelled, Thoughtful Brands having appointed a nominee of American CBD to the board of directors of Thoughtful Brands, dissenters rights being limited, the consummation of the American CBD private placement, and the approval of the board and shareholders of Thoughtful Brands and American CBD.