TGOD Acquisition Corp. Announces Lead Order in HempFusion Wellness Inc.'s IPO

Vancouver, British Columbia - TheNewswire – January 7, 2021 – TGOD Acquisition Corporation (the “Company”) is pleased to announce that it acquired 1,700,000 units (the “HempFusion Units”) of HempFusion Wellness Inc. (TSX:CBD.U) (“HempFusion”) at a price of USD$1.00 per HempFusion Unit for a total consideration of US$1,700,000 under HempFusion’s initial public offering which was completed January 6, 2021 (the “Subscription”). HempFusion’s common shares (the “HempFusion Shares”) and the HempFusion Warrants (as defined below) commenced trading on the Toronto Stock Exchange (the “TSX”) on January 6, 2021 under the symbols CBD.U and CBD.WT.V, respectively.

Each HempFusion Unit is comprised of one HempFusion Share  (a “HempFusion Unit Share”) and one-half of ‎one HempFusion Share purchase warrant (each whole ‎HempFusion Share purchase warrant, a “HempFusion Warrant”). ‎Each HempFusion Warrant entitles the holder to purchase one HempFusion Share (a “HempFusion Warrant Share”) at a price of $1.20 per HempFusion Warrant Share until January 6, 2026. The HempFusion Unit ‎Shares are subject to a contractual hold period and may not be ‎traded until May 6, 2021. The HempFusion ‎Warrant Shares will be subject to a ‎contractual hold period and may not be traded until July 6, 2022.

 “After careful consideration and extensive due diligence, the investment into HempFusion’s IPO made sense for us for a variety of reasons, including, first and foremost, a world-class management team with proven track record of execution,” commented Nick DeMare, the Company’s CFO. “HempFusion’s unique uncompromising approach to regulatory compliance, it’s diverse product portfolio with four brands and 46 unique products on shelves, its apparent industry first trojan horse strategy with Probulin Probiotics, and its national distribution to over 4,000 retailers including Amazon, Whole Foods, Sprouts, Vitamin Shoppe, Fresh Thyme Market really set the company apart. Not to mention their rapidly growing e-commerce presence, sales or purchase orders in eight countries and significant omni-channel revenue plan made this a clear decision for our capital,” continued Mr. DeMare.  

For more information on HempFusion, watch Dr. Jason Mitchell, HempFusion’s Co-Founder and Chief Executive Officer, explain more about HempFusion in a video here.

“We are incredibly excited to have completed our initial public offering and begin trading on the Toronto Stock Exchange,” commented Mr. Mitchell. "As the first U.S. based CBD company to list directly on the TSX, we welcome TGOD Acquisition Corp.’s participation in our successful IPO as we continue our plan to firmly establish HempFusion as a leader in the dynamic global CBD industry.”

The Subscription was considered and approved by the board of directors of the Company. Mr. Daniel Brody, the Company’s Chief Executive Officer and Director, declared a conflict of interest and abstained from voting on the Subscription. The remaining directors voted unanimously to approve the Subscription.

The Company continues to evaluate options to provide liquidity for its shareholders in the near term.

Contact information

Nick DeMare, Chief Financial Officer and a Director of the Company
ndemare@chasemgt.com

ABOUT HEMPFUSION

HempFusion is a leading health and wellness CBD company utilizing the power of whole-food hemp nutrition. HempFusion distributes its family of brands, including HempFusion, Probulin Probiotics, Biome Research, and HF Labs, to approximately 4,000 retailers across all 50 states of the United States and select international locations. Built on a foundation of regulatory compliance and human safety, HempFusion’s diverse product portfolio comprises 46 SKUs including, tinctures, proprietary FDA Drug Listed Over The Counter (OTC) Topicals, Doctor/Practitioner Lines and more. With a strong focus on research and development, HempFusion has an additional 30 products under development. HempFusion is a board member of the US Hemp Roundtable, and HempFusion’s wholly-owned subsidiary, Probulin Probiotics, is one of the fastest-growing probiotics companies in the United States, according to SPINs reported data. HempFusion’s CBD products are based on a proprietary Whole Food Hemp Complex™ and are available in-store or by visiting HempFusion online at www.hempfusion.com or www.probulin.com.

About TGOD Acquisition Corporation

TGOD Acquisition Corporation is an investment company guided by an investment policy primarily focused on investments in the cannabis and hemp/CBD industries in Canada, the United States and internationally. These investments may include the acquisition of equity, debt or other securities of publicly traded or private companies or other entities, financing in exchange for pre-determined royalties or distributions and the acquisition of all or part of one or more businesses, portfolios or other asset, in each case as the Company believes will enhance value for Shareholders in the long term.

Cautionary Note Regarding Forward-Looking Statements

Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release may include, but are not limited to, statements with respect to evaluation of investment opportunities, future investments and related timelines. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; loss of markets; future legislative and regulatory developments involving; income tax and regulatory matters; the ability of the Company to implement its business strategies; competition; currency and interest rate fluctuations and other risks. Readers are cautioned that the foregoing list is not exhaustive and should carefully review the various risks and uncertainties identified in the Company's filings on SEDAR. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

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