Glorious Creation Announces Closure of US$4.6 Million Towards Aerobloom Financing
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES
GLORIOUS CREATION ANNOUNCES CLOSURE OF US$4.6 MILLION
TOWARDS AEROBLOOM FINANCING
Vancouver, British Columbia , December 6, 2022 – Glorious Creation Limited ("Glorious" or the
"Company") (CSE: GCIT.X), is pleased to announce that, further to its news release s dated May 4,
2022, and September 14, 2022 (the "Initial News Release s"), Aeroponics Integrated Systems Inc.
("AeroBloom" and together with "Glorious" the "Parties") has closed the first and second tranches
(the “ Initial Tranches”) of its previously announced crowdfunding regulation financing of up to
approximately 13,513,513 common shares of AeroBloom ("AeroBloom Shares") at a price of US$0.37
per AeroBloom Share for gross proceeds of up to US$5,000,000 (the "AeroBloom Financing").
Under the Initial Tranches, AeroBloom issued 12,432,432 AeroBloom Shares at a price of US$0.37 per
AeroBloom Share for gross proceeds of approximately US$4.6 million to subscribers in the United
States. Pursuant to the terms of the definitive share exchange agreement dated May 3, 2022, among
the Company, AeroBloom and the shareholders of AeroBloom (the " Definitive Agreement "),
US$1,400,000(1) of the gross proceeds of the Initial Tranches have been deposited into escrow until
the earlier of the closing of the Transaction (as described in the Initial News Releases) or termination
of the Definitive Agreement.
Liam Corcoran, CEO of Glorious, stated: “ GCIT is excited to announce positive progress towards
completing its transaction to take Aerobloom public on the Canadian Securities Exchange in 2023 and
believes that closing this initial funding is a huge step towards Aerobloom reaching its future potential
and using its proprietary technology to become a major player in the Agricultural Technology sector.”
The net proceeds of the AeroBloom Financing are expected to be used for marketing and advertising
AeroBloom's products and the AeroBloom Financing, leasing costs, the repayment of outstanding
indebtedness, general working capital requirements and to cover costs and expenses in connection
with the AeroBloom Financing.
For further details on the AeroBloom Financing, readers are referred to the Initial News Release s,
which are available under the Company’s profile on SEDAR at www.sedar.com.
(1) The Company corrects the disclosure in its News Release dated September 14, 2022 to state that US$1,400,000 (rather than
US$2,500,000, which is what was previously disclosed in the Company’s news release dated September 14, 2022) of the gross
proceeds of the AeroBloom Financing have been deposited into escrow in accordance with the terms of the Definitive Agreement.
About AeroBloom
AeroBloom is a private company incorporated under the laws of California. AeroBloom’s core
business is the development and use of proprietary aeroponics technology to harvest and cultivate
various crops including tomatoes and bell peppers for distribution and retail. AeroBloom’s
technology, which includes hardware, software, and know -how (unique growing protocols) for the
optimal cultivation of plant crops in controlled environments, provides advantages in terms of yield,
water conservation, speed of growth, and quality of crops relative to other similar systems available
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for controlled environment agriculture. This, in turn, allows AeroBloom to produce food at a lower
cost relative to other producers using similar systems. AeroBloom intends to construct a greenhouse
capable of growing tomatoes and bell peppers using its proprietary aeroponi cs technology. At the
same time, Aerobloom has retained Kevin McDoneld as Chief Technical Officer to develop and
implement an AI software and robotics system that can be integrated into the existing aeroponics
system. Mr. McDoneld has over 25 years of engineering experience including working on projects for
NASA, General Electric and the US Navy.
Additional information regarding AeroBloom can be found on AeroBloom’s website at
aerobloom.com. Financial information regarding AeroBloom will be provided in a future news release
once available.
About AeroSynergy
AeroSynergy is a Delaware limited liability company controlled by certain founders of AeroBloom.
AeroSynergy has leased a cannabis -licensed building (Cultivation, Manufacturing, and Distribution
licenses) and is near completion of obtaining its power upgrade and building permit. This facility is
expected to serve as a commercial-scale showcase for the yield, resource, and efficiency advantages
of AeroBloom's patent pending aeroponics system to be utilized on various crops.
About Glorious Creation Limited
Glorious is incorporated under the provisions of the Business Corporations Act (British Columbia) with
its registered and head office in Vancouver, British Columbia. Glorious is a "reporting issuer" in the
provinces of Ontario, British Columbia and Alberta.
For further information, please contact:
Glorious Creation Limited
Attention: Liam Corcoran, CEO and Director
Phone: (778) 889-4966
Cautionary Note
Completion of the Transaction is subject to a number of conditions, including but not limited to, CSE
acceptance and if applicable, disinterested shareholder approval. Where applicable, the Transaction
cannot close until the required shareholder approval is obtained. There can be no assurance that the
Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Listing Statement, any information released
or received with respect to the Transaction may not be accurate or complete and should not be relied
upon. Trading in the securities of the Company or the resulting issuer following the Transaction should
be considered highly speculative. The CSE has in no way passed upon the merits of the proposed
Transaction and has neither approved nor disapproved the contents of this news release.
The CSE does not accept responsibility for the adequacy or accuracy of this news release
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Forward Looking Information
This news release contains forward-looking statements and information that are based on the beliefs
of management and that reflect the Company's current expectations. When used in this news release
, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may"
or "should" and the negative of these words or such variations thereon or comparable terminology
are intended to identify forward -looking statements and information. The forward -looking
statements and information in this news release includes, without limitation, information regarding
the terms of the AeroBloom Financing and the use of proceeds therefrom and the terms and timing of
completion of the transactions contemplated under the Definitive Agreement . Although Glorious
believes that such information is reasonable, it can give no assurance that such expectations will prove
to be correct.
Such statements and information reflect the current view of Glorious. By their nature, forward-looking
statements involve known and unknown risks, uncertainties and other factors which may cause actual
results, performance or achievements, or other future events, to be materially different from any
future r esults, performance or achievements expressed or implied by such forward -looking
statements. Such factors include, among others, the following risks:
• the risk that the Parties are unable to complete the transactions contemplated under the
Definitive Agreement, on the terms and conditions anticipated, or at all;
• there is no assurance that the AeroBloom Financing will be completed or as to the actual
gross proceeds to be raised in connection with the AeroBloom Financing;
• there is no assurance that Glorious and AeroBloom will obtain all requisite approvals for the
transactions contemplated under the Definitive Agreement , including the approval of the
Canadian Securities Exchange (which may be conditional upon amendments to the terms of
the transactions contemplated under the Definitive Agreement);
• risks related to the ongoing COVID-19 pandemic and the ongoing conflict in Eastern Europe
and how either of these events could cause material delays in the consummation of the
transactions contemplated under the Definitive Agreement;
• unanticipated costs and expenses;
• new laws or regulations could adversely affect the ability of the Parties to consummate the
transactions contemplated under the Definitive Agreement; and
• other risks and factors that the Parties are unaware of at this time.
Such forward information and statements are based on numerous assumptions, including among
others, that all conditions required for the transactions contemplated under the Definitive Agreement
will be fulfilled prior to the Outside Date (as defined in the Initial News Releases) , that the Company
will be able to obtain receipt of all shareholder, regulatory and third party approvals required for the
transactions contemplated under the Definitive Agreement, that COVID-19 or the ongoing conflict in
Eastern Europe will not materially impact the consummation of the Transaction or the businesses or
personnel of Glorious and AeroBloom, and that general business and economic conditions will not
change in a material adverse manner. Although the assumptions made by the Company in providing
forward looking information or making forward -looking statements are considered reasonable by
management at the time, there can be no assurance that such assumptions will prove to be accurate.
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Although the Company has attempted to identify important facto rs that could cause actual actions,
events or results to differ materially from those contained in , or implied by, the forward -looking
information, there may be other factors that cause results not to be as anticipated, estimated or
intended. Accordingly, readers should not place undue reliance on forward -looking statements or
information. The forward -looking information contained in this news release represents the
expectations of Glorious as of the date of this news release and, accordingly, is subject to change after
such date. Accordingly, readers should not rely upon this information as of any other date. While
Glorious may elect to, it does not undertake to update this information at any particular time except
as required in accordance with applicable laws.
U.S. Securities Law Disclaimer
This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities
in the United States or to, or for the account or benefit of, any U.S. Person (as defined in Regulation S
under the United States Securities Act of 1933, as amended). The Company’ securities have not been,
nor will they be, registered under the United States Securities Act of 1933, as amended, or any state
securities laws and may not be offered or sold in the United States or to, or for the account or benefit
of, a U.S. Person, absent registration or an applicable exemption from the registration requirements
of the United States Securities Act of 1933, as amended, and applicable state securities laws.