Thermal Tennis, CannaSys sign merger agreement
Published on August 22, 2014 at 9:22 AM
Thermal Tennis, Inc. ("Thermal Tennis"), a Nevada corporation that focuses on the development of tennis management and training programs announced today that it has entered into an agreement and plan of merger (the "Merger Agreement") with CannaSys, Inc. ("CannaSys"), a Colorado corporation that provides innovative marketing solutions for the growing medical and recreational cannabis industry. Under the terms of the Merger Agreement, a wholly owned subsidiary of Thermal Tennis merged with and into CannaSys which then became a wholly owned subsidiary of Thermal Tennis. All of CannaSys's outstanding common stock was converted into shares of common stock of Thermal Tennis. On the closing of the Merger, the shareholders of Thermal Tennis retained an aggregate of 4,398,088 shares or 42.3% of Thermal Tennis's common stock, and the CannaSys's shareholders acquired 6,000,000 shares or 57.7% of the common stock for a total of 10,398,088 shares of common stock issued and outstanding.
"We are pleased to enter into a merger agreement with CannaSys," said Bob Deller, former CEO of Thermal Tennis. "This is a thrilling step forward and a unique opportunity for our company to be involved in the exciting growing cannabis industry."
"Our team is beyond excited in finding such a great partnership as we did with Thermal Tennis," said Brandon Jennewine, CannaSys's CEO. "Based on our team's knowledge of the cannabis industry and the opportunities we see, we believe this to be a unique and exciting offering for our shareholders and for the industry in general. We look forward to working hard to bring a fresh and innovative set of products to the market."
Effective as of the closing of the Merger, Brandon Jennewine joined Thermal Tennis incumbent director Robert Deller to form a two-person company board. Subject to compliance with the 10-day advance stockholder notice requirements of Rule 14f-1 under the Exchange Act, Robert Deller will resign as a director and officer of the Company, and Daniel J. Rogers will be appointed to fill the resulting vacancy. At the closing of the Merger transaction, Thermal Tennis appointed Mr. Jennewine as its CEO and president and Mr. Rogers as its CFO, Vice President, Secretary and Treasurer. In addition, Thermal Tennis agreed to change its name to CannaSys, Inc., subject to the filing and dissemination of an information statement meeting the requirements off the Exchange Act. Following the name change, the company will apply for a new CUSIP number and trading symbol.