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November 27, 2025 - Calgary, Alberta – TheNewswire - Vencanna Ventures Inc. (the "Company" or "Vencanna") (CSE:VENI) announces that the Company has entered into a definitive sale agreement with an arm’s length purchaser (the “Purchaser”) to sell its 95% membership interest in Vencanna NJ LLC, a special purpose company that has applied for a Class 5 retail license for a proposed retail site in Bellmawr, NJ. All financial amounts are expressed in U.S. dollars unless otherwise indicated.
Under the terms of the agreement, the total consideration payable by the Purchaser to Vencanna for its membership interest in Vencanna NJ is $1,250,000, plus cash reimbursement of certain deposits amounting to approximately $135,000 (the “Reimbursement”), plus an earnout of up to $250,000. The transaction is expected to close in 90 to 120 days, subject to customary closing conditions, including municipal and state approval. Each party is responsible for their respective transaction costs.
At closing, the Company will receive $1,000,000 cash, plus the Reimbursement, plus $250,000 Promissory Note due in six (6) months from the closing date. In addition, the Purchaser shall pay the Company an earnout amount equal to ten percent (10%) of its net revenues in excess of $7,500,000 during the highest grossing consecutive 12 months during the first 18 months of operations, capped at $250,000.
The Company intends to add the net proceeds from the transaction to its cash on hand. The Company has not allocated the proceeds to any specific use other than for working capital purposes, nor does the Company at this time have material commitments or immediate plans related to the deployment of such funds.
The Company also announces that, as of October 3, 2025, TGC New Jersey LLC’s ("TGC") has exited its lease in Cinnaminson NJ, and that the Company has been released of its guarantee of the lease at no further costs. This has significantly reduced the Company’s financial obligations going forward. While New Jersey is an attractive state to operate, new capital for the cannabis industry has continued to be quite challenging and the Company made the strategic decision to monetize its interests thereby relieving the Company of its obligations and future expenditures.
About Vencanna
On September 24, 2018, the Company completed a recapitalization financing, appointed a new management team and board of directors, and commenced trading on the CSE as an investment issuer. The transactions transitioned the Company from an oil and gas issuer to a merchant capital firm, and rebranded as "Vencanna Ventures".
On April 30, 2024 Vencanna acquired Cannavative, a cultivation and extraction company in the state of Nevada. Cannavative was established in 2016, and began operations in 2017. The acquisition of Cannavative transitioned the Company from a merchant capital firm to an operating company. Cannavative operates out of a 7,500 square-foot facility and offers over 150 SKUs, spanning a wide range of high-quality concentrate and pre-roll product offerings.
Vencanna is dedicated to offering investors a diversified, high-growth cannabis investment strategy, with a particular focus in the Unities States of America. It proposes to achieve this through strategic investments, grass roots developments, and acquisitions spanning the cannabis value chain.
For further information regarding this news release, please contact:
Vencanna Ventures Inc.
David McGorman
Chief Executive Officer and Director
Reader Advisories
Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Statements
This news release may include "forward-looking statements" which reflect the Company's current expectations regarding the future results of operations, performance and achievements of the Company, including but not limited to: the business plan of the Company; the expected completion of the disposition of Vencanna NJ LLC, including the terms and the timing thereof; and the intended use of proceeds from the disposition. When used in this news release, the words "will," "anticipate," "believe," "estimate," "expect," "intent," "may," "project," "should," and similar expressions are intended to be among the statements that identify forward-looking statements. The forward-looking statements are founded on the basis of expectations and assumptions made by the Company, including expectations and assumptions concerning the satisfaction of all conditions to the completion of the disposition of Vencanna NJ LLC. Forward-looking statements are subject to a wide range of risks and uncertainties, including the risk that the disposition will not be completed on the terms anticipated or at all, including due to a closing condition not being satisfied, and although the Company believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized.
Any number of important factors could cause actual results to differ materially from those in the forward-looking statements including, but not limited to, changes to global cannabis laws, how the developing U.S. legal regime will impact the cannabis industry, the ability of the Company to implement its corporate strategy, the state of domestic and international capital markets, the ability to obtain financing, changes in general market conditions and other factors more fully described from time to time in the reports and filings made by the Company with securities regulatory authorities. Except as required by applicable laws, the Company does not undertake any obligation to publicly update or revise any forward-looking statements.
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