The Big Tomato signed a letter of intent to acquire Cannabis Kinetics Corp. (OTCBB:CANK) in a reverse merger transaction on September 17, 2014. Cannabis Kinetics will pay $1.5 million in cash payable over two years in equal semi-annual installments of $0.375 million commencing six months from the closing and issue shares valued at $9 million of a newly created class of preferred stock. The transaction is subject to consummation of due diligence and signing of definitive agreement and delivery of audited financial statements of The Big Tomato.

The Big Tomato entered into a definitive non-binding letter of intent to acquire Cannabis in a reverse merger transaction on October 2, 2014. As per the amended terms, Cannabis shall pay $9 million in preferred stock, $0.2 million in cash at closing and balance cash of $1.3 million to be paid in equal semi-annual installments of $0.325 million each payable over two years, commencing six months from the closing. The sellers may elect to receive the installments in cash or shares of said preferred stock or some combination. At closing, sellers will also be issued 0.25 million shares of Cannabis. At closing, Cannabis shall appoint two sellers to its Board. It is contemplated that Cannabis will assume all trade payables and liabilities relating to the inventory and other specified business expenses. The letter of intent will remain in effect for 90 days, unless earlier terminated by the written agreement of the parties.

The Big Tomato entered into an agreement to acquire assets of Cannabis in a reverse merger transaction on October 17, 2014. Under the terms of agreement, Cannabis Kinetics shall pay $0.4 million in cash, issue promissory note in amount of $2 million, and issue 2.7 million of restricted common stock. The notes are payable in eight equal installments of $125,000 each with 8% per year and will be secured by all the assets and the stock of The Big Tomato. In addition to customary closing conditions, the transaction is subject to Cannabis not having more than 32 million outstanding shares and Cannabis Kinetics entering into employment agreements with Jeremy N. Stout and Josh Field. The transaction is also subject to approval of the Board of Directors of Cannabis. The Big Tomato will continue to operate under its current name. As announced on December 17, 2014, the transaction closing was extended to January 30, 2015. Hart & Hart, LLC acted as legal advisor for Cannabis Kinetics.