Resonate Blends Provides Shareholder Update

The Company Signs a Non-Binding Letter of Intent for a Transformational Transaction

Pegasus Specialty Bus

CALABASAS, Calif., May 23, 2023 (GLOBE NEWSWIRE) — Resonate Blends, Inc. (OTCQB: KOAN) (“Resonate Blends” or the “Company”) is pleased to report it has entered into a non-binding letter of intent (“LOI”) to complete an acquisition of Pegasus Specialty Vehicles, LLC (“Pegasus”). A Letter to Shareholders from Resonate’s Chairman and CEO Geoff Selzer follows:

Dear Shareholders,

When Resonate Blends first entered the public sector in late 2019, we made clear our mission was to provide shareholder value for the investors who believed in our commitment of demystifying cannabis to the emerging wellness market and creating innovative products designed to support intentional and mindful use as a core part of daily wellness. We believed we accomplished this goal with the creation of our award-winning Koan Cordials.

Since late 2019, we have been attempting to raise money to implement our business plan, including our planned acquisition strategy, but have not been able to secure all the funds necessary to do so for several reasons. The present economy without federal cannabis reform, the restrictions on commercial banking, the saturated nature of the cannabis industry, the strength of the illicit market and the decline in public investor interest in cannabis stocks over the past 18 months have all prevented this from happening. We have been very vocal in our belief that all stakeholders, from our employees, our customers and our financial community, need to be considered as we drive our strategy. We are clear that a relative startup in the cannabis industry, as a public company, does not serve those interests and have decided to set our sights on new opportunities.

We have recently commenced a search for other businesses that may benefit our existing shareholders and bring in new investors and opportunities. As a result, we were recently approached with a new opportunity for the public company that we feel may bring improved commercial and shareholder value. We’ve been told by many that Resonate is attractive to private companies due to our capital structure, fully-reporting SEC status and our loyal investor base. We have worked hard over the years to maintain a healthy capital structure attractive to private companies looking to become public.

After completion of our due diligence, we signed a non-binding letter of intent (LOI) with Pegasus Specialty Vehicles, LLC (“Pegasus”) on April 21, 2023. This opportunity in the rapidly growing clean energy sector presents a unique opportunity for our shareholders and is consistent with our perspective of value-based investing. Pegasus is an innovative leader in the low-emission and zero-emission electric vehicle (“EV”) and emerging hydrogen fuel cell technology for school buses and specialty vehicles. The leadership team from Pegasus is well known and respected throughout the industry and their relationships have created a nationwide network of distributors to sell their buses and specialty vehicles in all 50 U.S. states, Canada, Micronesia, Guam, the U.S. Virgin Islands and the Caribbean.

The Pegasus advantage is in its flexible business model of addressing the needs of the traditional, hybrid electric, full electric (EV) battery and hydrogen fuel cell markets. To leverage their position in this emerging market, Pegasus has developed strategic partnerships with leaders in the EV and hydrogen fuel cell sectors, such as Peterbilt, Zeus Electric Chassis, Hyperion Motors and Via Motors. There is a lot more to know about Pegasus and its future growth plans, but we will save this information for an expected later announcement.

To summarize, we are excited to let the investment community and our loyal shareholders know we are moving our public holding company towards an opportunity we all feel will provide a clearer path to near term revenue opportunities, revenue growth and overall profitability than what our current business can provide.

As always, we are grateful for our shareholders’ support and patience as we continue the process towards our expected closing of Pegasus. We expect to be in contact over the coming weeks detailing our progress towards this exciting opportunity.

In the meantime, stay safe, stay healthy.

Geoff Selzer
CEO

Completion of the Proposed Merger is subject to the negotiation of a definitive merger agreement and related documentation, approval of the Proposed Merger by our Board of Directors, the completion of due diligence to the satisfaction of both parties, financing and satisfaction of other conditions that are to be negotiated as part of the merger agreement. Accordingly, there can be no assurance that a merger agreement will be entered into or that the Proposed Merger will be consummated.

About Resonate Blends, Inc. (OTCQB:KOAN)

Resonate Blends is a Calabasas, CA-based portfolio of Cannabis Wellness and Lifestyle brands. The company created the Resonate System—a comprehensive system of interconnected experience targets to personalize consumers’ relationship with Cannabis through its products. Koan Cordials, the world’s first Cannabis Cordial and Resonate’s flagship product line, was awarded the prestigious Gold Leaf Award for “Best New Brand” and a Clio Cannabis award for packaging and design. To learn more, please visit www.resonateblends.com or http://www.koan.life

Forward-Looking Statements

This press release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such statements include, but are not limited to, any statements relating to our product development programs and any other statements that are not historical facts. Such statements involve risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price. Factors that could cause actual results to differ materially from management’s current expectations include those risks and uncertainties relating to our ability to raise capital, the regulatory approval process, the development, testing, production and marketing of our drug candidates, patent and intellectual property matters and strategic agreements and relationships. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as required by law. A complete discussion of the risks and uncertainties that may affect the Company’s business, including the business of any of its subsidiaries, is included in “Risk Factors” in the Company’s most recent Annual Report on Form 10-K as filed by the Company with the Securities and Exchange Commission.

Corporate Contact

David Thielen
Chief Investment Officer/Director
Resonate Blends, Inc.
david@resonateblends.com
571-888-0009

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/41136796-ae0c-4e35-80f4-a0f81e8b64fe