Grapefruit/GPFT Announces Filing Amendment No. 2 to Registration Statement

Los Angeles & Desert Hot Springs, California, April 27, 2020 (GLOBE NEWSWIRE) -- Grapefruit USA, Inc., a California based cannabis distribution and manufacturing company (OTCPINK “GPFT”) (“Grapefruit” or the “Company”) is announcing today that it filed Amendment No. 2 to its Registration Statement on Form S-1 originally filed on July 28, 2019. The Registration Statement covers shares to be issued to its institutional investor, Auctus Fund, LLC (the “Investor”) of Boston, MA upon conversions of Convertible Notes (the “Notes”) previously issued to Auctus to be converted to GPFT common stock at approximately 95% of Market and upon exercise of callable cash exercise-only Warrants issued by the Company to Auctus when the Notes were originally issued. Upon effectiveness of the registration statement, which the Company expects to be declared effective in mid to late May the Investor is obligated to immediately provide an additional tranche of cash to Grapefruit, and another 90 days later. If all of the Notes are issued and the Warrants called, Grapefruit will have received $10,000,000.00 of proceeds from these financing transactions.

With respect to Grapefruit’s filing, Bradley J. Yourist, Grapefruit’s CEO, stated, “We are very pleased to file this Amendment which, despite our previously announced audit delays keeps us on track to finalize the Auctus financing transaction. Pursuant to the terms of our Agreements with Auctus, immediately upon effectiveness of the Registration Statement, which we believe should occur in mid to late May of 2020 we will receive additional funds from the Investor and 90 days later, prior to Labor Day, a final Convertible Note Tranche of $1,000,000.00. These funds are key to our revenue growth in 2020, which is already off to an increase over last year. In addition, assuming our common stock price increases in the near future in response to our expected positive results, we will be calling our A warrants to bring in additional working capital. We are currently focused on ramping up revenues to justify an increased stock price which will afford us the opportunity to call all the Warrants. We are also in the process of evaluating other capital raising possibilities. As was pointed out in our recent press release concerning our 2019 financial results, we have regained our momentum which was temporarily slowed by the delay in the Grapefruit Boulevard Investments, Inc. audit and look forward to 2020 and the unlimited possibilities the future holds for Grapefruit. Revenues from our distribution operations are growing at a steady clip and progress with our potentially disruptive, patented time-released THC+CBD “Patchless Patch” continues unabated. We still expect to bring our ‘Patchless Patch’ to market in the second quarter of 2020.”


Grapefruit’s corporate headquarters is in Westwood, Los Angeles, California. Grapefruit holds California permits and licenses to both manufacture and distribute cannabis products. Grapefruit’s extraction laboratory and distribution facilities are located in the industry recognized Coachillin’ Industrial Cultivation and Ancillary Canna-Business Park in Desert Hot Springs, located on the extension of North Canyon Rd., approximately 14 miles north of downtown Palm Springs. Grapefruit obtained its California cannabis licenses in January 2018 and commenced distribution of cannabis products thereafter. Grapefruit’s vision remains to become a seed to sale, fully vertically integrated ethical and compliant cannabis product Company. To obtain further information on Grapefruit and its operations, please visit its website at To learn more about Grapefruit’s Sugar Stoned branded line of cannabis and CBD infused edibles, please visit us at

Safe Harbor Statement

Imaging3 cautions you that any statement included in this press release that is not a description of historical facts is a forward-looking statement. Many of these forward-looking statements contain the words "anticipate," "believe," "estimate," "may" "intend," "expect" and similar expressions. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein. These forward-looking statements are based largely on the expectations of the company and are subject to a number of risks and uncertainties inherent in Grapefruit’s business, including, without limitation: the company may not ever obtain additional funds necessary to support its business development and growth plans; and the company may not ever achieve the market success to reach or sustain a profitable business. In addition, there are risks and uncertainties related to economic recession or terrorist actions, competition from much larger cannabis companies, unexpected costs and delays, potential product liability claims, and many other factors. More detailed information about Grapefruit and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission, including the company’s Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q for the period ended June 30, 2019 and its Registration Statement on Form S-1. Such documents may be read free of charge on the SEC’s website at You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, and Grapefruit undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof. This caution is made under the safe harbor provisions of Section 21E of the Private Securities Litigation Reform Act of 1995.

Investor Relations Contact:
Bradley Yourist
18776 Blue Dream Crossing, Unit LL1 53-07
Desert Hot Springs, California 92240
(760) 205-1382

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