Omni Commerce Corp. announced that it has entered into a binding letter of intent dated July 26, 2019 (the "Letter Agreement") with DreamFields Brands Inc. (the "Target"), whereby the Company has agreed to acquire all of the outstanding shares of the Target, resulting in the reverse take-over of the Company by the Target (the "Reverse Takeover"). At the option of the Target, the Company's Chief Executive Officer, Anthony Srdanovic, will resign from all roles held in the Company and be replaced with an interim Chief Executive Officer mutually agreeable to the Company and the Target, whose principle role shall be to assist with the Closing.

If Mr. Srdanovic resigns as a director and/or officer of the Company in the future, a subsequent news release will be issued. In connection with the Closing, the management and Omni Board will be reconstituted to be comprised of nominees to be appointed by the Target who have requisite industry, financing, accounting and public company experience. The officers of Omni are anticipated to include Sebastian Solano as Chief Executive Officer and Chairman, Lukasz Tracz as President, Scot Garrambone as Treasurer and Secretary, and such other individuals as may be determined by the Target.

Omni Board is anticipated to be comprised of such members as may be determined by the Target.