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Aleafia Health Announces Fourth Quarter and Annual Financial Results
Revenue increased 9% to $11.7 million for the period ended March 31, 2023 (“Q4 FY2023”) versus $10.7 million for the period ended March 31, 2022
Net revenue increased 33% to $9.4 million for Q4 FY2023 versus $7.0 million for the period ended March 31, 2022
Revenue increased 24% to $57.4 million for the 12 months ended March 31, 2023 (“FY2023”) over the twelve months ended March 31, 2022
Net revenue increased 19% to $42.8 million for FY2023 over the twelve months ended March 31, 2022
#5 and #2 market share ranking in Divvy pre-roll and milled product formats in Q4 FY2023 in Ontario1
318% growth in international net revenue2 in FY2023 over the twelve months ended March 31, 2022
Third consecutive quarter of positive Adjusted EBITDA3 achieved in Q4 FY2023
https://financialpost.com/globe-newswire/aleafia-health-announces-fourth-quarter-and-annual-financial-results
Lets hope we all have luck in the future. :)
Split down the road ?
That is true.
Beats bankruptcy though.
GL!
I did and will set it and forget it.
It’s a slot/lotto play at this time.
GLTU/A!
though red white and bloom are no great shakes...
saved from imminent death. exposure to the US. it could have been a lot worse.
Is this sale a good thing long term?
Red White & Bloom and Aleafia Health Execute Binding Letter Agreement for Business Combination
https://financialpost.com/globe-newswire/red-white-bloom-and-aleafia-health-execute-binding-letter-agreement-for-business-combination
Aleafia Health Announces Amendments to Credit Facility and Strategic Review Process
https://ca.finance.yahoo.com/news/aleafia-health-announces-amendments-credit-113000022.html
200 day above the 50 and 2x the average volume on an up day. Our patience may soon be rewarded. I never assume anything in this industry but it looks promising
I think it is because they are in an industry that just started as legal in 2017 where they just got actual stores open 2 years ago and they sell a product nobody is allowed to advertise. The only people who can invest in the industry are retail investors because corporations and banks and hedge funds are not permitted in the OTC or cannabis touching businesses might be a few reasons as a start. Impatient people prefer the activity of trading. I have been investing in the cannabis industry since Tweed went public. Made a bunch there and have redeployed my $ into this industry on a more diversified basis. The large LPs are a joke now. Constellation trashed Canopy. Glad I got out when the takeover happened. IMO the best bet in Canada is in Aleafia because they understand CPG is the future. I am watching a couple of other names but Aleafia is the only Cdn LP I own at the moment This is a nascent global industry that offers a product that is so beneficial people are willing to risk prison for. In my opinion this is the greatest opportunity to make generational wealth I will see in my lifetime. I hope that clarifies the situation. Not a normal industry. That is why it is such an extreme opportunity.
Sounds real good. So why are in the three cent range ?
They have been doing what they say they will. I have family that is a patient and what they say about the products is true.
https://www.benzinga.com/markets/cannabis/23/04/31652205/this-cannabis-company-just-signed-a-new-deal-in-europes-largest-and-most-profitable-medical-cann
Aleafia Health Announces Q3 FY2023 Results, International Expansion and Second Quarter of Profitability
https://www.globenewswire.com/news-release/2023/02/13/2606529/0/en/Aleafia-Health-Announces-Q3-FY2023-Results-International-Expansion-and-Second-Quarter-of-Profitability.html
I'm happy someone is enabling Aleafia to stay in business.
Aleafia Health to Announce Fiscal Year 2023 Third Quarter Results
https://www.globenewswire.com/news-release/2023/02/01/2599349/0/en/Aleafia-Health-to-Announce-Fiscal-Year-2023-Third-Quarter-Results.html
Thanks ... An inch at a time ... Aleafia Health Announces New International Partner, Strengthening Connections in High-Potential European Market
New Board Chair Also Named
TORONTO, January 30, 2023 – Aleafia Health Inc. (TSX: AH, OTCQB: ALEAF) (“Aleafia Health” or the “Company”) is pleased to announce that it has signed a new European cannabis distribution partner, representing a one-year, approximately $1 million contract[1], significantly bolstering the Company’s record $1.2 million year-to-date sales in its growing international channel.
“This new announcement is very significant: it builds upon advancements made in August 2022 when the Company revealed a two-year $4.6 million European sales commitment and broadens our international reach,” said Aleafia CEO Tricia Symmes. “The Company is involved in overseas markets because international success leverages both its products and brands, and the addressable European cannabis market is high potential, so this relationship provides another gateway into further European expansion in the medical and potential recreational markets.”
“These international agreements are an important part of our strategic plan for growth and profitability,” said Matt Sale, CFO. “These activities grow revenue, are not subject to excise duties, lock in attractive margins, and improve our overall cash conversion cycle and net working capital performance, continuing to deliver against one of our core sale pillars for FY 2023.”
David Pasieka Replaces Mark Sandler as Aleafia Health Board Chair
The Company also announced that David Pasieka, a director since September 2021, will become its Board Chair, following the January 30th retirement of Mark Sandler, who has served as Chair since July 2021 and is Aleafia Health’s longest serving director having being appointed in 2018. Pasieka, a seasoned public company executive, with extensive formal and board level experience, has served on Aleafia’s FAC and HRC committees and currently serves on the Board of Oakville Hydro / Oakville Enterprise Corporation as well as serving on the Faculty of the Caribbean Governance Institute.
“The Company has been very grateful for Mark Sandler’s counsel and support of the vision for the future as we transitioned from a bulk wholesale cannabis provider into a branded adult-use, medical and international producer. Under his guidance, the Company consistently increased market share, achieved a top 10 standing in multiple formats and markets for Divvy, negotiated the amendment of its $37.3 Million Convertible Debentures while securing a $5.6 million equity financing in June 2022,” said Symmes. “Since becoming CEO in February 2022, I benefited from Mark’s thoughtful insights in our concerted drive toward Adjusted breakeven EBITDA profitability[2], which was achieved two quarters ahead of projections. Now David Pasieka will build on those accomplishments, guiding us to further growth and enhanced profitability.”
For Investor & Media Relations
Matthew Sale, CFO
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
About Aleafia Health:
The Company is a federally licensed Canadian cannabis company offering cannabis products in Canadian adult-use and medical markets and in select international markets, including Australia and Germany. The Company operates a virtual medical cannabis clinic staffed by physicians and nurse practitioners which provide health and wellness services across Canada.
The Company owns three licensed cannabis production facilities and operates a strategically located distribution centre all in the province of Ontario, including the largest, outdoor cannabis cultivation facility in Canada. The Company produces a diverse portfolio of cannabis and cannabis derivative products including dried flower, pre-roll, milled, vapes, oils, capsules, edibles, sublingual strips, and topicals.
Cautionary Statement on Non-IFRS Measures
Adjusted EBITDA is not a recognized financial measure under IFRS, does not have a standardized meaning and therefore may not be comparable to similar measures presented by other issuers. For additional information including the definition and purpose of the non-IFRS measure, see “Cautionary Statement re Non-IFRS measures” in the Company’s Management’s Discussion and Analysis for the period ended September 30, 2022 found on SEDAR at www.sedar.com.
Forward Looking Information Cautionary Statement
Certain statements herein relating to the Company constitute “forward looking information”, within the meaning of applicable securities laws, including without limitation, statements regarding the value of contracts. Such forward-looking statements involve unknown risks and uncertainties that could cause actual and future events to differ materially from those anticipated in such statements. Forward looking statements include, but are not limited to, statements with respect to our long term profitability, market share, net revenue, branded cannabis net revenue, Adjusted EBITDA, projected value of contracts and other financial outlook projections for fiscal year 2023, our commercial operations, including production and / or sales of cannabis, quantities of future cannabis production, anticipated revenue in connection with such sales, and other Information that is based on forecasts of future results, estimates of production not yet determinable, and other key management assumptions. The following material factors or assumptions were used to develop the forward looking information: Aleafia’s ability to cultivate, harvest and deliver sufficient flower compliant with regulatory and contractual specifications to meet demand, our new European partner will purchase the minimum quantity contractually required to maintain its exclusivity rights, information provided by our new European partner on their future purchasing plans is accurate, our new European customer will comply with its contractual commitments, Euro to Canadian collar currency conversion rates and costs remain stable, market size and growth of the Canadian adult-use and medical cannabis markets and international markets, retail store penetration, script trends, cultivation and processing capacity, costs of production, gross and net revenue per gram. Actual results may differ materially from those expressed or implied by such forward looking statements and involve risk and uncertainties relating to: currency conversion costs, value of foreign and Canadian currencies, future cultivation yield and quality, actual operating performance of facilities, product launches, facility licenses and amendments, average selling prices, cost of goods sold, operating expenses, Adjusted EBITDA, regulatory changes in the Canadian and international markets, and other uninsured risks. The forward looking information was approved by Management as of January 10, 2023. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law. The forward looking information is provided for information purposes only and readers are cautioned that it may not be appropriate for other purposes. This presentation is provided for general information purposes only and does not constitute an offer to sell or solicitation of an offer to buy any security in any jurisdiction.
Aleafia Health Announces New International Partner, Strengthening Connections in High-Potential European Market
https://www.globenewswire.com/news-release/2023/01/30/2597453/0/en/Aleafia-Health-Announces-New-International-Partner-Strengthening-Connections-in-High-Potential-European-Market.html
Aleafia Health Successfully Completes TSX Review and Announces Entry into Fifth Province
https://www.globenewswire.com/news-release/2022/11/28/2563346/0/en/Aleafia-Health-Successfully-Completes-TSX-Review-and-Announces-Entry-into-Fifth-Province.html
If I was buying and flipping I could have made money. This is a sad one.
Aleafia Health Announces Achieving Major Profitability Milestone Ahead of Target and $10.6 Million Total Net Revenue in Q2 FY2023
https://financialpost.com/globe-newswire/aleafia-health-announces-achieving-major-profitability-milestone-ahead-of-target-and-10-6-million-total-net-revenue-in-q2-fy2023/wcm/8e5811f8-1712-44f0-8abc-44fe319efa7b/amp/
GLTA
Good luck.
Thanks FM.
I jumped back in nicely recently as the PPS was hard to resist.
My research into the sales in my local dispensary’s (and my personal experiences with their product lines) led me to do so.
GLTU/A
Aleafia Health to Announce Fiscal Year 2023 Second Quarter Results
TORONTO, November 2, 2022 – Aleafia Health Inc. (TSX: AH, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) will announce on November 9 prior to market open its fiscal year 2023 second quarter results for the period ending September 30, 2022. The Company will also host its earnings conference call the same day at 8:30 a.m. EST. The call will be hosted by CEO Tricia Symmes and CFO Matt Sale.
CONFERENCE CALL & WEBCAST
Date: November 9, 2022
Time: 8:30 a.m. EST
Webcast Link
Phone Registration Link
This conference call will be webcast live over the internet and can be accessed through the link provided above. Audio of the call will be available to participants through both the conference call line and webcast; however, the presentation may only be viewed via the webcast. Participants who miss the live call can view a replay at any time via the link provided.
For Investor & Media Relations:
Matthew Sale, CFO
1-833-879-2533
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
Aleafia Health Expands Sunday Market House of Brands With Coveted Lineup of Winter Product Launches
They keep moving and shaking. I just can't believe they've lost so much money and can remain in business. - FUNMAN
I am holding and buying more. Imo it is the best play in Canada atm. They are gaining market share and offering new products while the “big” names are slipping. I was considering an exit in the summer but they renegotiated with their lenders who accepted a deal with a price higher than market at the time. It is not possible to apply the same metrics to an emerging market as to a mature one. I have averaged down and honestly think this has a shot at success. Their medical line is expanding and divy sells well according to my local dispensary. Not all my picks are going to make it but I do think this one has a shot.
Haven’t checked in for a while.
Sad to see how corporate mismanagement has decimated the PPS over the past year or two.
I hope there is a turnaround at some point before declaring bankruptcy is necessary.
I have used and used their products and have no complaints with them.
The blame rests on the BOD only.
Why isn't there a chart for half of the companies since the change of the ihub platform? It sucks now I am really disappointed with ihub now. I got great info and was able to get great insights from other users till that change. I will not be renewing my paid participation after this year. I will not pay to be disappointed lol!
Aleafia Health Announces Results of Annual General Meeting
TORONTO, September 29, 2022 (GLOBE NEWSWIRE) -- Aleafia Health Inc. (TSX: AH, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) is pleased to announce the results of the vote on the election of directors at its annual meeting of shareholders held on September 27, 2022 (the “Meeting”). All six nominees set out in the management information circular of the Company dated August 19, 2022 were elected to the board of directors (the “Board”) of the Company.
Nominee For Against Withheld Non Vote For Against Withheld
Mark Sandler 67,007,871 1,632,272 0 23,208,803 97.62% 2.38% 0.00%
Luciano Galasso 67,165,098 1,475,045 0 23,208,803 97.85% 2.15% 0.00%
Ian Troop 67,240,952 1,399,191 0 23,208,803 97.96% 2.04% 0.00%
David Pasieka 67,167,928 1,472,215 0 23,208,803 97.86% 2.14% 0.00%
Jon Pereira 67,185,790 1,454,353 0 23,208,803 97.88% 2.12% 0.00%
Carlo Sistilli 67,209,871 1,430,272 0 23,208,803 97.92% 2.08% 0.00%
Final voting results on all matters will be filed on the Company’s SEDAR profile at www.sedar.com.
For Investor & Media Relations:
Matthew Sale, CFO
1-833-879-2533
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
Why are we still stuck at a shit price!!!!!
Aleafia Health Announces $12.0 Million Total Net Revenue in First Quarter, Representing a 13% Increase Over the Prior Year
https://mailchi.mp/aleafiahealth.com/aleafia-health-announces-120-million-total-net-revenue-in-first-quarter-representing-a-13-increase-over-the-prior-year?e=02506ded3e
• 31% increase in branded cannabis net revenue[1] to $10.0 million from $7.6 million in the prior year
• #12 ranking for market share in core markets[2] for Q1 FY2023
• In the Ontario value category, Divvy has attained #5 market share in pre-roll and #7 in flower
• Secured new international partnership representing approximately $4.6 million sales commitment
• 12% increase in medical cannabis net revenue[3] over the prior quarter
• 7.5% market share in overall Canadian medical market
• Reaffirmed guidance of $53.0 to $63.0 million in net revenue in FY2023[4]
• Trending towards breakeven Adjusted EBITDA[5] profitability with -$0.9 million in Q1 FY2023; reaffirmed guidance of achieving run-rate breakeven Adjusted EBITDA in FY2023[6]
• Nitecaps, a breakthrough melatonin-CBD product launch in current quarter
TORONTO, August 11, 2022 – Aleafia Health Inc. (TSX: AH, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) is pleased to report its financial results for the three months ended June 30, 2022, its first quarter of its fiscal year ending March 31, 2023 (“FY2023”).
Branded cannabis net revenue, quarter over quarter, increased 25%: Aleafia Health continued its upward sales growth trend, with branded cannabis net revenue increasing 24% to a record $10.0 million from $8.0 million quarter over quarter. In the key branded adult-use market, the Company’s net revenue[7] increased 107% to $6.7 million from $3.2 million in the same period last year.
“Our pivot to a branded cannabis strategy is the success story driving the three pillars of company revenue: adult-use branded cannabis, a ‘sticky’ recurring medical cannabis revenue stream and growing higher margin international sales,” said Aleafia Health CEO Tricia Symmes. “As a result of revenue increases, the Company has achieved the 2nd highest growth rate amongst top 12 Canadian LPs in retail sell through over the prior quarter while achieving a #12 ranking for market share in our core markets for Q2 CY2022.”[8]
“Due to our successful branded growth strategy, the Company continues to target a top 10 standing[9] in our key markets and reaffirms our expectation to reach breakeven Adjusted EBITDA profitability during the second half of FY2023,”[10] said Aleafia Health CFO Matt Sale. “Showing continued success in retail sell through provides us the confidence to reaffirm our guidance to deliver at least $53 million in total net revenue in fiscal year 2023[11], with a current run-rate of $48 million.”
Divvy Brand Leadership: “In each of the three largest revenue categories - flower, pre-rolls and vapes - the Company is gaining in market share and continuing to deliver excellent growth rates,” Symmes said. “In the Ontario value category, Divvy flower enjoys a #7 market share ranking (with 3.4% share), pre-rolls enjoy a #5 ranking (with a 6.9% share), and our recently launched vape products continue to grab market share amidst a highly competitive format, and enjoy a 1.4% market share.”[12]
Medical: The Company reported a 4% increase in medical cannabis net revenue to $2.8 million in Q1 FY2023 over $2.5 million in the prior quarter. This represents a $11 million run-rate net revenue base. Moreover, the Company has attained a milestone 7.5% market share in the overall Canadian medical market, according to Health Canada data.[13] “In a competitive medical cannabis segment, market share has increased and we have restarted our growth trajectory over the last two quarters,” said Symmes. “We continue to penetrate the Quebec market with a 71% quarter over quarter increase in patient registrations. Growth in Quebec has helped to offset industry wide medical channel decline which has also affected our business. Sales to veterans also increased 4% quarter over quarter.”
“Anchored by our Emblem brand, we continue to view medical as a core part of our diversified sales mix, and is synergistic with our branded adult-use channel given the ability to sell products into both segments," said Sale.
International Revenue Growth: “International revenue is a competitive advantage and a differentiating factor for Aleafia, as we leverage our high quality, diversified flower supply and export it to the higher margin international sales markets,” Symmes said. “Current international agreements have led to more than $0.5 million in sales to Germany and Australia this quarter. We have also secured a new European partner with a $4.6 million sales commitment, representing further channel development. International success leverages both the Company’s products and its brands.”
“The newly signed agreement improves revenue and cash flow visibility, locks in attractive margins, and improves our overall cash conversion cycle and net working capital performance,” said Sale.
Continued Cost Rationalization: “We are striving to achieve breakeven Adjusted EBITDA profitability by the end of FY2023,” Sale said. “Firstly, we are increasing revenue by capturing market share. SKU optimization has furthered revenue growth, which aligns the portfolio with the highest selling product formats with strongest margins, coupled with moderate and strategic price increases. Second, we are relentlessly focused on cost rationalization. In addition to difficult headcount reductions and other initiatives, the Company has engaged in vendor consolidation to reduce complexity across sites while negotiating trusted vendor price improvements due to economies of scale. With all of these efforts combined, the Company has extracted $20 million in annualized SG&A savings over the last four quarters, and break-even Adjusted EBITDA profitability is within our grasp during FY2023, a milestone for the Company.”
“On the cultivation side of the business, all processes in our Grimsby, Ont. hybrid greenhouse have been remapped to allow it to meet anticipated growing throughput of high potency THC flower,” said Sale. “With strategic investments to improve flower consistency and quality, we continue to see steady improvements in Grimsby.”
New Nitecaps: “In Q1 FY2023, the Company completed development on a breakthrough product that has just been brought to the Ontario and Alberta markets this month,” said Symmes. “Our Noon & Night Nitecaps softgels with CBD suspended in melatonin and-MCT oil are an industry first.”
“We are highly strategic and thoughtful about our new product roll-outs. In this case, Nitecaps can be leveraged in the adult-use and medical channels as sleep is top-of-mind for many patients, addressing an unmet consumer need,” said Sale.
“Aleafia Health today is a vastly different Company than it was one year ago,” said Symmes. “With an extraordinary team of people at all levels, we are now positioned to reach new heights, supported by cost containment, a transforming balance sheet, and new equity financing. We are now rooted in a new era, with a relentless drive toward profitability and increased market share capture.”
For Investor & Media Relations:
Matthew Sale, CFO
1-833-879-2533
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
About Aleafia Health:
The Company is a federally licensed Canadian cannabis company offering cannabis products in Canadian adult-use and medical markets and in select international markets, including Australia and Germany. The Company operates a virtual medical cannabis clinic staffed by physicians and nurse practitioners which provide health and wellness services across Canada.
The Company owns three licensed cannabis production facilities and operates a strategically located distribution centre all in the province of Ontario, including the largest, outdoor cannabis cultivation facility in Canada. The Company produces a diverse portfolio of cannabis and cannabis derivative products including dried flower, pre-roll, milled, vapes, oils, capsules, edibles, sublingual strips, and topicals.
Forward Looking Information
Certain statements herein relating to the Company constitute “forward looking information”, within the meaning of applicable securities laws, including without limitation, statements regarding future estimates, business plans and/or objectives, sales programs, forecasts and projections, assumptions, expectations, and/or beliefs of future performance, are “forward-looking information”. Such forward-looking statements involve unknown risks and uncertainties that could cause actual and future events to differ materially from those anticipated in such statements. Forward looking statements include, but are not limited to, statements with respect to our market share, net revenue, branded cannabis net revenue, Adjusted EBITDA, and other financial outlook projections for fiscal year 2023, our commercial operations, including production and / or sales of cannabis, quantities of future cannabis production, anticipated revenue in connection with such sales, and other Information that is based on forecasts of future results, estimates of production not yet determinable, and other key management assumptions. The following material factors or assumptions were used to develop the forward looking information: market size and growth of the Canadian adult-use and medical cannabis markets, retail store penetration, script trends, cultivation and processing capacity, costs of production, gross and net revenue per gram. Actual results may differ materially from those expressed or implied by such forward looking statements and involve risk and uncertainties relating to: future cultivation yield and quality, actual operating performance of facilities, product launches, facility licenses and amendments, average selling prices, cost of goods sold, operating expenses, Adjusted EBITDA, regulatory changes in the Canadian and international markets, and other uninsured risks. The forward looking information was approved by Management as of August 10, 2022. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law. The forward looking information is provided for information purposes only and readers are cautioned that it may not be appropriate for other purposes. This presentation is provided for general information purposes only and does not constitute an offer to sell or solicitation of an offer to buy any security in any jurisdiction.
Unifor members to elect new national president in Toronto this week
Could union business help? - FUNMAN
Aleafia Health to Announce Fiscal Year 2023 First Quarter Results
TORONTO, August 4, 2022 – Aleafia Health Inc. (TSX: AH, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) will announce on August 11 prior to market open its fiscal year 2023 first quarter results for the period ending June 30, 2022. The Company will also host its earnings conference call the same day at 8:30 a.m. EST. The call will be hosted by CEO Tricia Symmes and CFO Matt Sale.
CONFERENCE CALL & WEBCAST
Date: August 11, 2022
Time: 8:30 a.m. EST
Toll-Free Participant Call-in: (800) 715-9871 Passcode: 2448254
International Participant Call-in: (646) 307-1963 Passcode: 2448254
WEBCAST LINK
This conference call will be webcast live over the internet and can be accessed through the link provided above. Audio of the call will be available to participants through both the conference call line and webcast; however, the presentation may only be viewed via the webcast. Participants who miss the live call can view a replay at any time via the link provided.
For Investor & Media Relations:
Matthew Sale, CFO
1-833-879-2533
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
About Aleafia Health:
Aleafia Health, a vertically integrated and federally licensed Canadian cannabis company, owns three licensed cannabis production facilities, including the first large-scale, legal outdoor cultivation facility in Canadian history, and operates a strategically located distribution centre, all in the province of Ontario. The Company produces a diverse portfolio of cannabis derivative products including oils, capsules, edibles, sublingual strips, and vapes, for sale in Canada in the adult-use and medical markets and is pursuing opportunities in select international jurisdictions. The Company owns and operates a virtual network of medical cannabis clinics staffed by physicians and nurse practitioners.
Forward Looking Information
This news release contains forward-looking information within the meaning of applicable Canadian and United States securities laws. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “estimates”, “intends”, “anticipates”, or “believes” or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, including risks contained in the Company’s annual information form filed with Canadian securities regulators available on the Company’s SEDAR profile at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information included in this news release are made as of the date of this news release and the Company does not undertake any obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.
Sadly, the “turn” happened at around $1.40.
Just like the rest of the sector.
May re-enter at some point.
GLTU/A
TURNING!!! INTO ONE BIG!!!!!!!!! PIECE OF SH#$!!!!!!!!!!!!!!!!!!
Because this is a Canadian company.
Why is it when all pot stocks go up, this CRAP!!! always stays the same?? :((((
I just got some very encouraging news at my local dispensary. They said all the Divy products sell very well. I went in the shop and there was a big Sunday Market banner on the wall it showed their brands nicely. They are building brand and not just wholesaling. Very positive events in my opinion. Backing up the truck (more like the mini van but I will take what I can get :) )
My whole family (except me lol) have them as their medical provider and their products have allowed one to get off of sleep meds all together! I am a great fan of their products! Particularly the cbd 100 my Dad notices a huge difference. I am watching him age backwards. So I am not surprised if others are getting the same results. I really like the rollon! Smells great and relives achey knees :)
Does anyone what’s the O/S diluted shares at the moment?
Aleafia Health Continues Ascent in Adult-Use Cannabis Market Share Rankings
https://financialpost.com/globe-newswire/aleafia-health-continues-ascent-in-adult-use-cannabis-market-share-rankings
I just saw this. beggars can't be choosers. They survive for another day.
Aleafia Health Announces Agreement to Amend Convertible Debentures and Equity Financing of $5.6 Million
Provides $11.6 million[1] in additional liquidity to fund working capital and growth initiatives and finance the company attaining break-even Adjusted EBITDA profitability in 2022[2]
Augments the refinancing profile extending the maturity of the Convertible Debentures from 2022 to between 2024 and 2028
Improves the cash flow profile with a 30 month no mandatory interest period for the Convertible Debentures
Together with existing credit facilities, the transactions enable the Company to continue rapidly scaling into a top 10 Canadian LP[3] while building high-margin medical and international businesses
TORONTO, May 12, 2022 -- Aleafia Health Inc. (TSX: AH, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) is pleased to announce that it has reached an agreement in principle with the convertible debenture holder-nominated steering committee (the “Steering Committee”) to amend certain key commercial terms of its unsecured convertible debentures (TSX: AH.DB), set to mature on June 27, 2022 (the “Convertible Debentures”). The Company has also entered into Subscription Agreements for units, comprising common shares and warrants, representing aggregate gross proceeds of $5.6 million on a private placement basis (the “Private Placement”). The amendment of the Convertible Debentures and the Private Placement are conditional on terms further described below.
“We are delighted that the Steering Committee has reached a successful agreement with the Company, providing debenture holders a pathway to be paid back in full while maintaining the opportunity for meaningful upside potential, and enabling the Company to move forward with financing its ambitious growth initiatives and delivering on its business plan,” said Tricia Symmes, CEO. “We also welcome the commitment of the investors in the Private Placement, and appreciate the confidence they are showing in our strategy, the leadership team, and our Board of Directors.” Symmes continued “We have assembled an amazing team and this is the latest development in creating a renewed Aleafia focused on leveraging our portfolio of value-added branded cannabis products to capture Canadian adult-use market share, building the recurring revenue of our medical business, and expanding into attractive international markets.”
“For the Company, we are very pleased with this outcome, as it is yet another milestone achievement in the restructuring of our balance sheet. This evolution in our balance sheet started in Q3 2021 with securing our first ever senior secured credit facility, and continued late into Q4 2021 securing our second senior secured credit facility. After working tirelessly over the last several months with the Steering Committee and also with our existing and new shareholders, we believe the stage is set for an improved capital markets presence with the financial flexibility to accelerate the growth in our business,” said Matthew Sale, CFO. “The debenture holders will retain the full-face value of the converts, providing an opportunity for them to be paid back in full. Moreover, debenture holders will get the benefit of up to another six years of interest income at 8.5%. For our equity investors, we fully expect they will benefit from the appreciation in the value of the Company as we execute our strategy. This is an important and significant step forward in executing on the Company’s strategic plan.”
The Convertible Debenture Amendments
Under the agreement in principle with the Steering Committee the Convertible Debentures will be exchanged for new convertible debentures (the “New Convertible Debentures”) that will be issued in three equal, separate tranches, maturing in 2, 4 and 6 years from the date of issuance (the “2024 Debentures”, “2026 Debentures”, and “2028 Debentures”, respectively), providing the Company with increased flexibility to finance its growth initiatives. The interest rate will remain at 8.5%, but there will be no mandatory cash interest payment for 30 months as interest will initially be paid-in-kind (“PIK”) with additional New Convertible Debentures (the “PIK Debentures”), reducing near-term debt servicing requirements. The conversion price will be significantly reduced from the existing $1.47, to $0.25 for the 2024 Debentures, $0.30 for the 2026 Debentures, and $0.35 for the 2028 Debentures. The New Convertible Debentures will be granted security against certain assets of the Company, but will be fully subordinated to the Company's existing senior secured debt. The Company will be not be entitled to incur further senior secured indebtedness, subject to certain exceptions including to fund working capital, capital expenditures, and strategically accretive acquisitions. The foregoing amendments, together with certain other proposed amendments, are referred to as the “Debenture Amendments”.
Debenture holders who approve the Debenture Amendments will receive a fee (the “Consent Fee”) calculated as the amount of accrued interest on the existing Convertible Debentures between July 1, 2021 and the effective date of the Debenture Amendments, provided that Debentureholder Approval (described below) is obtained, payable in additional 2028 Debentures at par. For illustration, if the effective date of the Debenture Amendments occurs on June 30, 2022, the Consent Fee payable in additional 2028 Debentures at par would be $254 per debenture, or 8.5%.
The issuance of the New Convertible Debentures will constitute a new private placement and as such, the New Convertible Debentures will be subject to a four month and one day hold commencing on the date of issuance in accordance with applicable Canadian securities laws (the “Hold Period”).[4] The Company has applied to list the New Convertible Debentures on the Toronto Stock Exchange, and such listing will occur following the Hold Period, subject to customary listing conditions. The Debentureholder Amendments will be subject to the satisfaction of certain conditions precedent, including the completion of the Private Placement and approval by way of an extraordinary resolution of debenture holders either at a meeting of debenture holders or in writing (“Debentureholder Approval”). The Debenture Amendments and the Private Placement (together, the “Transaction”) are expected to close in this quarter.
Further to the Company’s previous announcements, the forbearance agreement, entered into between the Company and holders of approximately 62% of the aggregate principal amount of Convertible Debentures outstanding, has been extended until May 26, 2022. The forbearance agreement automatically renews for 14-day periods thereafter unless advance notice to the contrary is provided.
The Private Placement
The Private Placement constitutes the issuance of 68,151,515 units at a price of $0.0825 each (the “Issue Price”). Each unit consists of one common share in the capital of the Company and one-half of one common share purchase warrant. A warrant is exercisable into one common share at an exercise price of $0.1025 for a period of four years from the date of issuance. The expiry date of the warrants can be accelerated by the Company at any time and upon 30 days’ notice, if the closing price of the common shares on the Toronto Stock Exchange (the “TSX”) is greater than $0.165 for any 10 non-consecutive trading days following the date that is 4 months and one day after the date of issuance and prior to the expiry date of the Warrants.
The completion of the Private Placement is conditional on (i) the execution of voting support agreements by holders of at least 66 2/3% of the principal amount of Debentures pursuant to which such holders will agree to vote in favour of the extraordinary resolution, or receipt of Debentureholder Approval ii) access to the full advance rate based on eligible receivables funding under the December 2021 Credit Facility, (iii) granting additional security against certain assets of the Company in favour of the lenders under the Credit Facility entered into in August 2021, which will be fully subordinated to the Company’s December 2021 Credit Facility; and (iv) additional customary closing conditions. The outside date for closing the Private Placement will be June 30, 2022. All of the securities issued in connection with the Private Placement will be subject to a customary four month and one day hold in accordance with applicable Canadian securities laws.
The net proceeds from the Private Placement will be used to fund working capital and capital expenditures for the Company’s continued growth, and other general corporate purposes.
There is no insider participation in the Private Placement, and to the knowledge of the Company no new insiders will be created as a result of the Private Placement. A finder’s fee of 3,407,500 common shares will be paid to certain finders (the “Finders’ Shares”) in connection with the Private Placement.
The Company has applied to the TSX to list the common shares in the capital of the Company issuable pursuant to the Transaction for trading on the TSX and closing of the Private Placement is conditional upon receipt of such listing approval.
Key Expected Benefits to the Company of the Transaction include:
Provides increased financial flexibility to execute the Company’s growth initiatives, with $11.6 million of additional liquidity
Removes any near-term uncertainty around refinancing the Convertible Debentures as the New Convertible Debentures will have an average maturity of 4 years
Improves cash flow as there is no mandatory cash interest payment on the New Convertible Debentures for 30 months
Balances the Company’s refinancing profile with the principal value of the New Convertible Debentures being split into three equivalent tranches instead of one “bullet” payment
Key Anticipated Benefits to Debenture holders include:
Retains face value for debenture holders at a par value of $100
Assuming an effective date of June 30, 2022, a consent fee of approximately 8.5% payable in $254 of additional 2028 Debentures provides an opportunity to recover all accrued and unpaid interest
Additional tenor provides several more years of potential interest income
Adjustment of conversion price improves optionality to convert into common shares and participate in meaningful upside in the Company
Enhanced security profile with direct security interest in the Company’s owned facilities
Potential Dilution
There are three potential sources of dilution resulting from the Debenture Amendments: (i) common shares issuable on conversion of the principal amount of each tranche of New Convertible Debentures into common shares at the stipulated conversion prices (“Principal Shares”); (ii) common shares issuable on conversion of the principal amount of 2028 Debentures to be issued to holders of Convertible Debentures in consideration for the Consent Fee who vote in favour of the Debenture Resolution (the “Consent Fee Shares”); and (iii) Common Shares issuable on conversion of the PIK Debentures (the “PIK Shares”).
The following table outlines the potential maximum dilution resulting from each source, assuming an effective date of June 30, 2022 for the implementation of the Debenture Amendments:
New Debenture Type of Shares Principal Amount Conversion Price Maximum Common Shares Issuable Percentage of Outstanding Common Shares
2024 Debenture Principal Shares $12,450,000 $0.25 49,800,000 15.04%
PIK Shares1 $2,209,727 $0.25 8,838,910 2.67%
2026 Debenture Principal Shares $12,450,000 $0.30 41,500,000 12.53%
PIK Shares1 $2,209,727 $0.30 7,365,758 2.22%
2028 Debenture Principal Shares $12,450,000 $0.35 35,571,429 10.74%
Consent Fee Shares2 $3,161,703 $0.35 9,033,437 2.73%
PIK Shares1 $2,209,727 $0.35 6,313,507 1.91%
TOTAL 158,423,041 47.84%
Notes:
Assumes all interest is paid in additional debentures of the relevant New Debentures during the PIK period, with no cash payments; annual interest 8.5% paid semi-annually. Calculated from the estimated effective date of June 30, 2022 to the estimated maturity dates of the 2024 Debentures (June 30, 2024), 2026 Debentures (June 30, 2026), and 2028 Debentures (June 30, 2028), respectively.
The consent fee will be equal to the accrued and unpaid interest under the existing Convertible Debentures from July 1, 2021 up until the effective date of the Debenture Amendment. This calculation assumes an effective date of June 30, 2022 and also assumes that holders of 100% of the principal amount of Convertible Debentures receive the consent fee.
Calculated based on outstanding common shares of 331,124,351 as of the date hereof.
Assuming 100% conversion of the Convertible Debentures, as amended, and an effective date of June 30, 2022 for the implementation of the Debenture Amendments, an aggregate of up to 158,423,041 Common Shares would be issuable pursuant to the Debenture Amendments, representing approximately 47.84% of the issued and outstanding Common Shares on the date hereof.
Based on an issuance of 68,151,515 Units pursuant to the Private Placement, the aggregate number of Common Shares issuable pursuant to the Private Placement on a fully diluted basis, including the Finders’ Shares, would be 105,634,773 Common Shares, representing approximately 31.9% of the current issued and outstanding Common Shares.
Accordingly, the dilutive effect of the Private Placement and the Debenture Amendments could be up to approximately 79.74% in the aggregate.
Aleafia Health’s Financial Position – Hardship Exemption
The Company remains in serious financial difficulty and based upon a review of the Company’s commitments, prospects, available options and funding requirements, the Board of Directors (other than two directors who abstained from the matter), has concluded that the Transaction is reasonable and presents the only option that the Company can reasonably expect to execute to address its immediate and significant financing needs.
The Company believes that it does not have adequate time available to seek securityholder approval. The Company is facing a limited opportunity to complete the Transaction, with no additional credit facilities available to it to bridge a period of time before a meeting of securityholders of the Company, and with a reasonable expectation that the Company’s current cash reserves would be depleted before securityholder approval can be obtained, which would leave it unable to service its obligations as they become due. Given the Company’s current financial situation, in the absence of completion of the proposed Private Placement and Debenture Amendments, its ability to continue operating as a going concern and to meet its obligations as they come due cannot be assured in the short term.
Financial Hardship Exemption
The Private Placement and Debenture Amendments trigger certain requirements for approval from the holders of a majority of the currently issued and outstanding common shares under Section 607(g) of the TSX Company Manual (the “Manual”), unless an exemption is available. Pursuant to section 607(g)(i) of the Manual, shareholder approval of the Private Placement is required given that the potential dilution exceeds 25% and the Issue Price represents a discount to the market price.
The Debenture Amendments also present two separate triggers for shareholder approval under the Manual. First, in light of the overall potential dilution, the fact that the conversion price of the New Convertible Debentures is not at least the market price at the time of conversion means that shareholder approval would be required under section 607(g)(i) of the Manual. Second, shareholder approval would be required to issue the PIK Shares at the same price as the New Convertible Debentures representing the aggregate principal amount, given that the TSX treats the PIK as a shares-for-debt private placement and the price could only be protected for a 45-day period under the Manual.
The Company applied to the TSX under the provisions of Section 604(e) of the Manual for an exemption from the requirement for shareholder approval of the Transaction on the basis that the Company is in serious financial difficulty (the “Application”). The independent members of the Company’s Board of Directors, each of whom is free from any interest in the Transaction and unrelated to the parties involved in the Transaction, considered the reasonableness and fairness of the Transaction, including assessing against potential alternatives, and approved (i) the Transaction and (ii) that the Company make the Application. There was no contrary view or abstention by any independent director on the resolutions.
In addition, both the independent members of the Board of Directors determined that the Company met the applicable requirements under the Manual, and under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions on the basis of financial hardship, and that the Transaction is reasonable in the circumstances and designed to improve the Company's financial situation.
On May 3, 2022, the TSX approved the Application on the basis of financial hardship and, as a result, the Company will become subject to a remedial delisting review by the TSX. It is routine for the TSX to require any issuer utilizing the financial hardship exemption to be the subject of such review.
The Company intends to issue a further press release shorty with additional details regarding a voting support agreement that debenture holders will be asked to sign, and details regarding the meeting to be called to approve the Debenture Amendments.
For Investor & Media Relations:
Matthew Sale, CFO
1-833-879-2533
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
About Aleafia Health:
Aleafia Health, a vertically integrated and federally licensed Canadian cannabis company, owns three licensed cannabis production facilities, including the first large-scale, legal outdoor cultivation facility in Canadian history, and operates a strategically located distribution centre, all in the province of Ontario. The Company produces a diverse portfolio of cannabis derivative products including oils, capsules, edibles, sublingual strips, and vapes, for sale in Canada in the adult-use and medical markets and is pursuing opportunities in select international jurisdictions. The Company owns and operates a virtual network of medical cannabis clinics staffed by physicians and nurse practitioners.
Forward Looking Information
This news release contains forward-looking information within the meaning of applicable Canadian and United States securities laws. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “estimates”, “intends”, “anticipates”, or “believes” or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Risks, uncertainties, and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, including risks contained in the Company’s annual information form filed with Canadian securities regulators available on the Company’s SEDAR profile at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information included in this news release are made as of the date of this news release and the Company does not undertake any obligation to publicly update such forward- looking information to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.
[1] Liquidity calculated based on $5.6 million in aggregate gross proceeds from Private Placement and up to $6.0 million undrawn under the revolving credit facility (the “December 2021 Credit Facility”). Availability of December 2021 Credit Facility is based on a lending margin on eligible receivables. On completion of the Transaction, the Company estimates that an additional $3.0 million will be available to be advanced.
[2] Adjusted EBITDA is a non-GAAP measure. Non-GAAP measures are non-standardized and may not be comparable to similar financial measures disclosed by other issuers. Adjusted EBITDA is defined, explained, and reconciled against GAAP financial measures on pages 13 and 25 of the Company’s MD&A filed on SEDAR on February 14, 2022.
[3] Based on HiFyre data for Ontario, Alberta, British Columbia and Saskatchewan markets as of April 30, 2022.
[4] Holders of New Convertible Debentures will, subject to Canadian securities laws, be permitted to sell their securities during the Hold Period subject to the availability of a prospectus exemption.
What do you think about this turn of events? I read it as the only option they really had to stay in business. It seems to be reasonable considering. It will give them some breathing room, hopefully it is enough
Aleafia Health Announces Agreement to Amend Convertible Debentures and Equity Financing of $5.6 Million
https://mailchi.mp/aleafiahealth.com/aleafia-health-announces-agreement-to-amend-convertible-debentures-and-equity-financing-of-56-million?e=9bbb842c5f
Aleafia Health Provides Further Update on its Convertible Debt
April 27, 2022 22:19 ET | Source: Aleafia Health Inc.
Holders representing approximately 62% of total Debentures extend Forbearance Period until May 12, 2022 to allow negotiations to continue
TORONTO, April 27, 2022 (GLOBE NEWSWIRE) -- Aleafia Health Inc. (TSX: AH, AH.DB, OTCQX: ALEAF) (“Aleafia Health” or the “Company”) is providing a corporate update regarding its outstanding listed unsecured convertible debentures (TSX: AH.DB), issued on June 27, 2019 and maturing on June 27, 2022 (the “Convertible Debt”).
Further to the Company’s previous announcements, the Forbearance Agreement, entered into between the Company and holders of Convertible Debt representing approximately 62% of the aggregate principal amount of debentures outstanding, has been extended until May 12, 2022. The Agreement automatically renews for 14-day periods thereafter unless advance notice to the contrary is provided.
The parties continue to work expeditiously and in good faith to negotiate a potential transaction to amend the terms associated with the Convertible Debt. While there can be no assurances regarding any outcome, the Company believes significant progress is being made towards a solution that is beneficial to its stakeholders.
For Investor & Media Relations:
1-833-879-2533
IR@AleafiaHealth.com
LEARN MORE: www.AleafiaHealth.com
About Aleafia Health:
Aleafia Health, a vertically integrated and federally licensed Canadian cannabis company, owns three licensed cannabis production facilities, including the first large-scale, legal outdoor cultivation facility in Canadian history, and operates a strategically located distribution centre, all in the province of Ontario. The Company produces a diverse portfolio of cannabis derivative products including oils, capsules, edibles, sublingual strips, and vapes, for sale in Canada in the adult-use and medical markets and is pursuing opportunities in select international jurisdictions. The Company owns and operates a virtual network of medical cannabis clinics staffed by physicians and nurse practitioners.
Forward Looking Information
This news release contains forward-looking information within the meaning of applicable Canadian and United States securities laws. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “estimates”, “intends”, “anticipates”, or “believes” or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, including risks contained in the Company’s annual information form filed with Canadian securities regulators available on the Company’s SEDAR profile at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information included in this news release are made as of the date of this news release and the Company does not undertake any obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.
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