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Beleaguered Cannabis Firm Tilray (TLRY) Finally Gains Momentum
PUBLISHER Fintel
PUBLISHED AUG 5, 2022 8:14AM EDT
Following a torrential implosion of market value since February last year, cannabis firm Tilray (US:TLRY, CA:TLRY) finally gave its stakeholders a reason to smile. Management reported encouraging developments for its fiscal year 2022, including double-digit revenue growth and expectations to be cash flow positive in FY 2023. Further, Switzerland legalizing medical marijuana theoretically expands the total addressable market for cannabis companies. Tilray in particular specializes in exploring the therapeutic potential of the plant.
According to the company’s press release, Tilray posted net revenue of $628 million, representing a 22% lift from the prior year’s tally. On a constant currency basis, net sales increased 29% from FY 2021’s result. In the fiscal fourth quarter (ended May 31, 2022), Tilray generated net revenue of $153 million, up 8% from the year-ago level. Adjusted for currency fluctuations, net revenue increased 14% to $163 million.
Additionally, management expects Tilray to generate $70 million to $80 million of adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) and be free cash flow positive in its operating business units in FY 2023.
Following the above disclosure in the early morning of July 28, TLRY stock gained 12% against the prior day’s session. Over the month between July 5 through Aug. 4, shares have swung higher by more than 24%.
Adding to the optimism for TLRY stock and other cannabis players is a Forbes report that Switzerland legalized medical cannabis starting from Aug. 1. As well, new legislation will allow Swiss companies to export medicinal marijuana for commercial purposes.
In September 2018, Tilray garnered major headlines when it announced a partnership with the University of California, San Diego. Under the arrangement, researchers at the University of California School of Medicine conducted a novel clinical trial to “examine the safety, efficacy and pharmacological properties of cannabis as a potential treatment for adults with essential tremor (ET). Currently, ET is treated using repurposed medications originally developed for high blood pressure or seizures. Surgery is another option.”
In its FY 2022 disclosure, Tilray stated that it leads the European medical cannabis sector, with 20% market share in Germany. Irwin D. Simon, Tilray Brands’ chairman and CEO, stated “Over the past year, we have accelerated the optimization of our operations and sharpened execution against our most profitable core business opportunities in medical, adult-use, wellness, and beverage-alcohol across Canada, Europe, and the U.S.”
Although investors have many positive details to chew on, Tilray acknowledged that it suffered a net loss of $457.8 million during fiscal Q4 compared to net income of $33.6 million in the prior-year quarter. To explain this dichotomy, Tilray mentioned challenges including “market conditions inclusive of higher rates of borrowing and lower foreign exchange rates.”
The admission of rising borrowing costs comes amid the consumer price index hitting 9.1% over the year ended June 2022. Also, the purchasing power of the dollar declined by 12.92% from the start of the COVID-19 pandemic through June of this year.
By Joshua Enomoto for Fintel
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https://secretatlanta.co/atlanta-breweries-ipa/
GTI - On pace for $1B (NOW) - Green Thumb Industries Reports Second Quarter 2022 Results
Profit at Marijuana Seller Green Thumb Stays High, Despite Slower Economy
By Bill Alpert
https://www.barrons.com/articles/green-thumb-gtbif-stock-price-marijuana-sales-profit-51659628469
Aug. 4, 2022 11:56 am ET
People are buying marijuana products, but opting for lower-priced options, Green Thumb's CEO says.
One place consumers can find refuge from inflation is the cannabis dispensary.
“The cannabis industry isn’t experiencing inflation,” Green Thumb Industries GTII –0.08% chief Ben Kovler told Barron’s after the marijuana vendor reported earnings Wednesday. “It is experiencing price compression.”
Green Thumb (ticker: GTBIF) is the first of the multistate cannabis operators to report. Like other state-licensed operations, the 74-store chain is seeing consumers shift their purchases toward lower-priced products. So while Green Thumb’s June quarter revenue rose 5% sequentially and 15% year over year, gross margins narrowed to 50% of sales in June, compared with 55% in the year-ago quarter.
Disciplined spending allowed Green Thumb to continue as one of the few multistate operators that reports net income. The company earned $24 million, or 10 cents a share, compared with $22 million and 10 cents in June 2021.
The federal illegality of cannabis keeps shares of state-legal firms like Green Thumb on the over-the-counter market, where the stock was up 0.5% in Thursday morning trading to $9.76. The failure of legalization bills to advance through Congress has weighed on U.S. operators like Green Thumb. Its stock has dropped about 55% this year, in line with the industry tracking AdvisorShares Pure US Cannabis exchange-traded fund (MSOS), but well worse than the 20% decline of the Nasdaq Composite indexCOMP +0.20% .
Chief executive Kovler says that unit volumes are holding up, but pressures on consumer purchasing power have changed the sales mix. “Consumers are buying less high-end product and more in the value space,” he said.
Bigger jumps in Green Thumb’s sales will track state expansions. The start of recreational sales in New Jersey helped offset some of the economy’s crunch in the June quarter. Illinois needs to allow more stores, and Pennsylvania has yet to allow cannabis edibles and recreational sales, Kovler noted.
Sales in the second half of this year will benefit from the start of recreational sales in Connecticut and Rhode Island. New York is a market where Green Thumb has invested ahead of the state’s planned recreational opening—but state regulators moved slowly, while illegal sellers operate openly in places like Manhattan.
“You can buy marijuana from a truck, a street corner, or a store, all over Manhattan,” Kovler said.
In Congress, Senators Chuck Schumer (D-N.Y.) and Cory Booker (D-N.J.) are talking up their cannabis legalization bill, but Kovler sees little movement. A bill to ease his industry’s access to banks never made it through Congress.
Despite challenges, Kovler says his market and business remain robust. Green Thumb produced $140 million in cash flow this year and has plenty of cash on its balance sheet.
Analyst Pablo Zuanic at Cantor Fitzgerald wrote in a Thursday note that near-term growth at Green Thumb may remain subdued, even though he foresees long-term gains. While maintaining his Overweight rating, Zuanic trimmed his price target from $39 to $31. That still implies plenty of upside for a stock that he calls one of his top picks.
Write to Bill Alpert at william.alpert@barrons.com
Cresco Labs to Hold Second Quarter 2022 Earnings Conference Call on August 17, 2022
STOCKS Aug 2, 2022 • 6:30 AM EDT
Cresco Labs (CSE:CL) (OTCQX:CRLBF) (“Cresco Labs” or “the Company”), a vertically integrated multistate operator and the number one U.S. wholesaler of branded cannabis products, today announced that it will report financial results for the second quarter ended June 30th, 2022, on Wednesday, August 17th, 2022, before the market opens.
The Company will host a conference call and webcast to discuss its financial results and provide investors with key business highlights.
Event: Cresco Labs Second Quarter 2022 Earnings Conference Call
Date: Wednesday, August 17th, 2022
Time: 8:30am EST
Webcast: Link
Dial-in: 1-844-200-6205 (US Toll Free), 1-833-950-0062 (Canada Toll Free), 1-646-904-5544 (US Local), +1 929-526-1599 (Other)
Access Code: 035060
Archived access to the webcast will be available for one year on the Cresco Labs investor relations website.
About Cresco Labs Inc.
Cresco Labs is one of the largest vertically integrated multistate cannabis operators in the United States, with a mission to normalize and professionalize the cannabis industry. Employing a consumer-packaged goods (“CPG”) approach, Cresco Labs is the largest wholesaler of branded cannabis products in the U.S. Its brands are designed to meet the needs of all consumer segments and comprised of some of the most recognized and trusted national brands including Cresco, High Supply, Mindy’s Edibles, Good News, Remedi, Wonder Wellness Co. and FloraCal Farms. Sunnyside, Cresco Labs’ national dispensary brand, is a wellness-focused retailer created to build trust, education and convenience for both existing and new cannabis consumers. Recognizing that the cannabis industry is poised to become one of the leading job creators in the country, Cresco Labs operates the industry’s largest Social Equity and Educational Development initiative, SEED, which was established to ensure that all members of society have the skills, knowledge and opportunity to work and own businesses in the cannabis industry. Learn more about Cresco Labs at www.crescolabs.com.
View source version on businesswire.com: https://www.businesswire.com/news/home/20220801005267/en/
Media:
Jason Erkes, Cresco Labs
Chief Communications Officer
press@crescolabs.com
Investors:
investors@crescolabs.com
For general Cresco Labs inquiries:
312-929-0993
info@crescolabs.com
Source: Cresco Labs Inc.
CVS Health reports strong second quarter results, raises 2022 full-year EPS and cash flow from operations guidance
Wednesday, August 3, 2022
Visit Investor Relations for more about Q2 2022 earnings
WOONSOCKET, Rhode Island — CVS Health Corporation (NYSE: CVS) today announced operating results for the three months ended June 30, 2022.
Key financial data
https://www.cvshealth.com/sites/default/files/media-gallery/cvs-health-earnings-report-2022-q2.pdf
Tilray Wellness Announces U.S. Distribution Agreement with Southern Glazer’s Wine & Spirits for CBD Beverages
August 3, 2022 at 7:00 AM EDT
PDF Version
NEW YORK, Aug. 03, 2022 (GLOBE NEWSWIRE) -- Tilray Brands, Inc. ("Tilray" or the "Company") (Nasdaq: TLRY; TSX: TLRY), a leading global cannabis-lifestyle and consumer packaged goods company inspiring and empowering the worldwide community to live their very best life, today announced that Fresh Hemp Foods, Ltd., a part of the Company’s Tilray Wellness division, has signed a distribution agreement with Southern Glazer’s Wine & Spirits (“Southern Glazer’s”), the preeminent distributor of wine and spirits. The distribution agreement will provide Tilray Wellness with direct access to Southern Glazer’s distribution network reaching consumers everywhere from local bars and restaurants to independent and national grocery chains and convenience stores.
Jared Simon, President, of Tilray Wellness and Fresh Hemp Foods, said, “This agreement helps Tilray uniquely position itself to enter the multi-billion-dollar adult beverage category with a non-alcoholic, CBD beverage alternative, for consumers who want to relax and unwind.”
As the leading distributor of beverage alcohol and CBD beverages in the U.S., Southern Glazer’s will be the exclusive distribution partner for the Tilray Wellness CBD beverage portfolio across 13 states with additional opportunities to scale nationwide. This strategic agreement will allow Tilray Brands to develop a U.S. CBD beverage portfolio within familiar retail channels, which will transition the category out of the fringe and into the mainstream. Tilray is excited to tap into the industry’s most knowledgeable CBD sales team and be part of their industry-leading Proof® e-commerce platform so retailers have access to its CBD Beverage portfolio 24/7.
About Tilray Brands
Tilray Brands, Inc. (Nasdaq: TLRY; TSX: TLRY), is a leading global cannabis lifestyle and consumer packaged goods company with operations in Canada, the United States, Europe, Australia, and Latin America that is changing people's lives for the better – one person at a time. Tilray Brands delivers on this mission by inspiring and empowering the worldwide community to live their very best life and by providing access to products that meet the needs of their mind, body, and soul while invoking wellbeing. Patients and consumers trust Tilray Brands to deliver a cultivated experience and health and wellbeing through high-quality, differentiated brands and innovative products. A pioneer in cannabis research, cultivation, and distribution, Tilray’s unprecedented production platform supports over 20 brands in over 20 countries, including comprehensive cannabis offerings, hemp-based foods, and craft beverages.
For more information on how we open a world of wellbeing, visit www.Tilray.com and follow @tilray on all social platforms.
Forward-Looking Statements
Certain statements in this communication that are not historical facts constitute forward-looking information or forward-looking statements (together, “forward-looking statements”) under Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be subject to the “safe harbor” created by those sections and other applicable laws. Forward-looking statements can be identified by words such as “forecast,” “future,” “should,” “could,” “enable,” “potential,” “contemplate,” “believe,” “anticipate,” “estimate,” “plan,” “expect,” “intend,” “may,” “project,” “will,” “would” and the negative of these terms or similar expressions, although not all forward-looking statements contain these identifying words. Certain material factors, estimates, goals, projections, or assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this communication. Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses, or current expectations concerning, among other things: expectations regarding the performance and scale of the Company, including Tilray Medical; and the Company’s ability to expand its offering to patients worldwide, including via Tilray Medical. Many factors could cause actual results, performance, or achievement to be materially different from any forward-looking statements, and other risks and uncertainties not presently known to the Company or that the Company deems immaterial could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained herein. For a more detailed discussion of these risks and other factors, see the most recently filed annual information form of Tilray and the Annual Report on Form 10-K (and other periodic reports filed with the SEC) of Tilray made with the SEC and available on EDGAR. The forward-looking statements included in this communication are made as of the date of this communication and the Company does not undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events, or otherwise unless required by applicable securities laws.
For further information:
Media
Berrin Noorata
news@tilray.com
Investors
Raphael Gross
203-682-8253
Raphael.Gross@icrinc.com
Tilray Brands, Inc.
THE VALENS COMPANY ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
KELOWNA, BC, Aug. 3, 2022 /PRNewswire/ – The Valens Company Inc. (TSX: VLNS) (Nasdaq: VLNS) (the “Company“, “The Valens Company” or “Valens“), a leading manufacturer of cannabis products, today announced the voting results from its Annual General Meeting of Shareholders (the “Meeting“), held by way of live audio webcast on August 2, 2022.
Six of the director nominees that were put forward by the Company were elected by shareholders at the Meeting to hold office until the next annual meeting of shareholders or until their successors are elected or appointed. The results of the vote for the election of directors at the Meeting are set out as follows:
https://thevalenscompany.com/press-releases/the-valens-company-announces-results-of-annual-general-meeting-of-shareholders/
B&G Foods (BGS) to Post Q2 Earnings: What's in the Cards?
Zacks Equity Research
Wed, August 3, 2022, 3:19 PM·5 min read
B&G Foods, Inc. BGS is likely to witness year-over-year growth in the top line when it reports second-quarter 2022 earnings on Aug 4. The Zacks Consensus Estimate for revenues is pegged at $480.2 million, suggesting an increase of 3.4% from the prior-year quarter’s reported figure.
B&G Foods’ bottom line is likely to decline from the year-ago quarter’s reported figure. The Zacks Consensus Estimate for quarterly earnings has been stable in the past 30 days at 26 cents per share. The projection suggests a decline of 36.6% from the figure reported in the prior-year period.
We expect the top line to be up 3% year over year to $478.3 million and the bottom line to decline 27.5% to 30 cents per share.
BGS manufactures, sells and distributes a portfolio of shelf-stable, and frozen foods and household products. B&G Foods has a trailing four-quarter negative earnings surprise of 8.6%, on average. BGS witnessed a negative earnings surprise of 12.8% in the last reported quarter.
Things to Consider
B&G Foods is constantly witnessing higher demand for its products as consumers continue to cook and bake at home, a trend fueled by the pandemic. BGS is focused on solidifying its brand portfolio through acquisitions of complementary branded businesses, developing new products, and utilizing its multiple channel sales and distribution system. Prudent buyouts like Crisco, Farmwise and Clabber Girl have been yielding well for BGS for a while. All these factors are likely to have contributed to BGS’ second-quarter 2022 sales performance.
However, B&G Foods has been battling cost inflation for a while. On its last earnings call, management highlighted that it expects to witness higher cost inflation for inputs, such as ingredients, packaging and transportation due to factors like the pandemic, the Ukraine war, weather conditions, supply-chain hurdles and the shortage of labor. These factors are most likely to have weighed on the bottom-line performance in the quarter under review.
What the Zacks Model Unveils
Our proven model does not predict an earnings beat for B&G Foods this time around. The combination of a positive Earnings ESP and a Zacks Rank #1 (Strong Buy), 2 (Buy) or 3 (Hold) increases the odds of an earnings beat, which is not the case here. You can uncover the best stocks to buy or sell before they’re reported with our Earnings ESP Filter.
BGS has an Earnings ESP of 0.00% and a Zacks Rank #3.
Breckenridge Distillery and Denver Broncos Release Limited-Edition Mile High Bourbon Blends
August 4, 2022 at 7:00 AM EDT
America’s Best Blended Whiskey is Back and Better Than Ever
BRECKENRIDGE, Colo., Aug. 04, 2022 (GLOBE NEWSWIRE) -- Breckenridge Distillery, the ‘World’s Highest Distillery’ and the official Bourbon of football franchise, the Denver Broncos, today announced two new limited-edition Mile High Bourbon Blends, the second commemorative Broncos Bourbon Blends of the series collaboration. Fans aged 21 or older can purchase the limited-edition bottles beginning Monday, Aug. 8.
To make the Mile High Blends, Broncos Alumni, Jake Plummer, and Breckenridge, Head Distiller, Hans Stafsholt (Blue), faced off with Broncos ‘Ring of Famer’, Karl Mecklenburg and Breckenridge Distillery, Founder, Bryan Nolt (Orange), to see who can blend the better bourbon. In the Blue Broncos Bourbon Blend, honey crisp apple and fresh orange envelop the nose leading to a creamy orange and orange blossom honey on the palate, finished with oak and light white pepper spice. The Orange Broncos Bourbon Blend invites a burnt orange marmalade and brandied raisin aroma leading to dark brown sugar with a light cherrywood smoke, vanilla, rye spice and a light black pepper finish. Encased in a commemorative orange or blue bottle, these limited-edition bourbon blends pay homage to the Broncos Mile High Era and include the team’s classic 1962 logo on their label.
Breckenridge x Denver Broncos Mile High Blend
The limited-edition Mile High Bourbon Blends from Breckenridge Distillery are made by Broncos Alumni Jake Plummer and Breckenridge Head Distiller Hans Stafsholt (Blue) and Broncos ‘Ring of Famer’, Karl Mecklenburg and Breckenridge Distillery, Founder, Bryan Nolt (Orange). (Photo courtesy: Breckenridge Distillery)
“Last year we released our first collaboration with the Denver Broncos and the Broncos Bourbon blends were not only a hit with our Colorado fans, but the whiskey industry as a whole,” says Nolt. “We’re so excited to continue our partnership with the Broncos and bring Broncos and whiskey fans across the country our latest release of the Mile High Blends to enjoy this season.”
The first collaboration of the series, the Champions Blend, garnered recognition in the whiskey world by being named Best American Blended Whiskey, Limited Release and Campaign Innovator of the Year by Whisky Magazine at the World Whiskies Awards.
To learn more about Breckenridge Distillery and where to buy its award-winning spirits, visit: http://breckenridgedistillery.com/bourbon-of-denver-broncos/.
About Breckenridge Distillery
Founded in 2008, Breckenridge Distillery is the “World’s Highest Distillery” widely known for its award-winning blended bourbon whiskey, a high-rye mash American-style whiskey. As one of the most highly awarded craft bourbons in the U.S., Breckenridge Bourbon is proudly a 3x Icons of Whisky and 5x winner of Best American Blended winner at the World Whiskies Awards by Whisky Magazine and a 4x winner of Colorado Distillery of the Year by the New York International Spirits Competition. Most recently, Breckenridge Gin and PX Sherry Cask Finish Whiskey received Double Gold at the San Francisco World Spirits Competition. In 2021, Breckenridge Gin was named the World’s Best Compound Gin at the World Gin Awards by Gin Magazine.
For more information about Breckenridge Distillery, visit www.breckenridgedistillery.com.
Become a fan and follow @BreckDistillery on Instagram. #BreckDistillery #BroncosBourbon
Breckenridge Distillery was acquired by Tilray Brands, Inc. (Nasdaq: TLRY and TSX: TLRY) in December 2021. For more information on Tilray Brands, visit www.Tilray.com and follow @Tilray
Forward-Looking Statements
Certain statements in this communication that are not historical facts constitute forward-looking information or forward-looking statements (together, “forward-looking statements”) under Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be subject to the “safe harbor” created by those sections and other applicable laws. Forward-looking statements can be identified by words such as “forecast,” “future,” “should,” “could,” “enable,” “potential,” “contemplate,” “believe,” “anticipate,” “estimate,” “plan,” “expect,” “intend,” “may,” “project,” “will,” “would” and the negative of these terms or similar expressions, although not all forward-looking statements contain these identifying words. Certain material factors, estimates, goals, projections, or assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this communication. Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses, or current expectations. Many factors could cause actual results, performance, or achievement to be materially different from any forward-looking statements, and other risks and uncertainties not presently known to the Company or that the Company deems immaterial could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained herein. For a more detailed discussion of these risks and other factors, see the most recently filed annual information form of Tilray and the Annual Report on Form 10-K (and other periodic reports filed with the SEC) of Tilray made with the SEC and available on EDGAR. The forward-looking statements included in this communication are made as of the date of this communication and the Company does not undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events, or otherwise unless required by applicable securities laws.
For further information:
Media
Berrin Noorata
news@tilray.com
Investors
Raphael Gross
203-682-8253
Raphael.Gross@icrinc.com
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.
Tilray Brands Announces Closing of Transaction with HEXO, Laying Groundwork for the Next Evolution of Canadian Cannabis
July 12, 2022 at 4:01 PM EDT
https://ir.tilray.com/news-releases/news-release-details/tilray-brands-announces-closing-transaction-hexo-laying
Alliance Looks to Enhance Consumer Experience and Strengthen Tilray Brands’ Potential for U.S. Federal Legalization and International Expansion
Transaction Expected to Immediately be Revenue, EBITDA and Cash-Flow Positive, and Accretive to EPS for Tilray Brands
LEAMINGTON, Ontario, July 12, 2022 (GLOBE NEWSWIRE) -- Tilray Brands, Inc. (“Tilray Brands” or the “Company”) (Nasdaq | TSX: TLRY), a leading global cannabis-lifestyle and consumer packaged goods company inspiring and empowering the worldwide community to live their very best life, today announced that the Company has closed its previously-disclosed acquisition from HT Investments MA LLC (“HTI”) of the secured convertible note (the “HEXO Note”) issued by HEXO Corp. (“HEXO”).
Irwin D. Simon, Tilray Brands’ Chairman and CEO, said, “We are excited to close on this strategic transaction and alliance with HEXO, which is expected to provide several financial and commercial benefits, including substantial cost-savings synergies, increased strength in product innovation to capitalize on for market opportunities in Canada and internationally, along with the U.S., upon federal legalization. This is a unique opportunity to realize our vision to enhance consumer experience and lay the groundwork for the next evolution of Canadian cannabis.”
Charlie Bowman, HEXO’s President and CEO, added, “Closing this transaction with Tilray will provide HEXO with the financial flexibility needed to accelerate our operational turnaround and put us on the path to profitable growth. We are confident that the savings and production efficiencies we are able to realize between the two companies will reset the industry.”
Financial and Commercial Benefits:
Substantial Savings: The strategic alliance between Tilray Brands and HEXO is expected to deliver up to $80 million of shared cost-savings within the next two years. Both companies have identified operational and production efficiencies with respect to cultivation and processing services, including pre-rolls, beverages and edibles, as well as shared services and procurement.
Accretion: As a result of the substantial savings, as well as the annual advisory fee, the acquisition of the HEXO Note by Tilray Brands will be immediately accretive to the Company.
Strengthening Product Innovation in Canada and International Markets: Tilray Brands and HEXO bring together industry leading expertise in the global cannabis industry, including cannabis cultivation, product innovation, brand building, and distribution. Leveraging both companies’ commitment to innovation and operational efficiencies, both companies will provide their respective expertise and know-how to strengthen market positioning and capitalize on opportunities for growth through a broadened product offering and accelerated CPG innovation. These efforts will also provide benefits to the U.S. market, upon potential federal legalization.
Transaction Details
Tilray Brands acquired the HEXO Note from HTI, which has a current principal balance of $173.7 million outstanding. The purchase price paid to HTI for the HEXO Note was $155 million, reflecting a 10.8% discount on the outstanding principal balance.
The conversion price of the HEXO Note of CAD$0.40 per share, implies that, as of July 11, 2022, Tilray Brands would have the right to convert into approximately 48% of the outstanding common stock of HEXO (on a non-diluted basis).
The purchase price was satisfied, in part, by Tilray Brands’ issuance to HTI of a new $50 million convertible unsecured note (the “Tilray Convertible Note”) and approximately 33.3 million shares in Class 2 common stock of Tilray Brands. The Tilray Convertible Note bears interest at a rate of 4.00% per annum, calculated and paid on a quarterly basis and matures on September 1, 2023. HEXO did not receive any proceeds as a result of Tilray Brands’ purchase of the HEXO Note from HTI.
Tilray Brands has nominated two directors to HEXO’s Board of Directors (“Board”) and one Board observer.
Commercial Agreements
Tilray Brands and HEXO also entered into certain commercial agreements covering the following key areas; (i) each party will complete production and processing as a third-party manufacturer of certain products for the other party; (ii) HEXO will source its cannabis products for international markets, excluding Canada and the US, from Tilray Brands; and (iii) HEXO and Tilray Brands will share savings related to specified facilities optimization activities, procurement, general and administrative costs, including insurance and certain shared services, and certain production and processing activities for straight-edge pre-rolls, edibles and beverages. The commercial agreements further provide that HEXO shall pay Tilray Brands an annual fee of $18 million for advisory services with respect to cultivation, operation, and production matters.
Early Warning Reporting Disclosure
In connection with Tilray Brands’ acquisition of the HEXO Note, Tilray Brands announces, pursuant to applicable requirements of Canadian securities laws, that it has acquired the right to convert the HEXO Note into approximately 48% of the outstanding common stock of HEXO, on a non-diluted basis (the “Acquisition”). Prior to the Acquisition, Tilray Brands did not beneficially own or control any of the common stock of HEXO.
Tilray Brands completed the Acquisition for investment purposes and for strategic reasons, including in connection with its negotiation around the commercial agreements which will enable the realization of shared cost-saving synergies and the other benefits described above.
Although not in its present plans, from time to time, Tilray Brands may hold discussions with HEXO’s management, its board of directors, other stockholders, and other relevant parties concerning the business, operations, board composition, management, strategy and future plans of HEXO. Depending on various factors including, without limitation, the results of any such discussions, HEXO’s financial position and business strategy, the status of the HEXO Note, the availability of securities of HEXO that would make the purchase of such securities desirable, conditions in the securities market and general economic and industry conditions, other investment opportunities, the liquidity requirements of Tilray Brands, and so forth, Tilray Brands may consider from time to time various alternative courses of action with respect to increasing or decreasing its ownership, control or direction over HEXO securities. Tilray Brands reserves the right to acquire (whether by conversion of the HEXO Note or otherwise) additional securities of HEXO, including without limitation Common Shares, and/or to dispose of any or all of its interests under the HEXO Note (or any securities of HEXO acquired in connection with the conversion of the HEXO Note). There can be no assurances that Tilray Brands will pursue or consummate any of these transactions. Any such transaction referred to in this paragraph would be made in compliance with all applicable laws and regulations.
A copy of the early warning report required to be filed by Tilray Brands in connection with the acquisition will be filed on SEDAR and made available under HEXO’s issuer profile on SEDAR at www.sedar.com.
About Tilray Brands
Tilray Brands, Inc. (Nasdaq: TLRY; TSX: TLRY), is a leading global cannabis-lifestyle and consumer packaged goods company with operations in Canada, the United States, Europe, Australia, and Latin America that is changing people's lives for the better – one person at a time. Tilray Brands delivers on this mission by inspiring and empowering the worldwide community to live their very best life and providing access to products that meet the needs of their mind, body, and soul while invoking wellbeing. Patients and consumers trust Tilray Brands to deliver a cultivated experience and health and wellbeing through high-quality, differentiated brands and innovative products. A pioneer in cannabis research, cultivation, and distribution, Tilray Brands’ unprecedented production platform supports over 20 brands in over 20 countries, including comprehensive cannabis offerings, hemp-based foods, and craft beverages.
For more information on Tilray Brands, visit www.Tilray.com and follow @Tilray
Cautionary Statement Concerning Forward-Looking Statements
Certain statements in this communication that are not historical facts constitute forward-looking information or forward-looking statements (together, “forward-looking statements”) under Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be subject to the “safe harbor” created by those sections and other applicable laws. Forward-looking statements can be identified by words such as “forecast,” “future,” “should,” “could,” “enable,” “potential,” “contemplate,” “believe,” “anticipate,” “estimate,” “plan,” “expect,” “intend,” “may,” “project,” “will,” “would” and the negative of these terms or similar expressions, although not all forward-looking statements contain these identifying words. Certain material factors, estimates, goals, projections or assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this communication. Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things: accretion related to the HEXO transactions; expected production efficiencies, strengthened market positioning and potential cost saving synergies resulting from the transactions and agreed commercial arrangements; the Company’s ability to commercialize new and innovative products; and HEXO management’s stated expectations for its operational turnaround and growth in global markets. Many factors could cause actual results, performance or achievement to be materially different from any forward-looking statements, and other risks and uncertainties not presently known to the Company or that the Company deems immaterial could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained herein. For a more detailed discussion of these risks and other factors, see the most recently filed Annual Report on Form 10-K (and other periodic reports filed with the SEC) of Tilray Brands made with the SEC and available on EDGAR. The forward-looking statements included in this communication are made as of the date of this communication and the Company does not undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.
For further information:
Media: Berrin Noorata, news@tilray.com
Investors: Raphael Gross, +1-203-682-8253, Raphael.Gross@icrinc.com
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/40bf3659-82be-43c5-ad23-792060504d85
Innovative Industrial Properties Expands Real Estate Partnership with Green Thumb Industries at Pennsylvania Property
Thu, June 30, 2022, 7:00 AM·6 min read
IIP Funds Additional $55.0 Million for a New 152,000-Square-Foot Industrial Facility
SAN DIEGO, June 30, 2022--(BUSINESS WIRE)--Innovative Industrial Properties, Inc. (IIP), the first and only real estate company on the New York Stock Exchange (NYSE: IIPR) focused on the regulated U.S. cannabis industry, announced today that it entered into an amendment of the lease with Green Thumb Industries Inc. (Green Thumb) (CSE: GTII; OTCQX: GTBIF), a leading national cannabis consumer packaged goods company and owner of RISE dispensaries. The lease amendment in Danville, Pennsylvania, provided $55.0 million in reimbursement to Green Thumb for the recently completed development of a 152,000-square-foot industrial building for cultivation and processing, in addition to a new electric substation on the property to enhance electrical load capacity. The lease amendment also adjusted the base rent under the lease to take into account the additional available funding for the development. IIP funded in full the reimbursement, making IIP’s total investment in the 300,000-square-foot property $94.6 million. This lease amendment was made pursuant to the exercise of an option by Green Thumb for IIP to provide reimbursement of these improvements, with this option originally included in a lease amendment executed in 2021.
"We are grateful for the continued partnership with IIP at our Danville facility," said Green Thumb Founder and Chief Executive Officer Ben Kovler. "Having negotiated the lease and terms last year, we are pleased to have waited to draw the remaining funds until now when the facility is complete. We are excited about the future of cannabis in Pennsylvania."
Details of the IIP Pennsylvania property are as follows:
IIP originally acquired the property for $20.3 million and entered into a long-term lease with Green Thumb in 2019 and under the lease made available $19.3 million for qualifying improvements to the property. At the time, the facility consisted of approximately 148,000-square-feet of industrial space, about half of which was operational.
Improvements included build-out of the remainder of the facility, consisting of new grow rooms, production rooms, processing rooms and the construction of additional mezzanine space to house new mechanical, plumbing and electrical infrastructure.
IIP’s $55.0 million additional capital commitment was utilized as reimbursement to Green Thumb for costs incurred in the ground-up development of an additional approximately 152,000-square-foot indoor cultivation and processing facility.
Eligible direct costs for the project for which IIP reimbursed Green Thumb included site planning and preparation, base building construction and the enhanced HVAC, electrical, mechanical, fertigation and other building systems required for indoor cannabis cultivation and processing, in addition to the construction of the new electrical substation located on the property.
The new facility contains flower rooms, veg rooms, mother rooms, dry rooms, processing, storage, office and supporting spaces.
In addition to this facility in Pennsylvania, IIP owns and leases two regulated cannabis cultivation and processing facilities in Illinois and Ohio to Green Thumb, comprising a total of approximately 606,000 square feet. IIP’s total investment in properties leased to Green Thumb is approximately $176.8 million. Green Thumb is IIP’s fourth largest tenant partner in terms of capital investment.
As the pioneering real estate investment trust (REIT) for the medical-use cannabis industry, IIP partners with experienced medical-use cannabis operators and serves as a source of capital by acquiring and leasing back their real estate assets, in addition to offering other creative real estate-based capital solutions.
"We are proud to have supported Green Thumb as their long-term real estate partner since 2019," said Paul Smithers, IIP’s President and Chief Executive Officer. "Since that time, Green Thumb has grown from $216 million in revenues in 2019 to nearly $900 million in revenues in 2021, demonstrating the strength of Green Thumb’s operational footprint and their ability to execute and produce high quality products for patients and customers at scale throughout the United States."
Medical-use cannabis dispensaries in Pennsylvania made their first sales in 2018; as of March 2022, the Pennsylvania Department of Health reported that over 740,000 patients and caregivers had been registered for the state’s medical cannabis program. Marijuana Business Daily projects regulated medical-use cannabis sales to reach $1.6 - $2.0 billion for 2022. The current program provides for the issuance of up to 25 cultivation and processing licenses and 150 dispensary licenses, in addition to nine clinical registrant licenses, each of which may have a cultivation and processing facility and a dispensary. In March 2022, Pennsylvania’s Senate Law and Justice Committee concluded the last of three hearings examining issues regarding potential adult-use legalization, marking the first hearings by a legislative panel on the issue of adult-use cannabis in the Republican-controlled Pennsylvania General Assembly. The neighboring states of New York and New Jersey recently legalized cannabis for adult-use.
As of June 30, 2022, IIP owned 111 properties located in Arizona, California, Colorado, Florida, Illinois, Maryland, Massachusetts, Michigan, Minnesota, Missouri, Nevada, New Jersey, New York, North Dakota, Ohio, Pennsylvania, Texas, Virginia and Washington, representing a total of approximately 8.6 million rentable square feet (including approximately 2.5 million rentable square feet under development / redevelopment). As of June 30, 2022, IIP had committed approximately $2.4 billion across its portfolio, including capital invested to date (excluding transaction costs) and additional capital commitments to fund future construction and improvements at IIP’s properties. These statistics do not include an $18.5 million loan from IIP to a developer for construction of a regulated cannabis cultivation and processing facility in California.
About Innovative Industrial Properties
Innovative Industrial Properties, Inc. is a self-advised Maryland corporation focused on the acquisition, ownership and management of specialized industrial properties leased to experienced, state-licensed operators for their regulated medical-use cannabis facilities. Innovative Industrial Properties, Inc. has elected to be taxed as a real estate investment trust, commencing with the year ended December 31, 2017. Additional information is available at www.innovativeindustrialproperties.com.
About Green Thumb Industries
Green Thumb Industries Inc. ("Green Thumb"), a national cannabis consumer packaged goods company and retailer, promotes well-being through the power of cannabis while giving back to the communities in which it serves. Green Thumb manufactures and distributes a portfolio of branded cannabis products including Beboe, Dogwalkers, Doctor Solomon’s, Good Green, incredibles and RYTHM. The company also owns and operates rapidly growing national retail cannabis stores called RISE. Headquartered in Chicago, Illinois, Green Thumb has 17 manufacturing facilities, 77 open retail locations and operations across 15 U.S. markets. Established in 2014, Green Thumb employs approximately 4,000 people and serves millions of patients and customers each year. The company was named to Crain’s Chicago Business, Fast 50 list in 2021 and 2022 and a Best Workplace by MG Retailer magazine in 2018, 2019 and 2021. More information is available at www.GTIgrows.com.
Innovative Industrial Properties Forward-Looking Statements
This press release contains statements that IIP believes to be "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than historical facts, including, without limitation, statements regarding the lease and development of the Pennsylvania property, Green Thumb and the Pennsylvania regulated cannabis market, are forward-looking statements. When used in this press release, words such as we "expect," "intend," "plan," "estimate," "anticipate," "believe" or "should" or the negative thereof or similar terminology are generally intended to identify forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, such statements. Investors should not place undue reliance upon forward-looking statements. IIP disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
View source version on businesswire.com: https://www.businesswire.com/news/home/20220630005051/en/
Contacts
Catherine Hastings
Chief Financial Officer
Innovative Industrial Properties, Inc.
(858) 997-3332
The Valens Company Signs Exclusive Cannabis Partnership with Coldhaus Distribution
Agreement secures a dedicated field team under a direct-to-store management model for Valens-branded products, driving sales through a robust distribution network
Kelowna, B.C., June 22, 2022 – The Valens Company Inc. (TSX: VLNS) (Nasdaq: VLNS)) (the “Company” “The Valens Company” or “Valens”), a leading manufacturer of branded cannabis products, today announced that it has secured an exclusive cannabis partnership with Coldhaus Distribution (“Coldhaus”) to provide integrated logistics solutions for Valens-branded cannabis products across Ontario, Alberta, and British Columbia.
Pursuant to the two-year partnership, Coldhaus in conjunction with Valens will be responsible for store level representation, brand advocacy, distribution route coverage and retail staff education to drive brand visibility and commercial retail presence. Furthermore, leveraging Coldhaus’ direct-to-store management infrastructure we believe will significantly increase the frequency, reach and touchpoints of our brands as we continue to penetrate key retail relationships. The dedicated field team to be put in place through this partnership will allow Valens to connect with and educate retail staff in respect to our brands and product attributes providing a unique opportunity to help drive consistent in-store category strategy while supporting retailers as they focus on enriching consumer experience.
Tyler Robson, Chief Executive Officer of The Valens Company, said, “We are very happy to announce today’s partnership with Coldhaus a leading distributor with proven success in building large iconic brands in the beverage industry through robust distribution. Having a major partner like Coldhaus we believe will help accelerate our growth in key markets and create long-term meaningful relationships with retailers and consumers throughout the distribution territory as we increase visibility of our branded cannabis products. This partnership is a positive step forward for our revenue growth objectives with little to no additional overhead as we are able utilize the expert sales and logistics teams at Coldhaus that will serve as an extension to the Valens team. We are thrilled to partner with Coldhaus to expand our reach into the retail ecosystem, as they truly understand the relationship between brand owners and retailers.”
David Millen, Chief Executive Officer of Coldhaus Distribution, said, “The cannabis market is an important emerging category, and we have maintained our independence as a private distributor positioned to lead and seize generation-defining opportunities exactly like this one. Today marks our first foray into the cannabis category, we are proud to select Valens as our exclusive partner to help bring their leading portfolio of products to market given their manufacturing capabilities and product innovation. Coldhaus has a heritage of building large brands through robust distribution, and this partnership marks a defining moment as consumer preferences and behaviours with cannabis are beginning to take shape. We believe this is an opportunity to help build and distribute Valens into a house of leading cannabis CPG brands.”
At Valens, it’s Personal.
About The Valens Company
The Valens Company is a leading manufacturer of cannabis products with a mission to bring the benefits of cannabis to the world. The Company provides proprietary cannabis processing services, in addition to best-in-class product development, manufacturing, and commercialization of cannabis consumer packaged goods. The Valens Company’s high-quality products are formulated for the medical, health and wellness, and recreational consumer segments, and are offered across all cannabis product categories with a focus on quality and innovation. The Company also manufactures, distributes, and sells a wide range of CBD products in the United States through its subsidiary Green Roads, and distributes medicinal cannabis products in Australia. In partnership with brand houses, consumer packaged goods companies and licensed cannabis producers around the globe, the Company continues to grow its diverse product portfolio in alignment with evolving cannabis consumer preferences in key markets. Through Valens Labs, the Company is setting the standard in cannabis testing and research and development with Canada’s only ISO17025 accredited analytical services lab, named The Centre of Excellence in Plant-Based Science by partner and scientific world leader Thermo Fisher Scientific. Discover more on The Valens Company at http://www.thevalenscompany.com.
About Coldhaus Distribution Inc.
Coldhaus Distribution is a leading tier one National Consumer Packaged Good distributor and fulfillment company that delivers best in class results on its brand building capabilities. The Company prides itself on its suite of services which range from fulfillment, full service national distribution, forecasting, analytics and reporting, financial services, and national account management. Coldhaus Distribution works to execute their partners brand strategy and drives performance throughout the Canadian marketplace. The Company continues to grow its brand portfolio and leverage its extensive experience to continuously improve, learn, and educate consumers, retailers, and the brands they work with.
For further information, please contact:
Jeff Fallows
The Valens Company
Investor Relations
ir@thevalenscompany.com
1.647.956.8254
KCSA Strategic Communications
Phil Carlson
VLNS@kcsa.com
1.212.896.1233
Media
KCSA Strategic Communications
Anne Donohoe
adonohoe@kcsa.com
1 212.896.1265
Notice regarding Forward Looking Statements
All information included in this press release, including any information as to the future financial or operating performance and other statements of The Valens Company that express management’s expectations or estimates of future performance, other than statements of historical fact, constitute forward-looking information or forward-looking statements within the meaning of applicable securities laws and are based on expectations, estimates and projections as of the date hereof. Forward-looking statements are included for the purpose of providing information about management’s current expectations and plans relating to the future. Wherever possible, words such as “plans”, “expects”, “scheduled”, “trends”, “forecasts”, “future”, “indications”, “potential”, “estimates”, “predicts”, “anticipate”, “to establish”, “believe”, “intend”, “ability to”, or statements that certain actions, events or results “may”, “should”, “could”, “would”, “might”, “will”, or are "likely" to be taken, occur or be achieved, or the negative of these words or other variations thereof, have been used to identify such forward-looking information. Specific forward-looking statements include, without limitation, statements regarding the ability to regain compliance with the Nasdaq Listing Rules, and anticipated courses of action.
The risks and uncertainties that may affect forward-looking statements include, among others, the inability to meet the Minimum Bid Requirement or comply with Nasdaq’s other listing standards within the prescribed time period, which could result in the delisting of the common shares, Canadian regulatory risk, Australian regulatory risk, U.S. regulatory risk, U.S. border crossing and travel bans, the uncertainties, effects of and responses to the COVID-19 pandemic, reliance on licenses, expansion of facilities, competition, dependence on supply of cannabis and reliance on other key inputs, dependence on senior management and key personnel, general business risk and liability, regulation of the cannabis industry, change in laws, regulations and guidelines, compliance with laws, limited operating history, vulnerability to rising energy costs, unfavourable publicity or consumer perception, product liability, risks related to intellectual property, product recalls, difficulties with forecasts, management of growth and litigation, many of which are beyond the control of The Valens Company. For a more comprehensive discussion of the risks faced by The Valens Company, and which may cause the actual financial results, performance or achievements of The Valens Company to be materially different from estimated future results, performance or achievements expressed or implied by forward-looking information or forward-looking statements, please refer to The Valens Company’s latest Annual Information Form filed with Canadian securities regulatory authorities at www.sedar.com or on The Valens Company’s website at www.thevalenscompany.com. The risks described in such Annual Information Form are hereby incorporated by reference herein. Although the forward-looking statements contained herein reflect management's current beliefs and reasonable assumptions based upon information available to management as of the date hereof, The Valens Company cannot be certain that actual results will be consistent with such forward-looking information. The Valens Company cautions you not to place undue reliance upon any such forward-looking statements. The Valens Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law. Nothing herein should be construed as either an offer to sell or a solicitation to buy or sell securities of The Valens Company.
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.
Odyssey Health, Inc. Announces Positive Results from Initial Phase I Clinical Trial Subjects for Concussion Drug
This is great news
PINEAPPLE EXPRESS ENTERS AGREEMENT TO OFFER SAME-DAY MEDICAL CANNABIS DELIVERY TO ENTOURAGE HEALTH PATIENTS
MAY, 04, 2022
https://investors.fireandflower.com/news/news-details/2022/Pineapple-Express-Enters-Agreement-to-Offer-Same-Day-Medical-Cannabis-Delivery-to-Entourage-Health-Patients/default.aspx
Fire & Flower continues to expand delivery services through CannDeliv technology platform and industry-leading logistics
TORONTO, May 4, 2022 /CNW/ - Fire & Flower Holdings Corp. ("Fire & Flower" or the "Company") (TSX: FAF) (OTCQX: FFLWF), a leading cannabis consumer retail and technology platform announced today that its wholly owned delivery and logistics subsidiary, Pineapple Express Delivery Inc. ("Pineapple Express") has entered into an agreement with Entourage Health Corp. (TSX-V: ENTG) (OTCQX: ETRGF) (FSE: 4WE) ("Entourage") to provide same-day delivery services to Entourage's patients in certain regions within Ontario.
Pineapple Express Enters Agreement to Offer Same-Day Medical Cannabis Delivery to Entourage Health Patients (CNW Group/Fire & Flower Holdings Corp.)
Patients of Entourage's Starseed Medicinal Inc. ("Starseed") platform will be able to select a same-day delivery option within their existing patient portal, which will be fulfilled by Pineapple Express.
"We continue to add additional value to our recent acquisition of Pineapple Express as we deepen our relationships with key licensed producer partners both in the recreational and medical delivery channels such as Entourage and its Starseed Medicinal network," shared Trevor Fencott, Chief Executive Officer of Fire & Flower. "Pineapple Express is the largest delivery platform in Canada, with more than 40,000 deliveries per month and it is the scale of our platform along with the CannDeliv technology that enables us to deliver exceptional service to our customers and medical producer patients."
Starseed's medical clients will receive real-time tracking by text message, delivery patient care and re-attempt support through Pineapple Express, enabled by the industry leading CannDeliv technology platform.
"Our agreement with Pineapple Express to provide same-day delivery access exemplifies our commitment to our Starseed medical clients as we strive to continuously offer a higher level of service – and we are excited to be working with our partners on this important initiative," shared George Scorsis, Chief Executive Officer and Executive Chairman of Entourage. "As leaders in medical and adult-use markets, we understand the importance of timely and consistent access to quality-crafted cannabis products. Pineapple Express with its proprietary software, combined with its extensive mobile operations and experienced focus on customer service were key factors in establishing this partnership to provide upgraded services to our patients."
About Fire & Flower
Fire & Flower is a leading, technology-powered, adult-use cannabis retailer with more than 100 corporate-owned stores in its network. The Company leverages its wholly owned technology development subsidiary, Hifyre™, to continually advance its proprietary retail operations model while also providing additional independent high-margin revenue streams. Fire & Flower guides consumers through the complex world of cannabis through education-focused, best-in-class retailing while the Hifyre digital retail and analytics platform empowers retailers to optimize their connections with consumers. The Company's leadership team combines extensive experience in the technology, logistics, cannabis and retail industries.
Through the strategic investment of Alimentation Couche-Tard Inc. (owner of Circle K convenience stores), the Company has set its sights on global expansion as new cannabis markets emerge and is poised to expand into the United States when permitted through its strategic licensing agreement with Fire & Flower U.S. Holdings upon the occurrence of certain changes to the cannabis regulatory regime.
Fire & Flower's wholly owned subsidiary, Pineapple Express Delivery, has over 15 years of experience offering same-day 60-minute delivery services in multiple industries across Canada. Pineapple Express Delivery offers a personalized experience for its customers and has established in-depth security and delivery protocols to facilitate same-day delivery of medical and recreational cannabis across the country.
To learn more about Fire & Flower, visit www.fireandflower.com.
To learn more about Pineapple Express Delivery, visit https://pineappleexpressdelivery.com/.
About Entourage Health Corp.
Entourage Health Corp. is the publicly traded parent company of Entourage Brands Corp. (formerly WeedMD RX Inc.) and CannTx Life Sciences Inc., licence holders producing and distributing cannabis products for both the medical and adult-use markets. The Company owns and operates a state-of-the-art hybrid greenhouse and processing facility located on 158-acres in Strathroy, ON; a fully licensed 26,000 sq. ft. Aylmer, ON processing facility, specializing in cannabis extraction; and a micropropagation, tissue culture and genetics centre-of-excellence in Guelph, Ontario. With its Starseed Medicinal medical-centric brand, Entourage has expanded its multi-channeled distribution strategy. Starseed's industry-first, exclusive partnership with LiUNA, the largest construction union in Canada, along with employers and union groups complements Entourage's direct sales to medical patients. Entourage's elite adult-use product portfolio includes Color Cannabis, Saturday Cannabis and Royal City Cannabis Co. – sold across eight provincial distribution agencies. The Company also maintains strategic relationships in the seniors' market and supply agreements with Shoppers Drug Mart. It is the exclusive Canadian producer and distributor of award-winning U.S.-based wellness brand Mary's Medicinals sold in both medical and adult-use channels. Under a collaboration with The Boston Beer Company subsidiary, Entourage is also the exclusive distributor of cannabis-infused beverages in Canada, expected to launch in 2022.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news release contains certain forward-looking information within the meaning of applicable Canadian securities laws ("forward-looking statements"). All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "achieve", "could", "believe", "plan", "intend", "objective", "continuous", "ongoing", "estimate", "outlook", "expect", "project" and similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions "may" or "will" occur. These statements are only predictions.
Forward-looking statements are based on the opinions and estimates of management of Fire & Flower at the date the statements are made based on information then available to the Fire & Flower. Various factors and assumptions are applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Forward-looking statements are subject to and involve a number of known and unknown, variables, risks and uncertainties, many of which are beyond the control of Fire & Flower, which may cause Fire & Flower's actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors, among other things, include: regulatory and other approvals or consents; fluctuations in general macroeconomic conditions; fluctuations in securities markets; the impact of the COVID-19 pandemic; the ability of the Company to successfully achieve its business objectives and political and social uncertainties.
No assurance can be given that the expectations reflected in forward-looking statements will prove to be correct. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. Additional information regarding risks and uncertainties relating to the Company's business are contained under the heading "Risk Factors" in the Company's annual information form dated April 29, 2022 and the heading "Risks and Uncertainties" in the management discussion and analysis for the quarter ended October 30, 2021 filed on its issuer profile on SEDAR at www.sedar.com. The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
SOURCE Fire & Flower Holdings Corp.
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.
Indiva Limited Continues To Fly Under Investors Radar Despite Constant Revenue Growth
EDITORIAL Apr 27, 2022 • 7:12 AM EDT
Earnings season is kicking into high gear as the overall market is trading in a volatile pattern and cannabis companies recently started reporting results.
Today, we highlighted Indiva Limited (TSXV: NDVA) (OTCQX: NDVAF) after it reported fourth quarter financial results and believe the business is flying under the radar. During the quarter, the company reported major advancements and has leverage to every province and territory in Canada.
Although Indiva does not get the attention of large-scale Canadian Licensed Producers (LPs), we believe the business has been executing on a multi-faceted growth strategy. During the quarter, the Canadian cannabis company generated more than $10 million of revenue which represents a more than 25% increase over the prior quarter.
According to data from Hifyre, Indiva had the largest market share in Canada for cannabis edibles in 2021 and we find this to be significant. During the year, the company’s distribution expanded to reach all 13 provinces and territories in Canada and we are favorable on how the footprint has improved. By expanding its reach, Indiva is creating a platform that can be leveraged for new product introduction through new licensing partnerships and in-house innovation.
In the earnings report, Indiva said it expects revenue in the current quarter to be lower than the fourth quarter but higher on a year-over-year basis. The management team is focused on improving margins through the implementation of automation in the production and packaging of edible products.
Although Indiva has been one of the most significant growth stories in the Canadian cannabis industry, the business receives minimal coverage from major financial media firms. We believe the business is flying under the radar and are bullish on how the management team has been executing.
So far this year, Indiva has been under pressure with the rest of the cannabis sector and the stock has fallen more than 30%. At current levels, we believe the valuation is compelling and will be monitoring how the story continues to advance in 2022 and beyond.
Green Thumb Industries Announces Second Round of Good Green Grant Recipients
APRIL 27, 2022
CHICAGO and VANCOUVER, British Columbia, April 27, 2022
(GLOBE NEWSWIRE) -- Green Thumb Industries Inc. (Green Thumb) (CSE: GTII) (OTCQX: GTBIF), a leading national cannabis consumer packaged goods company and owner of RISE dispensaries, today announced the second group of nonprofit organizations to receive funding as part of its Good Green Grant Program.
“We are proud to partner with five more nonprofit organizations on their mission to create meaningful change in local communities and correct the social and economic injustices created by cannabis prohibition,” said Green Thumb Founder and Chief Executive Officer Ben Kovler. “The Good Green movement is committed to re-directing resources to organizations expanding access and opportunities for communities and individuals impacted by the failed War on Drugs. Bit by bit, we can deliver lasting, positive change in the communities that we serve.”
First launched in the fall of 2021, Good Green offers high-quality and affordable popcorn flower products. Sales from Good Green products fund grants awarded to nonprofit organizations that give back to communities disproportionately affected by the War on Drugs. Each organization selected encompasses one or more of Good Green’s three core pillars: education, employment and expungement. The five organizations will receive unrestricted grants of $60,000 that will advance each organization’s mission and objectives. Good Green’s second round of beneficiaries include:
• Ex-Cons for Community and Social Change : Ex-Cons for Community and Social Change is a Chicago-based organization linking communities to programs and resources to change the dynamic of trauma within communities by reducing recidivism.
“It’s amazing to receive this generous grant from the team at Good Green which will aid our efforts in continuing to engage with communities in Chicago through re-entry programs and critical resources often underfunded by the state.” – Tyrone F. Muhammad, Executive Director
• Growing Home : Growing Home uses their organic urban farm in Englewood to provide paid workforce development and agricultural training for formerly incarcerated individuals and other community members in Chicago facing barriers to employment. The organization also helps trainees access legal, medical, childcare and housing services to facilitate the re-entry process, alongside providing organic healthy food at affordable prices in their community.
“Growing Home is extremely grateful to partner with Good Green to create an even greater impact in Chicago. This grant will allow us to serve over 80 participants in our workforce development programs this year, many of whom have been impacted by the War on Drugs.” – Janelle St. John, Executive Director
• Greyston Foundation : Based in Yonkers, New York, The Greyston Foundation aims to unlock the power of human potential through inclusive employment opportunities. In the past three years, The Greyston Employment Opportunity Center (GEOC) has provided training and education programs, youth services, and transitional employment services to over 5,000 individuals who have faced barriers to meaningful employment.
“Good Green’s grant allows our organization to advocate for Open Hiring® and more inclusive employment practices on a national scale to create more job opportunities for those with employment barriers. Greyston Bakery has a 40-year track record of unlocking human potential through Open Hiring®. We want other businesses to replicate this innovative approach to finding great employees.” – Joseph D. Kenner, President and CEO
• i.c.stars : Over the past 23 years, i.c.stars has provided coding, business and leadership training to help promising adults in Chicago and Milwaukee secure high-growth jobs in the technology industry. The four-month program trains talented, under-resourced young adults including those who are formerly incarcerated or who have been affected by the War on Drugs, and has a 90 percent job placement rate.
“We are honored to work with Good Green to help create opportunities in the tech sector for individuals facing barriers. Thank you for being a partner in our work.”
– Sandee Kastrul, President and CEO
• TakeRoot Justice : TakeRoot Justice provides legal research and policy support to grassroots and community-based groups in New York City working to dismantle racial, economic and social oppression. The organization formed HAPPEN, a dedicated social justice program in 2016, to increase police accountability, combat discriminatory policing and support community-led campaigns for safety.
"Thank you to Good Green for selecting TakeRoot Justice as a grant recipient. This grant will enable us to grow our work with marginalized New Yorkers organizing to stabilize their communities and vision their own futures." – Sadia Rahman, Interim Co-Director
Good Green is committed to bringing responsible consumers and change-making organizations together to create real, lasting progress against the War on Drugs. The brand’s current product offerings, including indica, sativa and hybrid popcorn flower, are available in Illinois, Maryland, Massachusetts, New Jersey, Pennsylvania and Virginia.
The Good Green Grant Program’s third round of applications will open to local 501(c)3 organizations on June 1, 2022 through August 19. For more information on Good Green’s nonprofit application process, winners and product, please visit www.good.green.
About Green Thumb Industries:
Green Thumb Industries Inc. (“Green Thumb”), a national cannabis consumer packaged goods company and retailer, promotes well-being through the power of cannabis while giving back to the communities in which it serves. Green Thumb manufactures and distributes a portfolio of branded cannabis products including Beboe, Dogwalkers, Doctor Solomon’s, Good Green, incredibles and RYTHM. The company also owns and operates rapidly growing national retail cannabis stores called RISE. Headquartered in Chicago, Illinois, Green Thumb has 17 manufacturing facilities, 77 open retail locations and operations across 15 U.S. markets. Established in 2014, Green Thumb employs approximately 3,800 people and serves millions of patients and customers each year. The company was named to Crain’s Fast 50 list in 2021 and a Best Workplace by MG Retailer magazine in 2018, 2019 and 2021. More information is available at www.GTIgrows.com.
Earnings Call Transcript - Fire & Flower Holdings Corp. (FFLWF) CEO Trevor Fencott on Q4 2021 Results -
Apr. 26, 2022 1:23 PM ET
Fire & Flower Holdings Corp. (FFLWF)
Fire & Flower Holdings Corp. (OTCQX:FFLWF) Q4 2021 Earnings Conference Call April 26, 2022 8:30 AM ET
Company Participants
Trevor Fencott - CEO
Judy Adam - CFO
Conference Call Participants
Frederico Gomes - ATB Capital
Aaron Grey - Alliance Global Partners
Alex Gelmych - Echelon Capital Markets
Jason Sandberg - PI Financial
Justin Keywood - Stifel GMP
Operator
Hello and welcome to the Fire & Flower Fourth Quarter Financial and Operational Results. My name is Katie, and I will be coordinating your call today [Operator Instructions].
I'll now hand over to your host, Trevor Fencott, the Chief Executive Officer of Fire & Flower to begin. Trevor, please go ahead.
Trevor Fencott
Thank you very much, and thank you for joining me today for our fourth quarter and fiscal year 2021 conference call. I'm Trevor Fencott, President and CEO of Fire & Flower. And joining me today is Judy Adam, our CFO. Earlier today, our company published its operational and financial results for the fourth quarter ended January 29, 2022, and the results are available on the company's Web site and on SEDAR. Prior to beginning our call, I'm going to admit to slide here, I'll direct listeners to the cautionary statement regarding forward-looking information published on the news release for the fourth quarter and fiscal year 2021, as well as our company's filings on SEDAR. Today, we'll driving a commentary on the fiscal fourth quarter of 2021 financial results along with an update on the continued execution of our asset light technology driven business model that's driving our financial growth and expansion of our cannabis retail footprint across North America. We'll then conclude with the moderated question-and-answer period from equity research analysts that cover Fire & Flower.
So our fiscal 2021 highlights. To begin fiscal 2021 was a year of significant growth and advancement across the company. Results continue to demonstrate the unique value of the Hifyre consumer technology platform and progress across all business segments. Total consolidated revenue across the segments of digital, retail and wholesale increased 37% to a record of $175.5 million for the fiscal year. Given retail headwinds that occurred in the fourth quarter of the year, adjusted EBITDA was essentially flat to the prior year at about 5.1%. Driving the growth in the business with a significant increase in year-over-year revenue in our Hifyre consumer technology platform segment with an impressive 129% increase year-over-year. In this segment alone, the company generated $14.3 million in revenue at an extremely high margin. Despite an increase in retail store licenses in all jurisdictions, which Judy will speak to in her comments, our retail business segment increased revenue by 29% to $130.8 million for the fiscal year. At the end of our fiscal year, Fire & Flower represented one of the largest cannabis retail store networks in Canada with more than 100 stores opened and operating.
One of the most exciting progressions for the fiscal year was driven through a number of our acquisitions at our e-commerce and passive light business unit. We refined our vision to a consumer retail and technology platform with the mission to deliver cannabis to the world. Executing upon this vision, we added cannabis consumer web traffic into our platform due to acquisition of PotGuide and Wikileaf at the top of our funnel, which also marked the opening of our Hifyre office in Denver, Colorado. We also acquired the largest cannabis delivery business in Canada, Pineapple Express, which now delivers more than 40,000 packages per month across many Canadian provinces. Pineapple Express provides the necessary technology and scale to cost effectively deliver cannabis packages direct to consumers in a manner that those shopping in the legacy markets are accustomed to. In addition, this business provide us with enhanced operating leverage through offering medical delivery services to our existing licensed producer partners, as well as logistics within the cannabis industry. The results and progress that we've achieved this year uniquely position Fire & Flower to compete in the evolving Canadian market and advance our strategy in the United States and international markets.
So for fourth quarter 2021 and those recent highlights. During the fourth quarter of fiscal 2021, we continue to see headwinds driven by both a significant increase in the number of licensed stores as well as competitive price pressures within the market. We've taken steps to address competitive challenges by playing to our strengths on ensuring that we focus on the long term sustainability of the business. For the quarter, we saw modest decrease in revenue to $42.7 million with a negative adjusted EBITDA of $2.4 million. Despite the consolidated performance, our highest margin most growth oriented and most scalable business segment, the Hifyre consumer technology platform, reported a record quarterly revenue of $4.1 million, again, an extremely high margin. This represents a sequential quarter-over-quarter growth of 7% over the past record quarter for this business segment. We continue to focus on innovation, growth and commercialization within this business segment to propel the company forward.
One of the questions that we get most from most investors is the timing of our NASDAQ application. Recently, we completed the filing of our 40-F registration and DTC eligibility, which are amongst the final stages of our NASDAQ application. We understand that investors are eagerly anticipating the NASDAQ listing, especially if your position as a technology driven consumer cannabis platform, which is the natural fit for listing on the NASDAQ exchange. We believe the timeline for our listing is measured in weeks at this point and we're excited to be listed on this exchange, which will bring greater visibility to US based investors who are already interested in our story. Last week, our strategic partners, Alimentation Couche-Tard, the owners of the Circle K convenience store chain, provided us with their intent to exercise the Series B warrants, which will take their ownership stake in Fire & Flower to more than 35%. I'll speak further to our progress with Circle K and other strategic initiatives in the next slide.
Most recently, in response to the needs of the rapidly growing value oriented consumer segment, we've announced the expansion of the industry first Spark Select pricing program. This expansion of our strategy is designed to attract additional value oriented customers, which are driving competitive pressures in the market. As always, our strategic focus has been on capturing valuable customer segments and preserving the highest possible gross margin through using data to understand our customers and meet their product and pricing needs. Further details on the expansion of Spark Select program will be forthcoming on our Web site, social media and through digital and retail engagement channels of our customers.
So for a Circle K strategic update. For those of you on the call today who are new to our story, Fire & Flower had a strategic agreement with retail giant, Alimentation Couche-Tard, the owners of the Circle K convenience store chain. This is a company with an impressive story and a retail scale of more than 14,000 stores in 26 countries around the globe. And as of today, Couche-Tard has a market capitalization of more than $60 billion. Through a warrant structure, Circle K has the potential to take up to 50.1% ownership stake in Fire and Flower, which I'll provide an overview of in the next slide. Couch-Tard holds a board position with Fire & Flower and we've worked together on many strategic initiatives, including a co-located store program, which was proven successful on every metric. Based on the pilot program, Fire & Flower has entered into a strategic licensing agreement where the Hifyre technology, Fire & Flower brand and operating procedures will be used in cannabis dispensary locations owned by Circle K adjacent to convenience store location.
This is an important part of our strategy, potentially large number of convenience store locations, not only provide traffic and consumer engagement to the Fire & Flower brand but also serve as distributed pickup points for e-commerce delivery to cannabis consumers through the Pineapple Express delivery service and logistics. It’s important to note that we continue to work with Circle K on improving operational efficiencies and real estate site selection across our retail network. There are also significant opportunities for the Hifyre consumer technology platform globally as Fire & Flower and Circle K become more closely aligned.
All right. So sort of a summary of our warrant action here. We thought that it's important in this slide to call, I would provide overview of the strategic agreement of warrant structure between Circle K owner Alimentation Couche-Tard and Fire & Flower. So first, I draw your attention to our disclosure on this topic that the warrants are held through a numbered Ontario company, of which details can be found on SEDAR. I'll also note that the warrant numbers referred on this slide are post consolidation. So it's a bit of history in the warrant structure. Up until March 2, 2021, Couche-Tard held 19.9% ownership in us, which is achieved through an initial investment, which is a conversion of A-1 and A-2 warrants, as well as a conversion of some debentures. From there, in June of 2021, Couche-Tard exercised its Series A-3 warrants, which took the company up to 22.4% ownership in Fire & Flower.
Last week Couche-Tard provided us notice of an early exercise of the Series B warrants, which will be completed two days from today. The next series of warrants after the Bs are the C warrants, which if exercised, will take Couche-Tard up to 50.1% ownership in our company. The timeline of these warrants is between October 1, 2022 and June 30, 2023 at an outside expiry date. It's very important to understand that these warrants are exercisable at 125% of the 20 day VWAP to a maximum of $30 per share. I'll underscore this again that these warrants are at a 25% premium to market with an outside expiry date of June 30, 2023. We thought it's important for those people that are new to the story to provide an overview of the structure. And if there are any questions about the warrant structure of our strategic relationship, we encourage you to reach out directly to our investor relations team.
Leading the way in our growth has been the Hifyre cannabis technology platform, which has delivered success in high margin revenue channels. As we continue to build our business as a complete consumer technology and retail platform, Hifyre will build and maintain our competitive advantage. In fiscal 2021, we acquired PotGuide and Wikileaf, driving top level cannabis consumer traffic. The acquisition of PotGuide brought us a US presence for Hifyre with our office in the technology hub of Denver, Colorado. In addition to driving revenue in PotGuide, Hifyre is also generating revenue through the amended strategic agreement with Fire & Flower U.S. Holdings, formerly American Acres Managers. Through our data and analytics business, Hifyre IQ.
We are also continuing to grow our strategic partnership with US data leader, BDSA, in offering integrated Canadian and US data where subscribers include major US financial institutions, beverage alcohol companies, tobacco companies and international players looking to grow in the cannabis industry. Our core products of Hifyre IQ and Hifyre Reach enjoy very significant market share and have built a base of strong monthly recurring and annually recurring revenue that you'll see us refer to as MRR and ARR. The direct-to-consumer branded the-commerce channel enabled by Pineapple Express delivery has launched in pilot with branded dispensaries online for key Canadian license producers, including Tilray, Oxley and Organa Graham to name a few. We see a significant opportunity to leverage our existing customer and vendor relationships and expanding medical delivery and logistics through Pineapple's industry leading CannDeliv technology, a network of more than 40,000 deliveries per month.
Moving on, I'll provide an update on our retail network and the expansion of the Spark Select program. Our retail network continues to be one of the largest across the country with more than 100 corporately owned stores across major private retail markets. Given our large corporate owned retail footprint, we will also focus on how to drive consumer touchpoints in an asset lightweight through the co-located store program with our partners at Circle K. With the addition of a significant number of retail stores and licenses across the country and the emergence of a growing value oriented customer segment, it's important for us to respond to the needs of this rapidly growing segment, especially true with the largest market of Ontario. Last week, we announced the expansion of our Spark Select member pricing program more than 420,000 Spark Perks members. Within the expansion of this program, there will be a large number of products offered with the top products discounted to address the needs of this highly competitive market. Fire & Flower will leverage the deep insights garnered from our proprietary Hifyre IQ analytics program to establish a competitive pricing and product strategy that provides our customers and products that meet their buying habits and needs. Anticipated benefits in the expanded Spark Select program include driving higher overall retail sales, increased engagement from our Spark Perks members, new Spark Perks membership benefits, all while addressing this rapidly growing consumer segment.
I'd like to now turn the call over to Judy to discuss our financials and provide a more detailed overview of the progress at each of our key business segments as made in the fourth quarter and the full fiscal year 2021. Judy?
Judy Adam
Thank you, Trevor and good morning everyone. I'm happy to provide a financial overview of Fire & Flower and our operations as released to the markets earlier this morning. To begin, I remind everyone that Fire & Flower follows a retail calendar with every quarter consisting of 13 weeks. Today, I will be speaking to the fourth quarter and year end results for fiscal 2021, which ended January 29, 2022. For the current fiscal year 2021, consolidated revenue was $175.5 million, an increase of 37% compared to $128.1 million in the prior year. All three business segments individually contributed to the year-over-year growth in consolidated revenue. The retail segment generated revenue of $130.8 million. The wholesale distribution segment generated revenue of $30.3 million and the digital platform segment generated revenue of $14.3 million. Total gross profit for the fiscal year 2021 also increased 37% year-over-year to $62.1 million and gross margin percentage was 35% consistent with the prior year.
Total SG&A expense for the current fiscal year was $63.2 million compared to $45.8 million in the prior year. SG&A expense, excluding share based compensation and acquisition strategic initiative professional fees for the current fiscal year 2021, was $57 million or 32% of revenue compared to $40.3 million or 31% of revenue in the prior year. The year-over-year increase is attributable to growth across all operating segments. This includes an increase in operating costs associated with the company's expansion of its retail network for 73 stores at the end of fiscal 2020 to 105 stores at the end of fiscal 2021. Expansion of the warehouse distribution operations to support growth for new retailers sourcing inventory from [overseas] and the province of Saskatchewan, continued investment in the Hifyre digital platform as we expand its virtual presence and incremental headcount in our corporate shared services to support the company's strategic growth initiatives. As well, professional and consulting fees increased by $1.9 million over the prior year, primarily due to business development activities, preparation for NASDAQ listing, implementation of a new ERP system and developing the co-location program with ACT.
Consolidated adjusted EBITDA for the fiscal year was $5.1 million, consistent with the prior year, and all three business segments generated positive adjusted EBITDA for the full fiscal year ended January 29, 2022. Given the challenges we faced this past year with prolonged changes in operating conditions due to COVID-19 and intense competitive retail landscape, the continued growth in consolidated revenue and adjusted EBITDA in fiscal 2021 reflects the benefits of scale and being a tech enabled retailer with a diversified segment portfolio. In particular, revenues from our proprietary Hifyre digital platforms more than doubled that of the prior year and delivered adjusted EBITDA of $7.7 million compared to just $1.8 million in the prior year. However, for the fourth quarter of fiscal 2021, our overall financial performance was soft when compared to the strong results we posted in the prior year as compared to the previous quarter. This highlights the accelerated pace in which the cannabis retail industry is evolving as a result of license saturation and increased competition. As Trevor mentioned earlier, we have already undertaken a proactive expansion of the Spark Select product and pricing program to capture additional customers in the fast growing value cannabis consumer segment.
Consolidated revenue for the fourth quarter fiscal 2021 was $42.7 million, down modestly from $43.2 million in the prior year comparable period. Retail generated revenue of $31.7 million, wholesale distribution generated revenue of $7 million and the digital platform segment generated revenue of $4.1 million. Retail revenue of $31.7 million for 13 weeks ended January 29, 2022 decreased 5% from $33.2 million in the prior year comparable period and decreased $2 million or 6% sequentially from Q3 fiscal 2021. The retail network expanded to 105 stores at the end of Q4 fiscal 2021 compared to 97 stores at the end of Q3 fiscal 2021 and 73 stores at the start of fiscal 2021. On a same store sales basis, comparing the 73 stores with operations throughout the 13 weeks of Q4 fiscal ‘21 and Q4 fiscal 2020, sales decreased by 33% year over year. Despite the increase in store count this current fiscal year, the decline in revenue year over year and from the prior quarter is primarily due to the highly competitive retail landscape, resulting from mass licensing, particularly in Ontario, as well as aggressive price discounting by value based retailers.
In Ontario alone, the total provincial store count increased by approximately 169 daily licensed stores or 14% from October 30, 2021 to 1,412 stores at January 29, 2022. This also represents a year over year increase of 245% or 1,003 newly licensed stores since last year. In the fourth quarter, the decline in same store sales was most significant in Ontario, Alberta and Saskatchewan, as a result of the surge in newly licensed stores in these provinces and aggressive discount based pricing tactics by value retailers intensified. While we saw a strong lift in total sales in December over November because of our promotions around holidays, January sales declined significantly compared to December similar to the market overall, which declined 8% nationally according to Statistics Canada data. From the sales trends we have seen over the last several months, it's clear that the value oriented cannabis consumer segment is growing at a more rapid pace. We have been closely watching and analyzing the pricing strategies of our competitors. And in response, we announced last week that we are launching a new pricing strategy that will focus on competitive and member based pricing. With the expansion of our industry first Spark Select member pricing program, there will be a larger number of products offered with top products discounted to address the needs of this highly competitive value oriented cannabis consumer segment.
Wholesale distribution revenue of $7 million for the fourth quarter of fiscal 2021 was comparable to the prior year as the Saskatchewan market becomes stabilized. We recently announced that open field distribution is expanding into the Manitoba market with cross stocking services and leveraging Pineapple Express delivery services. Extending these services into an additional province creates further scale and efficiency for the wholesale business segment going forward. Digital platform revenue increased 33% to $4.1 million in the fourth quarter of fiscal 2021 from $3.1 million in the fourth quarter of fiscal 2020. As company continues to monetize the Hifyre cannabis technology platform with increased data and ad network subscriptions, recurring monthly services to external clients and standalone data and analytics projects. The year over year increase also reflects that acquisitions of PotGuide and Wikileaf in Q3 of fiscal 2021, as well as Pineapple Express Delivery, which was acquired in late January 2022. Additional revenue was driven from channels within the US and the medical cannabis market as part of Hifyre strategy to increase engagement with its B2B customers. In the fourth quarter of fiscal 2021, the digital platform segment generated approximately $600,000 in revenue from the US market. We continue to look for opportunities to drive aggressive growth in the US market.
Total gross profit for the company for the fourth quarter of fiscal 2021 was $13.7 million or 32.1% of revenue compared to total gross profit of $16.4 million or 38% of revenue for same period of the previous year. The year-over-year decline in gross profit of $2.7 million is attributed to the retail segment, which saw a gross profit decline of $3.8 million year-over-year and gross margin reduction to 25.8% compared to 36% in the prior year. The decline was offset by increase in gross profit of $0.9 million from digital platforms segment. In the fourth quarter of fiscal 2021, gross margin percentage on a consolidated basis benefited from a shift in mix with a larger portion of gross profit coming from the high margin digital business in the current period compared to the prior year. The digital platform segment represents 29% of total gross profit dollars in the fourth quarter of fiscal 2021 compared to 19% in the prior year comparable period.
Total SG&A expense for the company for the fourth quarter of fiscal 2021 was $17.9 million compared to $15.2 million for the same period of the previous year. SG&A expense, excluding share based compensation and acquisition strategic initiative professional fee for the fourth quarter fiscal 2021, was $16.1 million or 38% of revenue compared to $13 million or 30% of revenues in the prior year. The increase was primarily due to higher store accounts driving increased associated operating costs combined with the reduction in same store sales.
Total adjusted EBITDA for the company for the fourth quarter of fiscal 2021 was negative $2.4 million compared to positive adjusted EBITDA of $35 million for the same period of the previous year. While the digital and wholesale segments delivered positive adjusted EBITDA and year-over-year growth in the current quarter, this was not enough to offset the decrease in adjusted EBITDA of negative $2.1 million from the retail segment and increased SG&A expense at quarter. The company reported a net loss of $19.5 million or a loss per share of $0.54 for the fourth quarter of fiscal 2021 compared to a net loss of $11.4 million or net loss per share of $0.55 in the comparable period of fiscal 2020. In the fourth quarter fiscal 2021, the company incurred restructuring impairment and other costs of $14.5 million, resulting from restructuring efforts as we optimize our retail portfolio and strategy. Of this total, a $10.9 million noncash impairment charged pertaining to acquired retail licenses for certain locations in Ontario, Alberta, Saskatchewan and BC as a result of the carrying value exceeding the expected recovery and recoverable amounts of these assets.
In addition impairment charges of $2.5 million for property and equipment and $0.9 million for right of use assets were incurred associated with certain retail locations that the company tends to no longer operate. Our balance sheet remains strong. And as of January 29, 2022, our cash balance on hand was $19.8 million. During the fourth quarter fiscal 2021, the company entered into a loan agreement with Couche-Tard for maximum aggregate amount of $30 million, which could be drawn in three separate tranches of $10 million. As at January 29, 2020, a total of $20 million was withdrawn under the loan agreement. As Trevor mentioned earlier this week, we announced ACT’s intention to exercise all of the Series B warrants outstanding to trading dates following the release of our fiscal 2021 financial statements. Following the exercise of the Series B warrants, the outstanding $20 million loan and accrued interest will be repaid in full and ACT’s ownership of Fire & Flower will increase to approximately 35%.
Thank you. And I'll turn it back to Trevor and look forward to questions from the participants on the call.
Trevor Fencott
Thank you, Judy. Some concluding remarks before we move on to questions from research analysts covering Fire & Flower. So fiscal 2021 was a year of significant growth for the company as we advance our mission to deliver cannabis to the world. We're uniquely positioned as a cannabis consumer technology and retail platform with significant ability to scale in the US and internationally as new opportunities emerge. Our Hifyre digital business segment has demonstrated continued impressive growth and is at the core of our strategy to compete in retail while demonstrating leadership and e-commerce and delivery channels where we aim to capture a valuable significant number of customers from the legacy cannabis market. On the retail front, the industry first leaders and member pricing will expand the Spark Select program to meet the needs of the rapidly expanding value driven customer segment. We view this customer segment as important in building audience size that we've proven the ability to monetize [indiscernible] revenue channels.
Fire & Flower’s unmatched with our strategic partner Alimentation Couche-Tard who’s next series of warrants if exercised will be at a 25% premium to market and positions Fire & Flower with ample capital for expansion, both domestically and internationally. Our vision is aligned with Couche-Tard starred and investors and customers to look forward to many more Fire & Flower stores adjacent to high traffic Circle K convenience stores. From the standpoint of public markets, we look to our NASDAQ listing to bring greater exposure to our story and a broader US investor base to our market in the coming weeks. Lastly and importantly, I'd like to offer a sincere and heartfelt thank you to all the employees of Fire & Flower at every level of our company for their tremendous work of preparing -- propelling our shared vision forward, particularly through our pandemic and challenging times.
I'm going to end with sharing our newly refined vision. For those that have not had a chance to review our most corporate -- recent corporate presentation, our vision is to become the largest cannabis consumer platform by using technology to focus on customer needs and by transforming the way people learn about and purchase cannabis. We’ll own the relationship with our customers from acquisition, through to purchase, either in-store or online, through fulfillment to their doors by optimizing and simplifying their consumer experience.
So with that, I believe we're going to take questions.
Question-and-Answer Session
Operator
[Operator Instructions] So we take our first question from Frederico Gomes from ATB Capital.
Frederico Gomes
My first question is on your gross margin at the retail segment close to 26%. We've seen some of your competitors with margins of 16%, 17%, 18%. So just considering the expansion of your pricing program there, should you expect your margins to decline to that same range at the retail level? And you know would you say that's sustainable over the long term, or is it just a short term strategy to compete and gain market share?
Trevor Fencott
So maybe I'll provide some high level commentary and have Judy jump in as well, and two perspectives on this, and by the way great question, that's I think really on everyone's mind. So for us, we started as a data driven company and you know we view the competitive sort of landscape as employing kind of sort of blunt tools like blanket discounting, which is simple to execute. You can do it sort of quickly and it's effective in sort of gaining things like market share. But you know our belief is that this is not a sustainable model, it's disruptive and that happens as you start to go through these competitive cycles. But we really want to lean into our competitive advantages. We have better data than our competitors. We have better tools than our competitors to understand what product need to be discounted and at what price is necessary to satisfy the demands of a consumer cohort. So for us, I think we want to be a lot more sort of choosy in where we need to compete and where we don't, because you're leaving a lot on the table in our view if you're simply just executing a blanket discount strategy, which might make for some press releases but ultimately, I think is going to be challenging to be sustainable. So maybe Judy, do you want to add some extra color to that?
Judy Adam
I would just add to what Trevor was saying. I mean, I think we are definitely going to leverage our Hifyre technology and a very sophisticated algorithm that we have available to us to really target product and formats of different products that are most wanted by our consumers. So we're taking a really targeted sort of price reductions approach. And we feel that this is our competitive advantage is to have the technology and the ability to use it towards a very sophisticated pricing and product strategy program. And in that way, we're not looking to have a gross margin -- we’re trying to protect our gross margins as much as that we can. And feel that while we'll see some compression for sure over the near term, ultimately, as we increase traffic and sales volume, we'll see that start to stabilize.
Frederico Gomes
My next question is on your number of stores. So you had 105 stores open this quarter but right now you have only 101 stores as of today. So could you provide more color on the stores that you closed, and were they in any specific geography? I know that some of them were accessories and other portion in cannabis. And what are your expectations for total number of stores for this quarter Q1, as well as for the reminder of 2022?
Trevor Fencott
Again, maybe we'll sort of double team this question as well. I mean, we've been very public yet that we have a shared service agreement with Couche-Tard. We actually share a lot of information with the real estate team, our real estate team. And so we've been, obviously, undergoing continued portfolio review and looking at our entire breadth of our portfolio. So yes, some of them are accessory stores. I think that I think we closed but we need to always be evaluating the landscape and using the most sophisticated tools we have, which is, Couche-Tard has a tremendous amount of information on where to place stores and evolving geographies and stuff. So we're going to always have that as part of our arsenal. I think we are going to see some pairing in markets where we don't feel we can be competitive and then sort of moving into markets where we feel there is still a competitive advantage to be had. So that's sort of the one piece.
The other piece is our goal for growth is largely driven by an asset light model. So we have corporate owned stores, which are important as hubs. You've heard me talk about hub, spoke and delivery as part of our model. But spoke locations, co-located locations, are actually utilizing Circle K real estate, which is very asset light to us and very, very efficient. And they serve as distribution nodes that can serve as a market and maybe serve as a market where an experienced store like a full standalone store is not warranted given the market pressure. So those are the two things I think to keep in mind. And Judy, do you want to sort of add anything to that or kind of specific store level or strategy?
Judy Adam
We definitely did. We closed a couple of stores in Q1, couple of accessory stores and other corporate stores, it was kind of all across Canada. And in terms of the go forward, I mean, we still have aproximately -- planning to build approximately around 20 corporate stores still in fiscal 2022. We've been much more selective in our real estate, as Trevor mentioned, really focusing on filling in our gaps in areas and in territories but also looking at sites that will make -- we'll add to our delivery strategy as well. So really it fits well in terms of being delivery nodes. We'll continue to expand our retail footprint as well. It'll be more focused on our co-located sites with ACT, but scale was important for us in retail as well. So you'll see our store footprint continue to expand but they’ll be more tailored towards co-located sites with ACT.
Operator
We take our next question from Aaron Grey from Alliance Global Partners.
Aaron Grey
Just want to talk about Spark Select, right? So you guys stopped being very choosy on where you look to discount. Just at a broad level, as you look at some of your consumer base, maybe you have some newer that have shifted away to other retailers, others that might be going to other retailers for select products. Given you're only going to have it this discount model for select products and not all. How do you think about, number one, the retention of the existing customer base that you still have and then may be bringing back some consumers that might have left back into the fold? And how that might play into just having some select products at discount versus the whole store as some of your competitors might?
Trevor Fencott
I mean, again, this goes back to our origin story. So from the very beginning, we've always been tech focused, knowing that this was going to be the end state. We built the company knowing that this was going to happen. And so we were the earliest to have a loyalty program, we got the data from day one, we've engaged our program -- our customers from literally the onset of legalization here. And so we've got a lot of information about what consumers’ preferences are, individual preferences are and we can cohort those groups very efficiently. So this is really no different than any other kind of tech enabled business like mobile gaming or any sort of subscription based sort of tech platform, those kinds of things, there's always win back strategies. You have to always be adapting your strategy, because really your job is to service your customers’ needs and wants. Like that's it, that's the job and that's what the tech was built to do.
So we have very, very good insight on kind of what matters to the various cohorts of our consumer base, and we can reach out directly to them. That's why in the early days you would have heard me talking a lot about this direct line of communication to your customer is the most important thing in cannabis, the thing that was missing in candidates. Well, we invested heavily in that, I think now it's definitely paying dividends because that deep knowledge, which is beyond just an email address or phone number, or some kind of transactional touch point, this relationship is something that can be bolstered through win back strategies but also to know what’s important to people. Not everyone’s price sensitive on all products, or some people very price sensitive on certain ones and then not others. So that's -- you have to know that about your customer to win in this environment, but that’s why we built the company that’s way.
Aaron Grey
And then the second one for me, just as you're pushing out the Spark Select offering, I was curious your existing customer base, they'll become knowledgeable of it. But how do you look to the market out to a broader customer base, hopefully, bringing new customers into the fold? So just maybe some marketing tactics you guys look to unfold with it?
Trevor Fencott
And again, we've always been concerned about what I call the cannabis echo chamber, which is like, look, you can add -- you can talk to customers in this sort of environment, it was very difficult to get the voice outside the cannabis community. But this goes to our program of things like selling gift cards, gift cards at Circle K stores, those kinds of things are outside the cannabis echo chamber.They are things where it's an automatic sale, when you get a gift card it has to be done online, that’s the way to ingest people into the Spark Perks program, things like our acquisitions of PotGuide and Wikileaf. And I'll often talk about the top of funnel that is the way to get people more engaged to have them understand. So for example, our brand store in Palm Springs, there are Spark Select members in Palm Springs, local for that market and that particular store there. So we totally agree that you have to get outside of the cannabis echo chamber, but we've made those moves proactively with PotGuide, with Wikileaf. Those are ways to kind of get the word out there and we've invested in it, just sort of simply -- word of mouth is also very important and we know that that's going to be part of the Spark Select program as well. Again, we've invested pretty heavily in getting the word outside the cannabis ecosystem.
Operator
Our next question comes from Alex Gelmych from Echelon Capital Markets.
Alex Gelmych
I'm wondering if you have any comments on the planned use of proceeds from the exercise of the Couche-Tard Series B warrants?
Trevor Fencott
So I mean, the first thing we're going to do is pay down the line of credit $20 million -- line of credit and clean up our balance sheet, which should leave us with net proceeds. If you had to estimate the 20 day VWAP, we think that the proceeds are certainly north of $40 million minus $20 million that leaves us with rough math and $20 million net proceeds from this, which will significantly enhance our balance sheet as well. So the short answer is we’ll just pay off the line of credit and keep the rest of the cash, deploy it, or strategic purposes.
Alex Gelmych
And then a follow-up if you don't mind. I'm curious about the consolidation of PotGuide and Wikileaf into the digital segment, and how much contribution you saw from these two companies in the first full quarter consolidation?
Trevor Fencott
I'll speak to kind of at a strategic level and then Judy can come in with the numbers. But again, strategically for us it's very important to own that customer journey and relationship from acquisition, which is top of funnel for us, things like PotGuide, like Wikileaf all the way down to delivery to their door. So that completes the vertical integration. So for us it's a lot about kind of eyeballs, outside traffic, outside influence, bringing people into the system, mobilizing our Hifyre reach ad technology outside of the cannabis eco chamber. So in that sense it's being very successful bringing people in. But in terms of economic contribution, maybe I'll flip to Judy, because I think we had a stub, they were only integrated for a bit of the quarter.
Judy Adam
Actually, we had a full quarter for PotGuide in Q4. I mentioned earlier in my remarks that our US sourced revenue is now around $600,000 for Q4, half of that would have from PotGuide and the other half would have came from licensing fees in Hifyre into the US, primarily from our amendment to the FAF US agreement.
Operator
Our next question comes from Jason Sandberg from PI Financial.
Jason Sandberg
Just looking at your retail sales decline on a same store sales basis. The number in the fourth quarter was a little bit worse than what it was in Q3. I'm just wondering whether we should read into this and assume that retail market will continue to get worse during the same store sales growth? Do you believe that you've hit the bottom and you're now moving up? I know one of your competitors have said good things about their January -- their month of January sales. Just wondering if you can give any insight in terms of what that retail same store sales growth we should expect moving forward?
Trevor Fencott
I mean, I think there's a couple of elements to that. I mean, the first thing to watch is obviously going to be new market entrant. So when we continue to add, I think Judy had the stat there’s like a thousand stores were added in Ontario in the past 12 months. So if that pie continues to grow at such an aggressive rate and again, we don't expect it to grow as aggressively as that, because I think that that sort of represented the last of the queue that the pent up demand there. But if it did continue to grow and there's nothing stopping people from opening stores, that's going to have an effect on same store sales across the industry. That's the industry sort of base expanding. And then I think there's the other piece of it, which is where we go with price compression and you know what the customer sort of want. So there's moving between retailers based on that.
So I mean, I think with our visibility, we're launching our Spark Select member pricing program, which we think is going to be competitive and kind of the retaining and winning back customers and sort of market share. But again, the X factor is how many more licenses come out there. I think what we're also seeing now though is actually store closures. So if that's the case, the store closures start to outpace new store openings, like new licenses being granted. I think we can expect -- reasonably expect that the markets that have starting to stabilize. And again, there's no question in our mind that this year is what we call a shakeout year. This is going to be a lot of -- a lot of companies are going to kind of, I think, suffer. But at the end of it, we're going to reach a position of equilibrium where the strong players and where’s the other end, and we certainly think we're going to be one of those strong players. So I know it's kind of -- it's a roundabout way of answering it, but the key data factor, I think, is going to be new market entrants versus market exits.
Operator
[Operator Instructions] We take our next question from Justin Keywood from Stifel GMP.
Justin Keywood
I'm just wondering the impact of inflation. If that’s possible that we price through in any type of price increases going forward and how the company is managing that?
Trevor Fencott
Well, price -- inflation actually hits a number of different parts of it to varying degrees. So in terms of like the product cost, we haven't seen that come in yet, I don't believe from the production standpoint. We haven't seen it reflected in product prices, although it's possible. In terms of like price at retail, sort of the conventional thinking is that this is more our product, it's more like sort of alcohol or consumable in that sense. I think where -- well, there's certainly things that we watch very carefully are things like inflation index to things like wages. We have a large labor force. Those are things we keep careful tabs on. But I think it's kind of early in the piece for us in terms of like a prolonged inflationary period. I don't know, Judy, if you want to add any sort of color to that, but that's sort of certainly my kind of high level thinking.
Judy Adam
Yes, nothing further to add to what you said, Trevor. I think you covered it.
Justin Keywood
And then I wonder if you just take a step back. Obviously, there's some competitive pressures in a saturated market, and I heard the expansion initiatives earlier in the call. But I'm wondering if this is a time to be a bit more aggressive. And I assume Couche-Tard is well familiar in operating in hyper competitive environments. And I'm wondering if you have any feedback as far as how Couche-Tard is viewing the current landscape, and if there's perhaps a strategy to acquire and again, a bit more aggressive on market share gains?
Trevor Fencott
I mean, well, we both share the same view, which is we need -- that market share is important, we need to catch up. And that in these times as disruptive as they are, and as I keep saying, it's a shakeout period, there's a lot of opportunities during shakeouts. If you're well capitalized, if you have scale and if you have the staying power and strategy to kind of get to the end. And that we're very confident that we get to the end of this disruption cycle and come out the other side a lot stronger. And that could mean things like there's going to be opportunities for acquisitions that are perhaps priced appropriately at this point. There’s going to be lots of opportunity in a shakeout year. We're not blind to that reality. I know a couple of key competitors as well that are also strong and looking at things. So I absolutely agree that there's opportunity and adversity. We're big fans of that. And -- listen our track record sort of speaks for itself. We're getting cashed up with the Series B warrant exercise. We've got a strong, aggressive partner who understands that acquisition in adverse times, if you can afford it, if you're strong enough, that can really make an outsized difference on the other end of the disruption.
Operator
[Operator Instructions] We currently have no more questions registered. So Trevor, I will hand it back to you for any closing remarks.
Trevor Fencott
I just want to thank everyone for taking the time to listen to our story, and tune in again and ask your questions, much appreciate it. We look forward to talking to everyone in next quarter. Thanks so much.
Operator
Thank you for joining today's call. This now concludes the call. Please disconnect your lines.
FIRE & FLOWER ANNOUNCES 2021 FISCAL AND FOURTH QUARTER FINANCIAL AND OPERATIONAL RESULTS
APRIL, 26, 2022
https://investors.fireandflower.com/news/news-details/2022/Fire--Flower-Announces-2021-Fiscal-and-Fourth-Quarter-Financial-and-Operational-Results/default.aspx
Fiscal 2021 Highlights:
Consolidated revenue for fiscal year 2021 increased 37% to a record $175.5 million
Consolidated Adjusted EBITDA for fiscal 2021 was $5.1 million, consistent with the prior year
Hifyre™ cannabis consumer technology platform generated a record $14.3 million for the fiscal year, an increase of 129% year-over-year
Retail revenue increased 29% to a record $130.8 million for fiscal 2021, with more than 100 retail stores opened and operating at January 29, 2022
Acquired Pineapple Express Delivery, PotGuide and Wikileaf to expand logistics capabilities and web traffic as part of the asset light e-commerce strategy
Fourth Quarter 2021 and Recent Highlights:
Consolidated revenue and Adjusted EBITDA for the fourth quarter of fiscal 2021 was $42.7 million and negative $2.4 million, respectively
Hifyre™ revenue for the fourth quarter generated a record of $4.1 million representing a 7% sequential increase quarter-over-quarter
Completed one of the final steps in preparation for listing on the NASDAQ including filing of the 40-F registration statement and DTC eligibility for common shares
Announced intent to exercise Series B warrants by strategic partner Alimentation Couche-Tard, owner of Circle K convenience stores
Announced an expansion of the industry-first Spark Select program, a new highly competitive product and pricing strategy to drive an expanded customer base, in a proactive response to the fast growing value-oriented cannabis consumer segment
TORONTO, April 26, 2022 /CNW/ - Fire & Flower Holdings Corp. ("Fire & Flower" or the "Company") (TSX: FAF) (OTCQX: FFLWD), today announced its financial and operational results for the fiscal year and fourth quarter ended January 29, 2022.
Fire & Flower logo (CNW Group/Fire & Flower Holdings Corp.)
"Fiscal 2021 has been a year of significant advancement and growth for Fire & Flower and we have delivered meaningful year-over-year revenue growth. The Hifyre Digital Platform has exhibited impressive 129% annual and 7% quarterly sequential growth and is the core value proposition of our business. This year, we have refined our vision to, 'Deliver Cannabis to the World' positioning our business as a consumer e-commerce platform, supported by a distributed retail network enhanced by our Circle K store co-location program. This position is enabled through the acquisition of Pineapple Express Delivery, one of the largest cannabis delivery platforms in the world," shared Trevor Fencott, Chief Executive Officer of Fire & Flower.
"In the fourth quarter of fiscal 2021, while we have continued to see growth in our Hifyre digital business segment, we saw a decline in our retail revenue due to increased competitive pressures within the Canadian cannabis retail landscape. We announced a further competitive price and product strategy aimed at continuing to build an expanded consumer base. As we look out to fiscal 2022, we anticipate continued growth in our digital business and driving further revenue opportunities in the U.S. We look forward to greater continued alignment with our partners at Alimentation Couche-Tard through the retail store co-location program which will be important in delivering a clear, convenience-oriented value proposition to our customers in brick-and-mortar retail and e-commerce."
Consolidated Financial Highlights
Thirteen weeks ended
Fifty-two weeks ended
(In thousands of Canadian dollars,
29-Jan-22
30-Jan-21
29-Jan-22
30-Jan-21
except per share amounts)
Total Revenue
42,697
43,219
175,499
128,053
Gross Profit
13,705
16,429
62,094
45,419
Gross Profit Percentage
32.1%
38.0%
35.4%
35.5%
Adjusted EBITDA
(2,410)
3,455
5,120
5,154
Net loss
(19,461)
(11,417)
(63,592)
(78,959)
Basic loss per share
(0.54)
(0.55)
(1.89)
(4.54)
Financial and Operational Highlights for the 2021 Fiscal Year and for the Fourth Quarter Period Ended January 29, 2022
Revenue of $42.7 million and $175.5 million for the fourth quarter and fiscal year ended January 29, 2022, representing a modest decrease of 1% for the comparable quarter (from $43.2 million) and a 37% increase year-over-year (from $128.1 million).
While all business segments contributed to the year-over-year revenue increase, the quarter-over-quarter revenue decrease was primarily due to increasing competition from new licences issued and pricing pressures in the retail market.
Gross profit of $13.7 million and $62.1 million for the fourth quarter and fiscal year ended January 29, 2022 represented a decrease of 17% for the comparable quarter (from $16.4 million) and a 37% increase year-over-year (from $45.4 million).
Adjusted EBITDA of negative $2.4 million for the fourth quarter and positive $5.1 million for the fiscal year ended January 29, 2022.
Net loss of $19.5 million for the quarter and $63.6 million for the fiscal year ended January 29, 2022, compared to a net loss of $11.4 million for the comparable quarter and $79.0 million for the fiscal year ended January 30, 2021.
An increase of 32 stores during the fiscal year, with 105 stores open and operating at the fiscal year end.
Alimentation Couche-Tard increased its equity ownership to 20.8% with $20 million outstanding on the ACT Loan and $2.4 million in convertible debentures outstanding.
As part of the Company's continued digital strategy, completed the acquisitions of Pineapple Express Delivery, PotGuide and Wikileaf.
Amended the strategic licensing agreement with Fire & Flower U.S. Holdings (formerly American Acres Managers) to derive additional U.S. based digital revenue.
Segment Revenue
Thirteen weeks ended
Fifty-two weeks ended
(In thousands of Canadian dollars unaudited)
29-Jan-22
30-Jan-21
29-Jan-22
30-Jan-21
Revenue
Retail
31,670
33,156
130,823
101,497
Wholesale
6,969
7,002
30,336
20,300
Digital Platform
4,058
3,061
14,340
6,256
Total Revenue
42,697
43,219
175,499
128,053
Segment Adjusted EBITDA
Thirteen weeks ended
Fifty-two weeks ended
(In thousands of Canadian dollars unaudited)
29-Jan-22
30-Jan-21
29-Jan-22
30-Jan-21
Adjusted EBITDA
Retail
(2,077)
1,930
1,223
7,539
Wholesale
1,010
1,126
4,725
2,905
Digital Platform
1,885
1,581
7,708
1,767
Corporate
(3,228)
(1,182)
(8,536)
(7,057)
Total Adjusted EBITDA
(2,410)
3,455
5,120
5,154
Retail
Retail revenue for the 2021 fiscal year increased 29% to $130.8 million from $101.5 million in fiscal year 2020.
Retail revenue for the fourth quarter, decreased 5% to $31.7 million from $33.2 million in the prior year comparative period. Revenue decreased $2.0 million or 6% sequentially from Q3 fiscal 2021.
Gross profit for the 2021 fiscal year was $41.5 million compared to $35.1 million in 2020 fiscal year.
Gross profit for the fourth quarter was $8.2 million, a decrease of 31% compared to $11.9 million for the prior year comparative period.
Gross profit margin was 25.8% for the fourth quarter ended January 29, 2022 and 31.7% for the 2021 fiscal year.
Segment Adjusted EBITDA for the 2021 fiscal year was $1.2 million compared to $7.5 million in fiscal year 2020. Segment Adjusted EBITDA decreased to negative $2.1 million in the fourth quarter 2021 from positive $1.9 million in the same quarter the prior year.
The Company had 105 stores open and in operation at the end of January 29, 2022, compared to 73 stores at the end of January 30, 2021.
Wholesale
Wholesale distribution revenue for the 2021 fiscal year increased 49% to $30.3 million compared to $20.3 million in 2020 fiscal year.
Wholesale distribution revenue in Q4 fiscal 2021 of $7.0 million was approximately flat compared to the same quarter of the prior year.
Gross profit was $6.4 million for the 2021 fiscal year compared to $4.1 million in 2020 fiscal year.
Gross profit in Q4 fiscal 2021 increased to $1.6 million year-over-year from $1.4 million in the same quarter of the prior year.
Segment Adjusted EBITDA for the 2021 fiscal year was $4.7 million compared to $2.9 million in 2020 fiscal year. Segment Adjusted EBITDA decreased to $1.0 million in Q4 2021 from $1.1 million in the same quarter of the prior year.
Hifyre™ Digital Platform
Hifyre Digital Platform revenue for the 2021 fiscal year increased 129% to $14.3 million compared to $6.3 million in 2020 fiscal year.
Q4 2021 Hifyre revenue was $4.1 million compared to $3.1 million in the same quarter of the prior year.
Gross profit margin was 97.3% for the fourth quarter ended January 29, 2022 and 99.2% for the 2021 fiscal year.
Adjusted EBITDA for the 2021 fiscal year was $7.7 million compared to $1.8 million in 2020 fiscal year. Adjusted EBITDA increased to $1.9 million in Q4 2021 from $1.6 million in the same quarter the prior year.
Subsequent Operational Highlights Post January 29, 2022
Amended the Strategic Licensing Partnership and Option to Acquire Fire & Flower U.S. Holdings (formerly American Acres Managers) and the creation of an additional high margin U.S. digital revenue stream on January 31, 2022.
Pineapple Express Delivery launched next-day delivery services with BC Cannabis Stores in the Vancouver region on February 24, 2022.
Completed one of the last remaining steps in the Company's NASDAQ listing through obtaining DTC Eligibility for the Company's common shares on April 13, 2022.
Expanded logistics and delivery services through a cross-docking Distribution Agreement with Manitoba Liquor & Lotteries on April 14, 2022.
Announced a highly competitive product and pricing strategy to drive an expanded customer base on April 21, 2022.
On April 20, 2022, announced intent to exercise Series B warrants by strategic partner Alimentation Couche-Tard, owner of Circle K convenience stores, resulting in a post exercise ownership stake of approximately 35%.
Non-IFRS Measures – Adjusted EBITDA "Adjusted EBITDA" is a Non-IFRS metric used by management that does not have any standardized meaning prescribed by IFRS and may not be fully comparable to similar measures presented by other companies. Management defines the Adjusted EBITDA as the Income (loss) for the period, as reported, before income taxes and other expense (income) items such as finance costs, finance income, gains and losses related to derivative liability revaluations and debt extinguishments, and adjusted for share-based compensation, depreciation and amortization, impairment expense, impairment of right-of-use ("ROU") assets net of lease liabilities remeasurement, restructuring charges, professional fees associated with acquisitions, financing and strategic initiatives.
Adjusted EBITDA has been calculated differently than in periods prior to Q1 2021, where the Company previously included lease liability cash payments as disclosed in accordance with IFRS 16 "Leases" accounting standards. The updated measure reflects the Company's new approach to analyzing the consolidated operating performance across the business lines. The Company believes the updated definition is an alternative measure to assess performance as it provides meaningful operating results and facilitates period-to-period operating comparisons. As other companies may calculate this non-IFRS measure differently than the Company, this metric may not be comparable to similarly titled measures reported by other companies. We caution readers that Adjusted EBITDA should not be substituted for determining net income (loss) as an indicator of operating results, or as a substitute for cash flows from operating activities. A reconciliation of net income (loss) to Adjusted EBITDA is presented below.
Adjusted EBITDA for the fourth quarter ended January 29, 2022 and 2021 fiscal year was negative $2.4 million and a positive $5.1 million compared to positive Adjusted EBITDA of $3.5 million for the comparable quarter and $5.2 million for the 2020 fiscal year respectively.
Adjusted EBITDA
Thirteen Weeks ended
Fiscal Year ended
(in thousands of dollars)
January 29, 2022 ($)
January 30, 2021 ($)
January 29, 2022 ($)
January 30, 2021 ($)
Net loss – as reported
(19,461)
(11,417)
(63,592)
(78,959)
(Gain) loss on revaluation of derivative liability
(7,558)
2,444
8,545
(18,638)
Loss on extinguishment and revaluation of debentures
-
(710)
-
53,152
Finance costs, net
1,505
4,055
7,245
24,884
Income taxes, net
1,330
781
2,452
1,999
Share-based compensation
468
522
3,174
2,512
Acquisition and strategic initiative professional fees
1,306
1,662
3,094
3,000
Depreciation & amortization
5,495
3,419
19,080
12,345
Restructuring, impairment and other costs, net
14,505
2,699
25,122
4,859
Adjusted EBITDA
(2,410)
3,455
5,120
5,154
Lease liability cash payments for the thirteen weeks and fiscal year ended January 29, 2022 were $2.4 million and $9 million, respectively (January 30, 2021: $0.8 million and $3.2 million, respectively).
Webcast & Conference Call
Fire & Flower will host a webcast and conference call with Trevor Fencott, Chief Executive Officer, and Judy Adam, Chief Financial Officer at 8:30 a.m. EDT on April 26, 2022. The webcast will discuss Fire & Flower's fiscal year 2021 and fourth quarter financial and operational results.
Dial-In Information
Toll-Free (Canada): 1-833-950-0062
Toll-Free (United States): 1-844-200-6205
All other locations: +1-929-526-1599
Access code: 013467
Webcast Sign-Up
https://event.on24.com/wcc/r/3755300/8C01528CC241A5D03166AC3EAE5D8F7D
Replay Information (Available until May 17, 2022)
Toll-Free (Canada): 1-226-828-7578
Toll-Free (United States): 1-866-813-9403
All other locations: +44-204-525-0658
Replay Code: 348644
Upon completion of the live conference call, a replay of the conference call will be accessible on Fire & Flower's website at https://investors.fireandflower.com/.
Fire & Flower's financial statements and management discussion and analysis for the period are available on Fire & Flower's SEDAR profile at www.sedar.com and on Fire & Flower's website at https://investors.fireandflower.com.
About Fire & Flower
Fire & Flower is a cannabis consumer retail and technology platform with more than 100 corporate-owned stores in its network. The Company leverages its wholly-owned technology development subsidiary, Hifyre Inc., to continually advance its proprietary retail operations model while also providing additional independent high-margin revenue streams. Fire & Flower guides consumers through the complex world of cannabis through best-in-class retailing while the HifyreTM digital and analytics platform empowers retailers to optimize their connections with consumers. The Company's leadership team combines extensive experience in the technology, cannabis and retail industries.
Through the strategic investment of Alimentation Couche-Tard Inc. (owner of Circle K convenience stores), the Company has set its sights on global expansion as new cannabis markets emerge and is poised to expand into the United States when permitted through its strategic licensing agreement with Fire & Flower U.S. Holdings upon the occurrence of certain changes to the cannabis regulatory regime.
To learn more about Fire & Flower, visit www.fireandflower.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news release contains certain forward-looking information within the meaning of applicable Canadian securities laws ("forward-looking statements"). All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "achieve", "could", "believe", "plan", "intend", "objective", "continuous", "ongoing", "estimate", "outlook", "expect", "project" and similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions "may" or "will" occur. These statements are only predictions.
Forward-looking statements are based on the opinions and estimates of management of Fire & Flower at the date the statements are made based on information then available to Fire & Flower . Various factors and assumptions are applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Forward-looking statements are subject to and involve a number of known and unknown, variables, risks and uncertainties, many of which are beyond the control of Fire & Flower , which may cause Fire & Flower 's actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors, among other things, include: final regulatory and other approvals or consents; fluctuations in general macroeconomic conditions; fluctuations in securities markets; the impact of the COVID-19 pandemic; the ability of the Company to successfully achieve its business objectives and political and social uncertainties.
No assurance can be given that the expectations reflected in forward-looking statements will prove to be correct. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. Additional information regarding risks and uncertainties relating to the Company's business are contained under the headings "Risk Factors" in the Company's Annual Information Form dated April 26, 2022 and "Risks and Uncertainties" in the management discussion and analysis for the thirteen weeks ended January 29, 2022 filed on its issuer profile on SEDAR at www.sedar.com. The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws.
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
SOURCE Fire & Flower Holdings Corp.
Exciting. I like the product. It's on my back-bar.
The Valens Company Secures Agreement for Green Roads Kiosks in Major Malls Across the United States
News Provided by PR Newswire
2022-04-21
Green Roads' world-class wellness products will be made available in cutting-edge smart kiosks across premium mall locations around the U.S.
KELOWNA, BC, April 21, 2022 /PRNewswire/ - The Valens Company Inc. (TSX: VLNS) (Nasdaq: VLNS) (the "Company" "The Valens Company" or "Valens"), a leading manufacturer of cannabis products is pleased to announce that its wholly-owned subsidiary Green Roads, Inc., has entered into an agreement with Signifi Solutions, Inc. to place cloud managed Green Roads smart kiosks in various premium mall locations around the U.S.
Green Roads and Signifi Solutions, Inc. have agreed to partner to initially install the smart kiosks in dozens of premium mall locations in bustling retail markets in the U.S., including New York, Florida, Arizona, Texas, and Colorado, among others. The agreement also includes the potential for an additional 60 mall locations in 2022. The first kiosk is expected to go live in June 2022 and is expected to include a full assortment of Green Roads products aimed at helping consumers with common health and wellness challenges such as stress, sleep, muscle and joint pain, relaxation, and focus.
"This partnership gives Green Roads access to some of the largest mall locations in the U.S., thereby increasing overall brand awareness and opening a new revenue opportunity given the premium mall high foot traffic. This opportunity combines world-class wellness products produced by Green Roads with cutting-edge smart kiosk technology developed by Signifi Solutions and premium mall locations" said Tyler Robson, Chief Executive Officer, and Chair of The Valens Company. "We intend to offer a full array of Green Roads products in smart kiosks and using technology that we expect to be able to gather and understand both sales data and customer demographics on a real-time basis."
"We couldn't be more pleased to have Valens and Green Roads as our clients," said Shamira Jaffer, CEO of Signifi Solutions, Inc. "We selected Green Roads after careful review of their product breadth, quality reputation, and organizational commitment to compliance and excellence. Signifi will provide smart Kiosk technology, with built-in digital screens that can be changed in real-time to align with demographic and sales data. Our technology delivers consumers an elevated, convenient experience including a secure platform to purchase Green Roads products. Through the smart kiosks, Green Roads will receive a robust real time data that will allow them to optimize the performance of each individual kiosk."
"To our knowledge, no other CBD company has combined this level of technology with the sale of its products," Mr. Robson added.
"This is the first of several initiatives that Valens and Green Roads are taking to expand distribution channels in the U.S. and abroad" said Jeff Fallows, President of The Valens Company. "This opportunity with Signifi Solutions is the perfect platform to drive discovery, trial, and frequency of purchase from the premium consumer base of malls."
At Valens, it's Personal.
About The Valens Company
The Valens Company is a leading manufacturer of cannabis products with a mission to bring the benefits of cannabis to the world. The Company provides proprietary cannabis processing services in addition to best-in-class product development, manufacturing, and commercialization of cannabis consumer packaged goods. The Valens Company's high-quality products are formulated for the medical, health and wellness, and recreational consumer segments, and are offered across all cannabis product categories with a focus on quality and innovation. The Company also manufactures, distributes, and sells a wide range of CBD products in the United States through its subsidiary Green Roads, and distributes medicinal cannabis products to Australia through its subsidiary Valens Australia. In partnership with brand houses, consumer packaged goods companies and licensed cannabis producers around the globe, the Company continues to grow its diverse product portfolio in alignment with evolving cannabis consumer preferences in key markets. Through Valens Labs, the Company is setting the standard in cannabis testing and research and development with Canada's only ISO17025 accredited analytical services lab, named The Centre of Excellence in Plant-Based Science by partner and scientific world leader Thermo Fisher Scientific. Discover more on The Valens Company at http://www.thevalenscompany.com.
About Green Roads:
Green Roads, a subsidiary of The Valens Company (TSX: VLNS) (NASDAQ: VLNS), is an award-winning company that produces high-quality wellness products including those with hemp-derived CBD and other beneficial cannabinoids. Green Roads is on a mission to help every person find the healthiest version of themselves through the power of plants, whether it be through premium CBD products or those with functional mushroom ingredients.
Green Roads is unique in that it is one of a very small number of CBD brands to produce their own products in their own cGMP and FDA-registered facility. Green Roads products are sold in over 7,000 retail locations and online at GreenRoads.com.
About Signifi:
Signifi Solutions is a global innovator delivering end-to-end solutions in I.T. Asset Management, Loss Prevention and Automated Retail. Signifi's modular hardware and VISION platform are developed and engineered in-house to deliver custom solutions that enable new sources of revenue, brand visibility, customer engagement, and operating cost reductions. Steeped in continuous innovation and marketplace collaboration, Signifi brings the most cutting-edge self-serve and automated customer experiences in the market today.
Notice regarding Forward Looking Statements
All information included in this press release, including any information as to the future financial or operating performance and other statements of The Valens Company that express management's expectations or estimates of future performance, other than statements of historical fact, constitute forward-looking information or forward-looking statements within the meaning of applicable securities laws and are based on expectations, estimates and projections as of the date hereof. Forward-looking statements are included for the purpose of providing information about management's current expectations and plans relating to the future and include statements regarding stabilization of inventory investment, impacts to our cost structure and anticipated positive EBITDA for future periods. Wherever possible, words such as "plans", "expects", "scheduled", "trends", "forecasts", "future", "indications", "potential", "estimates", "predicts", "anticipate", "to establish", "believe", "intend", "ability to", or statements that certain actions, events or results "may", "should", "could", "would", "might", "will", or are "likely" to be taken, occur or be achieved, or the negative of these words or other variations thereof, have been used to identify such forward-looking information. Specific forward-looking statements include, without limitation, all disclosure regarding future results of operations, future outcomes of transactions, economic conditions, and anticipated courses of action. Investors and other parties are advised that there is not necessarily any correlation between the number of SKUs manufactured and shipped and revenue and profit, and undue reliance should not be placed on such information.
The risks and uncertainties that may affect forward-looking statements include, among others, Canadian regulatory risk, Australian regulatory risk, U.S. regulatory risk, U.S. border crossing and travel bans, the uncertainties, effects of and responses to the COVID-19 pandemic, reliance on licenses, expansion of facilities, competition, dependence on supply of cannabis and reliance on other key inputs, dependence on senior management and key personnel, general business risk and liability, regulation of the cannabis industry, change in laws, regulations and guidelines, compliance with laws, limited operating history, vulnerability to rising energy costs, unfavourable publicity or consumer perception, product liability, risks related to intellectual property, product recalls, difficulties with forecasts, management of growth and litigation, many of which are beyond the control of The Valens Company. For a more comprehensive discussion of the risks faced by The Valens Company, and which may cause the actual financial results, performance or achievements of The Valens Company to be materially different from estimated future results, performance or achievements expressed or implied by forward-looking information or forward-looking statements, please refer to The Valens Company's latest Annual Information Form filed with Canadian securities regulatory authorities at www.sedar.com or on The Valens Company's website at www.thevalenscompany.com and its Annual Report on Form 40-F for the year ended November 30, 2021 filed with the SEC at www.sec.gov. The risks described in such Annual Information Form and Annual Report on Form 40-F are hereby incorporated by reference herein. Although the forward-looking statements contained herein reflect management's current beliefs and reasonable assumptions based upon information available to management as of the date hereof, The Valens Company cannot be certain that actual results will be consistent with such forward-looking information. The Valens Company cautions you not to place undue reliance upon any such forward-looking statements. The Valens Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law. Nothing herein should be construed as either an offer to sell or a solicitation to buy or sell securities of The Valens Company.
Entire PR: BRAINCHIP AND NVISO PARTNER ON HUMAN BEHAVIORAL ANALYTICS IN AUTOMOTIVE AND EDGE AI DEVICES
Laguna Hills, Calif. and LAUSANNE, Switzerland – APRIL 19, 2022 –
https://brainchipinc.com/brainchip-and-nviso-partner-automotive-edge-devices/
BrainChip Holdings Ltd (ASX: BRN, OTCQX: BRCHF, ADR: BCHPY), the world’s first commercial producer of neuromorphic AI IP and chips, and nViso SA (NVISO), the leading human behavioral analytics AI company, today announced a collaboration targeting battery-powered applications in robotics and mobility/automotive to address the need for high levels of AI performance with ultra-low power technologies. The initial effort will include implementing NVISO’s AI solutions for Social Robots and In-cabin Monitoring Systems on BrainChip’s Akida™ processors.
Developers of automotive and consumer technologies are striving for devices that better respond to human behavior—which requires tools and applications to interpret human behavior captured from cameras and sensors on devices. However, these environments can be constrained by limited compute performance, power consumption, and cloud connectivity lapses. Akida addresses these weaknesses with high performance and ultra-low power (micro- to milliwatts) as well as by performing AI/ML processing of vision/image, motion, and sound data directly on devices, instead of in a remote cloud. Since information is not sent off-device, user privacy and security are also protected.
NVISO’s technology is uniquely able to analyze signals of human behavior such as facial expressions, emotions, identity, head poses, gaze, gestures, activities, and objects with which users interact. In robotics and in-vehicle applications, human behavior analytics detect the user’s emotional state to provide personalized, adaptive, interactive, safe devices and systems. The result of the collaboration between NVISO and BrainChip is expected to enable more advanced, more capable, and more accurate AI on consumer products.
“Our work with BrainChip will support AI’s demanding power/cost/performance needs for OEMs, even at mass production and scale, so they can benefit from faster and more efficient development cycles,” said Tim Llewellynn, CEO of NVISO. “Ultra-low power edge-based consumer processing is expected to deliver a more intelligent and individualized user experience, and we believe running our AI solutions for Social Robots and In-cabin Monitoring Systems on Akida will provide a competitive edge for joint customers demanding always-on features on low power budgets.”
“NVISO’s human behavioral analytics AI systems offer fascinating possibilities in homes, cars, buildings, hospitals, and more, and we’re enthusiastic about supporting these functions with BrainChip’s processing performance and energy efficiency,” said Sean Hehir, BrainChip CEO. “This is not only a collaboration between two companies, it’s advancing the state of the art in AI with platforms for edge AI devices to interpret human behavior, improving product performance and user experience.”
BrainChip’s first-to-market neuromorphic processor, Akida, mimics the human brain to analyze only essential sensor inputs at the point of acquisition, processing data with unparalleled efficiency, precision, and economy of energy. Keeping AI/ML local to the chip, independent of the cloud, also dramatically reduces latency while improving privacy and data security.
For additional information about the BrainChip, NVISO partnership contact sales@brainchip.com.
About NVISO
NVISO is an Artificial Intelligence company founded in 2009 and headquartered at the Innovation Park of the École Polytechnique Fédérale de Lausanne (EPFL) in Switzerland. Its mission is to help teach machines to understand people and their behavior to make autonomous machines safe, secure, and personalized for humans. As leader in human behavioral AI, it provides robust embedded software solutions that can sense, comprehend, and act upon human behavior in real-world environments deployed at the deep edge. It achieves this through real-time perception and observation of people and objects in contextual situations combined with the reasoning and semantics of human behavior based on trusted scientific research. NVISO’s technology is made accessible through ready-to-use AI solutions addressing Smart Mobility and Smart Health and Living applications (in-cabin monitoring systems, health assessments, and companion robot sensing) with a key focus on the deep and extreme edge with ultra-low power processing capabilities. With a singular focus on how to apply the most advanced and robust technology to industry and societal problems that matter, NVISO’s solutions help advance human potential through more robust and rich human machine interactions. ir.nviso.ai
About BrainChip Holdings Ltd (ASX: BRN, OTCQX: BRCHF, ADR: BCHPY)
BrainChip is a global technology company that is producing a groundbreaking neuromorphic processor that brings artificial intelligence to the edge in a way that is beyond the capabilities of other products. The chip is high performance, small, ultra-low power and enables a wide array of edge capabilities that include on-chip training, learning and inference. The event-based neural network processor is inspired by the spiking nature of the human brain and is implemented in an industry standard digital process. By mimicking brain processing BrainChip has pioneered a processing architecture, called Akida™, which is both scalable and flexible to address the requirements in edge devices. At the edge, sensor inputs are analyzed at the point of acquisition rather than through transmission via the cloud to a data center. Akida is designed to provide a complete ultra-low power and fast AI Edge Network for vision, audio, olfactory and smart transducer applications. The reduction in system latency provides faster response and a more power efficient system that can reduce the large carbon footprint of data centers.
Additional information is available at https://www.brainchipinc.com
Follow BrainChip on Twitter: https://www.twitter.com/BrainChip_inc
Follow BrainChip on LinkedIn: https://www.linkedin.com/company/7792006
Kinder Morgan Joins Cheniere-Led Project Focused on Greenhouse Gas Emissions
04/21/2022
Project to enhance understanding of emissions associated with the operation of assets delivering to Cheniere LNG facilities
HOUSTON--(BUSINESS WIRE)-- Kinder Morgan, Inc. (NYSE: KMI) today announced that it has joined a collaboration with Cheniere Energy, Inc. (NYSE: LNG), several other midstream operators, methane detection technology providers and leading academic institutions on a project focused on quantifying, monitoring, reporting and verifying (QMRV) greenhouse gas (GHG) emissions associated with the operation of natural gas gathering, processing, transmission, and storage systems. The work is intended to improve the overall understanding of GHG emissions and further the deployment of advanced monitoring technologies and protocols.
The midstream QMRV work will be conducted by global emissions researchers from Colorado State University and the University of Texas. The measurement protocol designed by the research group and Cheniere will be field-tested at facilities operated by the participating midstream companies. KMI assets involved in this project include select pipeline segments and compressor stations on the Tennessee Gas Pipeline (TGP), Kinder Morgan Louisiana Pipeline (KMLP) and Natural Gas Pipeline of America (NGPL) systems.
“We are excited to be participating in this project and have enrolled selected assets across multiple pipelines that deliver natural gas to Cheniere’s Sabine Pass and Corpus Christi LNG facilities,” said KMI’s Interstate Natural Gas President Kimberly Watson. “We believe our collaboration in this project further demonstrates our dedication to better understanding the GHG emissions from our facilities and supporting the needs of our customers.”
“Collaboration with our midstream partners is a vital part of Cheniere’s efforts to measure and verify our emissions and look for opportunities for reductions across our value chain,” said Scott Culberson, Cheniere’s Senior Vice President of Gas Supply. “KMI is a critical teammate in this effort to provide cleaner sources of energy around the world, and their leadership will help to improve the environmental performance of U.S. natural gas and LNG.”
“Emissions quantification requires scientifically rigorous methods that are unique to each segment of the industry. This first-of-its-kind R&D project will investigate emissions performance at multiple midstream facilities not just by short-duration spot checks, but over several months, employing multiple monitoring technologies at multiple scales,” said Dan Zimmerle, the principal investigator on the project from Colorado State University who also serves as the Director of the school’s Methane Emissions Program.
“It is vital for both public policy and science that we have empirically driven measurement protocols, and importantly the complex and voluminous data collected is independently analyzed and verified by the scientific community,” said Dr. Arvind Ravikumar, professor in the Petroleum and Geosystems Engineering department at the University of Texas at Austin.
About Kinder Morgan, Inc.
Kinder Morgan, Inc. (NYSE: KMI) is one of the largest energy infrastructure companies in North America. Access to reliable, affordable energy is a critical component for improving lives around the world. We are committed to providing energy transportation and storage services in a safe, efficient and environmentally responsible manner for the benefit of the people, communities and businesses we serve. We own an interest in or operate approximately 83,000 miles of pipelines, 141 terminals, and 700 billion cubic feet of working natural gas storage capacity. Our pipelines transport natural gas, refined petroleum products, crude oil, condensate, CO2 and other products, and our terminals store and handle various commodities including gasoline, diesel fuel, chemicals, ethanol, metals and petroleum coke. Learn more about our renewables initiatives on the low carbon solutions page at www.kindermorgan.com.
Important Information Relating to Forward-Looking Statements
This news release includes forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities and Exchange Act of 1934. Generally the words “expects,” “believes,” anticipates,” “plans,” “will,” “shall,” “estimates,” and similar expressions identify forward-looking statements, which are not historical in nature. Forward-looking statements in this news release include express or implied statements concerning the anticipated timing, capacities and benefits of the planned QMRV project. Forward-looking statements are subject to risks and uncertainties and are based on the beliefs and assumptions of management, based on information currently available to them. Although KMI believes that these forward-looking statements are based on reasonable assumptions, it can give no assurance as to when or if any such forward-looking statements will materialize or their ultimate impact on KMI’s operations or financial condition. Important factors that could cause actual results to differ materially from those expressed in or implied by these forward-looking statements include the risks and uncertainties described in KMI’s reports filed with the Securities and Exchange Commission (SEC), including its Annual Report on Form 10-K for the year-ended December 31, 2021 (under the headings “Risk Factors” and “Information Regarding Forward-Looking Statements” and elsewhere) and its subsequent reports, which are available through the SEC’s EDGAR system at www.sec.gov and on KMI’s website at ir.kindermorgan.com.
Katherine Hill
Media Relations
(713) 469-9176
newsroom@kindermorgan.com
Investor Relations
(800) 348-7320
km_ir@kindermorgan.com
www.kindermorgan.com
Source: Kinder Morgan, Inc.
Breckenridge Distillery Takes Home Two Double Gold and One Gold Medal at the 2022 San Francisco World Spirits Competition
April 21, 2022 at 7:00 AM EDT
https://tilray.gcs-web.com/news-releases/news-release-details/breckenridge-distillery-takes-home-two-double-gold-and-one-gold
Breckenridge Gin and Breckenridge PX Sherry Cask Finish won Double Gold medals, and Breckenridge Port Cask Finish won a Gold medal at World’s Largest Spirits Competition
BRECKENRIDGE, Colo., April 21, 2022 (GLOBE NEWSWIRE) -- Breckenridge Distillery, the world’s highest distillery and most awarded craft distillery in the U.S., celebrates two Double Gold and one Gold medal at the 2022 San Francisco World Spirits Competition, the largest spirits competition in the world. With approximately 5,000 spirits submitted for evaluation, a total of 70 judges from around the world awarded Double Gold medals to both Breckenridge Gin and Breckenridge PX Sherry Cask Finish and Gold to Breckenridge Port Cask Finish.
“My goal when I started the distillery was to make whiskey I liked to drink,” says Bryan Nolt, founder, and CEO of Breckenridge Distillery. “Nearly 14 years later, we’re making a wide range of spirits that appeal to a wide range of palates and are being awarded internationally with honors like Double Gold and Gold. It’s a huge honor to be recognized on a global stage by some of the most coveted industry experts.”
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/48ac652f-1b7a-4d31-ab98-37e69fd23fc3
The Breckenridge San Francisco World Spirits Competition winners, Breckenridge Gin, Breckenridge PX Sherry Cask Finish and Breckenridge Port Cask Finish, are distributed globally and retail for $30, $60 and $60, respectively.
For media inquiries about Breckenridge Distillery, please email Senior Account Manager, Kelsey Bardach, at kelsey.bardach@rygr.us.
About Breckenridge Distillery
The Breckenridge Distillery is based in Breckenridge, Colorado and is a subsidiary of Tilray Brands, Inc. (“Tilray”) (NASDAQ | TSX: TLRY), a leading global cannabis-lifestyle and consumer packaged goods company inspiring and empowering the worldwide community to live their very best life. Founded in 2008, the Breckenridge Distillery is the “World’s Highest Distillery,” and is most widely known for its blended bourbon whiskey, a high-rye mash American-style whiskey. Their Breckenridge Bourbon is one of the most highly awarded craft bourbons in the US.
The Breckenridge Distillery is proudly a 3x Icons of Whisky and 5x winner of Best American Blended winner at the World Whiskies Awards by Whisky Magazine and a 4x winner of Colorado Distillery of the Year by the New York International Spirits Competition. Most recently, their Breckenridge Gin was named 2021 World’s Best Compound Gin at the World Gin Awards by Gin Magazine.
The Breckenridge Distillery is more than award-winning spirits, offering an immersive guest experience. Dine at their award-winning restaurant, enjoy show-stopping cocktails, learn about their highly awarded spirits with an in-depth tasting and get an inside look at their active production facility. New to the distillery, guests have the opportunity to blend their own whiskey as you learn the inner workings of whiskey production. How it all came to be, however, stems from a mix of just the right ingredients, a hint of luck and a deep love for quality whiskey.
For more information about Breckenridge Distillery, visit www.breckenridgedistillery.com. Follow Breckenridge on Instagram @breckdistillery and become a fan at facebook.com/BreckDistillery.
For more information about Tilray Brands, visit www.tilray.com
Contact:
Kelsey Bardach
kelsey.bardach@rygr.us
970-924-0704 ext. 2105
FIRE & FLOWER ANNOUNCES EXPANSION OF INDUSTRY FIRST MEMBER PRICING PROGRAM - SPARK SELECT
FIRE & FLOWER ANNOUNCES CONFIRMATION OF INTENT TO EXERCISE SERIES B WARRANTS BY CIRCLE K OWNER ALIMENTATION COUCHE-TARD AND TIMING OF ANNOUNCEMENT OF FOURTH QUARTER AND FISCAL YEAR 2021 FINANCIAL & OPERATIONAL RESULTS
APRIL, 20, 2022
Warrant exercise by one of the world's largest convenience retailers to bring ownership stake to approximately 35%
Watch: Europe will legalize marijuana over the next year or so, says Tilray CEO
Irwin Simon,
Tilray CEO, joins ‘Squawk on the Street’ to discuss why cannabis stocks continue to be under pressure despite helpful legislation, why investors aren’t seeing the potential in cannabis stocks and more.
https://www.cnbc.com/video/2022/04/20/europe-will-legalize-marijuana-over-the-next-year-or-so-says-tilray-ceo.html
David Pidduck is the new CEO of MediPharm Labs https://seekingalpha.com/news/3824667-david-pidduck-is-the-new-ceo-of-medipharm-labs?source=copyToPasteboard
Wow, is this c-suite change another signal of failure?
INDIVA SIGNS EXCLUSIVE LICENSING AND MANUFACTURING AGREEMENT WITH DIME INDUSTRIES
INDIVA TO BRING DIME’S INNOVATIVE VAPE BRAND PORTFOLIO TO CANADA
https://manage.kmail-lists.com/subscriptions/web-view?a=P6GTmJ&c=LwKGhr&k=254c5adc42de1ba07014969916d17438&m=X8BFfr&r=L9XtnSs
LONDON, ON – April 19, 2022: Indiva Limited (the “Company” or “Indiva”) (TSXV:NDVA) (OTCQX:NDVAF), the leading Canadian producer of cannabis edibles, is pleased to announce that it has entered into a licensing and manufacturing agreement (the "Agreement") with California-based Dime IndustriesTM Inc. (“Dime”) to bring its innovative vape brand portfolio to Canada. Following on Indiva’s success in producing and distributing the top selling chocolates and gummies in Canada, the launch of Dime products in Canada will expand Indiva’s portfolio to include innovative vape products, incorporating proprietary hardware and cannabis formulations. The initial term of the Agreement is for five years, with the Agreement automatically renewing for three additional five-year terms.
Dime's headquarters is based in Orange County, California. Founded and led by Mike Marz, Dime is one of the leading producers of cannabis vape products in the United States. Dime’s vape portfolio includes ten different flavours, each of disposable and 510 thread carts, as well as multiple flavours of live resin carts. Dime currently manufactures and distributes its products in California, Arizona and Oklahoma, where it is legally permissible to do so under applicable state laws.
“We are delighted to partner with Dime to bring their innovative brand of proprietary, high-quality vape products to the Canadian market,” said Niel Marotta, Chief Executive Officer of Indiva. “This is our first entrance into the vape category in Canada, and we could not be more excited about the quality of our chosen licensing partner and their products. Indiva distributes products to all 13 provinces and territories in Canada, and remains committed to growing its top-line and market share organically in Canada -adding vapes to our portfolio of award-winning products is expected to help Indiva accomplish just that. We are very excited to bring Dime vape products to Canadian cannabis enthusiasts.”
“Dime Industries and its entire team are excited and eager to serve the Canadian market with our new partners at Indiva,” said Mike Marz, Founder and Chief Executive Officer of Dime.
Indiva intends to begin production of Dime vape products in Canada as soon as possible, with initial deliveries to provincial wholesalers targeted for Q3 2022.
ABOUT DIME INDUSTRIES
Dime IndustriesTM is founded and led by cannabis pioneer Mike Marz. Based in Orange County, California, Dime manufactures and distributes vape products which incorporate proprietary hardware and cannabis formulations. Dime also manufactures extract products. Dime products are currently available in California, Arizona, and Oklahoma, with multiple new markets anticipated to be added in 2022. Dime –Think Higher.
Connect with Dime on Instagram, Facebook, or on their website.
ABOUT INDIVA
Indiva sets the standard for quality and innovation in cannabis. As a Canadian licensed producer, Indiva produces and distributes award-winning cannabis products nationally, including Bhang® Chocolate, Wana™ Sour Gummies, Slow Ride Bakery Cookies, Jewels Cannabis Tarts, Ruby® Cannabis Sugar, Grön edibles, Dime IndustriesTM vape products, as well as capsules, pre-rolls and premium flower under the INDIVA and Artisan Batch brands. Click here to connect with Indiva on LinkedIn, Instagram, Twitter and Facebook, and here to find more information on the Company and its products.
CONTACTS
INVESTOR CONTACT
Anthony Simone
Phone: 416-881-5154
Email: ir@indiva.com
CRESCO's PPS suffers as Dems stumble--->>>POLITICS - Schumer’s Marijuana Legalization Bill Not Coming This Month, As Senators Work To Finalize Provisions
Published 15 hours ago on April 14, 2022
https://www.marijuanamoment.net/schumers-marijuana-legalization-bill-not-coming-this-month-as-senators-work-to-finalize-provisions/
The long-anticipated Senate bill to federally legalize marijuana will not be introduced this month, with Democratic leadership saying on Thursday that the timeline is being extended as they continue to work out various provisions “with the assistance of nearly a dozen Senate committees and input from numerous federal agencies.”
Senate Majority Leader Chuck Schumer (D-NY) has said on several occasions that the bill he’s been working on with Senate Finance Committee Chairman Ron Wyden (D-OR) and Sen. Cory Booker (D-NJ) for many months would be formally filed by the end of April. That’s no longer the case, with the leader now saying the “official introduction” will take place sometime “before the August recess.”
A discussion draft of the Cannabis Administration & Opportunity Act (CAOA) was first unveiled last year, and advocates and stakeholders have been hanging on the leader’s words as they continue to push for an end to federal prohibition. Most recently, Schumer said last week that he and colleagues were in the process of reaching out to Republican senators to “see what they want” included in the legislation.
The timeline that Schumer previewed has apparently proved too ambitious—but the hope is that by taking extra time to finalize the measure, it will help the senators overcome what are currently significant odds stacked against them to reach a high vote threshold in the chamber, where Democrats hold just a slim majority and several members of the party have indicated that they’re not supportive of legalization.
CAOA is is “critical legislation that will finally put an end to the federal prohibition on cannabis and address the over-criminalization of cannabis in a comprehensive and meaningful way,” Schumer said in a press release. “I am proud of the progress made in bringing this vital bill closer to its official introduction before the August recess, and I want to thank the committee chairs who have worked with us and remained committed to addressing this issue.”
“CAOA will not only remove cannabis from the federal list of controlled substances, but also help repair our criminal justice system, ensure restorative justice, protect public health, and implement responsible taxes and regulations,” he said.
In the process of finalizing key provisions, working to build consensus with committee leadership and GOP members, the Senate sponsors detailed “key policies” of the bill that are being taken into consideration, including some that advocates would support that weren’t included in the discussion draft such as removing or scaling back drug testing for cannabis for certain federal workers.
Here’s a list of those policy areas that are being looked at as the senators continue to work the bill:
• Removing unnecessary federal employee pre-employment and random drug testing for cannabis, while preserving appropriate drug testing in transportation-related fields, other sensitive areas of employment, and investigations of accidents and unsafe practices.
• Specifying membership and duties of the Cannabis Products Advisory Committee, an entity created in the legislation which FDA would convene and consult before promulgating regulations.
• Clarifying market competition rules meant to protect independent retailers and prevent anti-competitive behavior, to ensure that those rules do not unintentionally undermine state programs that provide access to capital for social equity businesses.
• Broad review of agricultural and environmental laws applicable to cannabis, and working to ensure that appropriate environmental protections apply to cannabis production.
• Ensuring worker protections for those employed in the cannabis industry.
• Ensuring regulatory bodies and law enforcement have the resources and tools they need to protect the integrity of the legal cannabis marketplace.
• Strengthening cannabis business protections and opportunities under Small Business Administration programs.
• Clarifying the relationship between state governments and Indian tribal governments with respect to cannabis.
• Broad review of existing law to cannabis throughout the government, and developing a variety of additional policies to ensure consistent and appropriate treatment of cannabis.
“The federal cannabis ban is a senseless and failed relic that’s needlessly destroyed lives, stifled research and treated job-generating legal small businesses in Oregon and other states like criminal organizations,” Wyden said. “This outdated prohibition is long overdue for an end. And introducing final legislation as early as possible requires committees to continue their diligent work, and agencies to provide prompt analysis.”
“Simply put, final text of this urgently needed legislation must be released well before the August recess to continue building momentum for cannabis reform,” he said.
Booker, for his part, said that as more and more states move to legalize cannabis, “Congress must enact comprehensive cannabis reform that will deliver restorative justice to communities to undo the harms of America’s failed drug policies.”
“After months of substantive progress we are close to finalizing a bill that reflects common sense drug policy and delivers long overdue justice,” the senator said.
This development comes weeks after the U.S. House of Representatives approved a separate bill to federally legalize marijuana and promote social equity, the Marijuana Opportunity, Reinvestment and Expungement (MORE) Act from Judiciary Committee Jerrold Nadler (D-NY).
The largely partisan vote on that legislation, which saw only three Republicans vote in favor of passage, speaks to the challenges that a similar Senate bill might face, especially in the draft version released last year.
Meanwhile, several Republican members of Congress introduced a bill last November to federally legalize and tax marijuana as an alternative to far-reaching Democratic-led reform proposals and scaled-down GOP cannabis descheduling legislation. The sponsor of that bill, Rep. Nancy Mace (R-SC), said she expects a committee hearing on her proposal.
On Thursday, a bipartisan group of congressional lawmakers filed a bill that would simply direct the attorney general to create a commission charged with making recommendations on a regulatory system for marijuana that models what’s currently in place for alcohol.
Reps. Dave Joyce (R-OH), Hakeem Jeffries (D-NY) and Brian Mast (R-FL) are teaming up on what’s titled the Preparing Regulators Effectively for a Post-Prohibition Adult-Use Regulated Environment Act (PREPARE) Act—an incremental reform meant to inform comprehensive cannabis policy changes in the future.
Tilray's PPS suffers as Dems stumble--->>>POLITICS - Schumer’s Marijuana Legalization Bill Not Coming This Month, As Senators Work To Finalize Provisions
Published 15 hours ago on April 14, 2022
https://www.marijuanamoment.net/schumers-marijuana-legalization-bill-not-coming-this-month-as-senators-work-to-finalize-provisions/
The long-anticipated Senate bill to federally legalize marijuana will not be introduced this month, with Democratic leadership saying on Thursday that the timeline is being extended as they continue to work out various provisions “with the assistance of nearly a dozen Senate committees and input from numerous federal agencies.”
Senate Majority Leader Chuck Schumer (D-NY) has said on several occasions that the bill he’s been working on with Senate Finance Committee Chairman Ron Wyden (D-OR) and Sen. Cory Booker (D-NJ) for many months would be formally filed by the end of April. That’s no longer the case, with the leader now saying the “official introduction” will take place sometime “before the August recess.”
A discussion draft of the Cannabis Administration & Opportunity Act (CAOA) was first unveiled last year, and advocates and stakeholders have been hanging on the leader’s words as they continue to push for an end to federal prohibition. Most recently, Schumer said last week that he and colleagues were in the process of reaching out to Republican senators to “see what they want” included in the legislation.
The timeline that Schumer previewed has apparently proved too ambitious—but the hope is that by taking extra time to finalize the measure, it will help the senators overcome what are currently significant odds stacked against them to reach a high vote threshold in the chamber, where Democrats hold just a slim majority and several members of the party have indicated that they’re not supportive of legalization.
CAOA is is “critical legislation that will finally put an end to the federal prohibition on cannabis and address the over-criminalization of cannabis in a comprehensive and meaningful way,” Schumer said in a press release. “I am proud of the progress made in bringing this vital bill closer to its official introduction before the August recess, and I want to thank the committee chairs who have worked with us and remained committed to addressing this issue.”
“CAOA will not only remove cannabis from the federal list of controlled substances, but also help repair our criminal justice system, ensure restorative justice, protect public health, and implement responsible taxes and regulations,” he said.
In the process of finalizing key provisions, working to build consensus with committee leadership and GOP members, the Senate sponsors detailed “key policies” of the bill that are being taken into consideration, including some that advocates would support that weren’t included in the discussion draft such as removing or scaling back drug testing for cannabis for certain federal workers.
Here’s a list of those policy areas that are being looked at as the senators continue to work the bill:
• Removing unnecessary federal employee pre-employment and random drug testing for cannabis, while preserving appropriate drug testing in transportation-related fields, other sensitive areas of employment, and investigations of accidents and unsafe practices.
• Specifying membership and duties of the Cannabis Products Advisory Committee, an entity created in the legislation which FDA would convene and consult before promulgating regulations.
• Clarifying market competition rules meant to protect independent retailers and prevent anti-competitive behavior, to ensure that those rules do not unintentionally undermine state programs that provide access to capital for social equity businesses.
• Broad review of agricultural and environmental laws applicable to cannabis, and working to ensure that appropriate environmental protections apply to cannabis production.
• Ensuring worker protections for those employed in the cannabis industry.
• Ensuring regulatory bodies and law enforcement have the resources and tools they need to protect the integrity of the legal cannabis marketplace.
• Strengthening cannabis business protections and opportunities under Small Business Administration programs.
• Clarifying the relationship between state governments and Indian tribal governments with respect to cannabis.
• Broad review of existing law to cannabis throughout the government, and developing a variety of additional policies to ensure consistent and appropriate treatment of cannabis.
“The federal cannabis ban is a senseless and failed relic that’s needlessly destroyed lives, stifled research and treated job-generating legal small businesses in Oregon and other states like criminal organizations,” Wyden said. “This outdated prohibition is long overdue for an end. And introducing final legislation as early as possible requires committees to continue their diligent work, and agencies to provide prompt analysis.”
“Simply put, final text of this urgently needed legislation must be released well before the August recess to continue building momentum for cannabis reform,” he said.
Booker, for his part, said that as more and more states move to legalize cannabis, “Congress must enact comprehensive cannabis reform that will deliver restorative justice to communities to undo the harms of America’s failed drug policies.”
“After months of substantive progress we are close to finalizing a bill that reflects common sense drug policy and delivers long overdue justice,” the senator said.
This development comes weeks after the U.S. House of Representatives approved a separate bill to federally legalize marijuana and promote social equity, the Marijuana Opportunity, Reinvestment and Expungement (MORE) Act from Judiciary Committee Jerrold Nadler (D-NY).
The largely partisan vote on that legislation, which saw only three Republicans vote in favor of passage, speaks to the challenges that a similar Senate bill might face, especially in the draft version released last year.
Meanwhile, several Republican members of Congress introduced a bill last November to federally legalize and tax marijuana as an alternative to far-reaching Democratic-led reform proposals and scaled-down GOP cannabis descheduling legislation. The sponsor of that bill, Rep. Nancy Mace (R-SC), said she expects a committee hearing on her proposal.
On Thursday, a bipartisan group of congressional lawmakers filed a bill that would simply direct the attorney general to create a commission charged with making recommendations on a regulatory system for marijuana that models what’s currently in place for alcohol.
Reps. Dave Joyce (R-OH), Hakeem Jeffries (D-NY) and Brian Mast (R-FL) are teaming up on what’s titled the Preparing Regulators Effectively for a Post-Prohibition Adult-Use Regulated Environment Act (PREPARE) Act—an incremental reform meant to inform comprehensive cannabis policy changes in the future.
Green Thumb's PPS suffers as Dems stumble--->>>POLITICS - Schumer’s Marijuana Legalization Bill Not Coming This Month, As Senators Work To Finalize Provisions
Published 15 hours ago on April 14, 2022
https://www.marijuanamoment.net/schumers-marijuana-legalization-bill-not-coming-this-month-as-senators-work-to-finalize-provisions/
The long-anticipated Senate bill to federally legalize marijuana will not be introduced this month, with Democratic leadership saying on Thursday that the timeline is being extended as they continue to work out various provisions “with the assistance of nearly a dozen Senate committees and input from numerous federal agencies.”
Senate Majority Leader Chuck Schumer (D-NY) has said on several occasions that the bill he’s been working on with Senate Finance Committee Chairman Ron Wyden (D-OR) and Sen. Cory Booker (D-NJ) for many months would be formally filed by the end of April. That’s no longer the case, with the leader now saying the “official introduction” will take place sometime “before the August recess.”
A discussion draft of the Cannabis Administration & Opportunity Act (CAOA) was first unveiled last year, and advocates and stakeholders have been hanging on the leader’s words as they continue to push for an end to federal prohibition. Most recently, Schumer said last week that he and colleagues were in the process of reaching out to Republican senators to “see what they want” included in the legislation.
The timeline that Schumer previewed has apparently proved too ambitious—but the hope is that by taking extra time to finalize the measure, it will help the senators overcome what are currently significant odds stacked against them to reach a high vote threshold in the chamber, where Democrats hold just a slim majority and several members of the party have indicated that they’re not supportive of legalization.
CAOA is is “critical legislation that will finally put an end to the federal prohibition on cannabis and address the over-criminalization of cannabis in a comprehensive and meaningful way,” Schumer said in a press release. “I am proud of the progress made in bringing this vital bill closer to its official introduction before the August recess, and I want to thank the committee chairs who have worked with us and remained committed to addressing this issue.”
“CAOA will not only remove cannabis from the federal list of controlled substances, but also help repair our criminal justice system, ensure restorative justice, protect public health, and implement responsible taxes and regulations,” he said.
In the process of finalizing key provisions, working to build consensus with committee leadership and GOP members, the Senate sponsors detailed “key policies” of the bill that are being taken into consideration, including some that advocates would support that weren’t included in the discussion draft such as removing or scaling back drug testing for cannabis for certain federal workers.
Here’s a list of those policy areas that are being looked at as the senators continue to work the bill:
• Removing unnecessary federal employee pre-employment and random drug testing for cannabis, while preserving appropriate drug testing in transportation-related fields, other sensitive areas of employment, and investigations of accidents and unsafe practices.
• Specifying membership and duties of the Cannabis Products Advisory Committee, an entity created in the legislation which FDA would convene and consult before promulgating regulations.
• Clarifying market competition rules meant to protect independent retailers and prevent anti-competitive behavior, to ensure that those rules do not unintentionally undermine state programs that provide access to capital for social equity businesses.
• Broad review of agricultural and environmental laws applicable to cannabis, and working to ensure that appropriate environmental protections apply to cannabis production.
• Ensuring worker protections for those employed in the cannabis industry.
• Ensuring regulatory bodies and law enforcement have the resources and tools they need to protect the integrity of the legal cannabis marketplace.
• Strengthening cannabis business protections and opportunities under Small Business Administration programs.
• Clarifying the relationship between state governments and Indian tribal governments with respect to cannabis.
• Broad review of existing law to cannabis throughout the government, and developing a variety of additional policies to ensure consistent and appropriate treatment of cannabis.
“The federal cannabis ban is a senseless and failed relic that’s needlessly destroyed lives, stifled research and treated job-generating legal small businesses in Oregon and other states like criminal organizations,” Wyden said. “This outdated prohibition is long overdue for an end. And introducing final legislation as early as possible requires committees to continue their diligent work, and agencies to provide prompt analysis.”
“Simply put, final text of this urgently needed legislation must be released well before the August recess to continue building momentum for cannabis reform,” he said.
Booker, for his part, said that as more and more states move to legalize cannabis, “Congress must enact comprehensive cannabis reform that will deliver restorative justice to communities to undo the harms of America’s failed drug policies.”
“After months of substantive progress we are close to finalizing a bill that reflects common sense drug policy and delivers long overdue justice,” the senator said.
This development comes weeks after the U.S. House of Representatives approved a separate bill to federally legalize marijuana and promote social equity, the Marijuana Opportunity, Reinvestment and Expungement (MORE) Act from Judiciary Committee Jerrold Nadler (D-NY).
The largely partisan vote on that legislation, which saw only three Republicans vote in favor of passage, speaks to the challenges that a similar Senate bill might face, especially in the draft version released last year.
Meanwhile, several Republican members of Congress introduced a bill last November to federally legalize and tax marijuana as an alternative to far-reaching Democratic-led reform proposals and scaled-down GOP cannabis descheduling legislation. The sponsor of that bill, Rep. Nancy Mace (R-SC), said she expects a committee hearing on her proposal.
On Thursday, a bipartisan group of congressional lawmakers filed a bill that would simply direct the attorney general to create a commission charged with making recommendations on a regulatory system for marijuana that models what’s currently in place for alcohol.
Reps. Dave Joyce (R-OH), Hakeem Jeffries (D-NY) and Brian Mast (R-FL) are teaming up on what’s titled the Preparing Regulators Effectively for a Post-Prohibition Adult-Use Regulated Environment Act (PREPARE) Act—an incremental reform meant to inform comprehensive cannabis policy changes in the future.
Trulieve's PPS suffers as Dems stumble--->>>POLITICS - Schumer’s Marijuana Legalization Bill Not Coming This Month, As Senators Work To Finalize Provisions
Published 15 hours ago on April 14, 2022
https://www.marijuanamoment.net/schumers-marijuana-legalization-bill-not-coming-this-month-as-senators-work-to-finalize-provisions/
The long-anticipated Senate bill to federally legalize marijuana will not be introduced this month, with Democratic leadership saying on Thursday that the timeline is being extended as they continue to work out various provisions “with the assistance of nearly a dozen Senate committees and input from numerous federal agencies.”
Senate Majority Leader Chuck Schumer (D-NY) has said on several occasions that the bill he’s been working on with Senate Finance Committee Chairman Ron Wyden (D-OR) and Sen. Cory Booker (D-NJ) for many months would be formally filed by the end of April. That’s no longer the case, with the leader now saying the “official introduction” will take place sometime “before the August recess.”
A discussion draft of the Cannabis Administration & Opportunity Act (CAOA) was first unveiled last year, and advocates and stakeholders have been hanging on the leader’s words as they continue to push for an end to federal prohibition. Most recently, Schumer said last week that he and colleagues were in the process of reaching out to Republican senators to “see what they want” included in the legislation.
The timeline that Schumer previewed has apparently proved too ambitious—but the hope is that by taking extra time to finalize the measure, it will help the senators overcome what are currently significant odds stacked against them to reach a high vote threshold in the chamber, where Democrats hold just a slim majority and several members of the party have indicated that they’re not supportive of legalization.
CAOA is is “critical legislation that will finally put an end to the federal prohibition on cannabis and address the over-criminalization of cannabis in a comprehensive and meaningful way,” Schumer said in a press release. “I am proud of the progress made in bringing this vital bill closer to its official introduction before the August recess, and I want to thank the committee chairs who have worked with us and remained committed to addressing this issue.”
“CAOA will not only remove cannabis from the federal list of controlled substances, but also help repair our criminal justice system, ensure restorative justice, protect public health, and implement responsible taxes and regulations,” he said.
In the process of finalizing key provisions, working to build consensus with committee leadership and GOP members, the Senate sponsors detailed “key policies” of the bill that are being taken into consideration, including some that advocates would support that weren’t included in the discussion draft such as removing or scaling back drug testing for cannabis for certain federal workers.
Here’s a list of those policy areas that are being looked at as the senators continue to work the bill:
• Removing unnecessary federal employee pre-employment and random drug testing for cannabis, while preserving appropriate drug testing in transportation-related fields, other sensitive areas of employment, and investigations of accidents and unsafe practices.
• Specifying membership and duties of the Cannabis Products Advisory Committee, an entity created in the legislation which FDA would convene and consult before promulgating regulations.
• Clarifying market competition rules meant to protect independent retailers and prevent anti-competitive behavior, to ensure that those rules do not unintentionally undermine state programs that provide access to capital for social equity businesses.
• Broad review of agricultural and environmental laws applicable to cannabis, and working to ensure that appropriate environmental protections apply to cannabis production.
• Ensuring worker protections for those employed in the cannabis industry.
• Ensuring regulatory bodies and law enforcement have the resources and tools they need to protect the integrity of the legal cannabis marketplace.
• Strengthening cannabis business protections and opportunities under Small Business Administration programs.
• Clarifying the relationship between state governments and Indian tribal governments with respect to cannabis.
• Broad review of existing law to cannabis throughout the government, and developing a variety of additional policies to ensure consistent and appropriate treatment of cannabis.
“The federal cannabis ban is a senseless and failed relic that’s needlessly destroyed lives, stifled research and treated job-generating legal small businesses in Oregon and other states like criminal organizations,” Wyden said. “This outdated prohibition is long overdue for an end. And introducing final legislation as early as possible requires committees to continue their diligent work, and agencies to provide prompt analysis.”
“Simply put, final text of this urgently needed legislation must be released well before the August recess to continue building momentum for cannabis reform,” he said.
Booker, for his part, said that as more and more states move to legalize cannabis, “Congress must enact comprehensive cannabis reform that will deliver restorative justice to communities to undo the harms of America’s failed drug policies.”
“After months of substantive progress we are close to finalizing a bill that reflects common sense drug policy and delivers long overdue justice,” the senator said.
This development comes weeks after the U.S. House of Representatives approved a separate bill to federally legalize marijuana and promote social equity, the Marijuana Opportunity, Reinvestment and Expungement (MORE) Act from Judiciary Committee Jerrold Nadler (D-NY).
The largely partisan vote on that legislation, which saw only three Republicans vote in favor of passage, speaks to the challenges that a similar Senate bill might face, especially in the draft version released last year.
Meanwhile, several Republican members of Congress introduced a bill last November to federally legalize and tax marijuana as an alternative to far-reaching Democratic-led reform proposals and scaled-down GOP cannabis descheduling legislation. The sponsor of that bill, Rep. Nancy Mace (R-SC), said she expects a committee hearing on her proposal.
On Thursday, a bipartisan group of congressional lawmakers filed a bill that would simply direct the attorney general to create a commission charged with making recommendations on a regulatory system for marijuana that models what’s currently in place for alcohol.
Reps. Dave Joyce (R-OH), Hakeem Jeffries (D-NY) and Brian Mast (R-FL) are teaming up on what’s titled the Preparing Regulators Effectively for a Post-Prohibition Adult-Use Regulated Environment Act (PREPARE) Act—an incremental reform meant to inform comprehensive cannabis policy changes in the future.
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