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Saturday, 05/30/2020 12:59:49 PM

Saturday, May 30, 2020 12:59:49 PM

Post# of 60
Here is latest update from management report delays, not serious. Debt miscue hopefully minor.

"Mr. Vinay Tolia reports

THE FLOWR CORPORATION ANNOUNCES FIRST QUARTER 2020 EARNINGS RELEASE UPDATE

The Flowr Corp. has postponed the filing of its first quarter 2020 interim financial statements and related management's discussion and analysis for the period ended March 31, 2020, which were required to be filed by June 1, 2020, under National Instrument 51-102 (Continuous Disclosure Obligations). The Company expects to report and file first quarter 2020 earnings on or before June 15th, 2020. In addition, the Company announces that, in accordance with applicable corporate and securities laws, and stock exchange rules, it has decided to delay holding an annual general meeting of shareholders until a later date in the second half of 2020.

On March 23rd, 2020, the Canadian Securities Administrators published substantively harmonized temporary exemptions from certain regulatory filing requirements that provide issuers with a 45-day filing extension for filings required on or before June 1, 2020 to allow issuers the time needed to focus on the many other business and financial reporting implications of COVID-19. The Company will rely on these exemptions with respect to the Interim Filings as set out in Part 4 and Part 5 of NI 51-102.

On May 1st, 2020, the Canadian Securities Administrators announced temporary blanket relief for public companies from certain filing and delivery requirements, which are generally tied to the sending of materials for annual general meetings. The Canadian Securities Administrators implemented the relief through local blanket orders that are substantially harmonized across the country, including the exemptive relief contained in Ontario Instrument 51-504 Temporary Exemptions from Certain Requirements to File or Send Securityholder Materials of the Ontario Securities Commission. The Company will rely on this relief to postpone the public filing of its executive compensation disclosure until such time as it is filed and delivered to shareholders as part of the Company's management information circular relating to its 2020 annual meeting of shareholders.

All of the Company's management, directors and other insiders will remain subject to a blackout period under its Timely Disclosure, Confidentiality and Insider Trading Policy, which reflects the principles set out in section 9 of National Policy 11-207: Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.

Since the Company reported 2019 fiscal year end results on April 29th, 2020, the Company announced that it has entered into an Equity Line and Profit Sharing Agreement (the "Partnership") with Terrace Global (TSX-V: TRCE) ("Terrace Global") to fund the development and operations of Holigen. For further details on the Partnership with Terrace Global please see the Company's press release dated May 14th, 2020 and related filing on SEDAR.

On May 27th, 2020, the Company became aware that for the fiscal quarter ending March 31, 2020 it was in breach of a current ratio financial covenant and positive covenant requiring the Company to have a certain percentage of total assets held by loan parties under the Credit Agreement dated November 18, 2019, as amended to the date hereof, with a syndicate of lenders, including ATB Financial (the "Credit Agreement"). The Company, as at today's date, is in compliance with the current ratio testing under the Credit Agreement, but requires a formal waiver from its lenders with respect to the aforementioned breach of covenants. The Company is currently in discussions with its lenders to receive such waivers, and believes it will be able to receive a waiver from such breaches.

About The Flowr Corporation

The Flowr Corporation is a Toronto-headquartered cannabis company with operations in Canada, Europe, and Australia. Its Canadian operating campus, located in Kelowna, BC, includes a purpose-built, GMP-designed indoor cultivation facility; an outdoor and greenhouse cultivation site; and a state-of-the-art R&D facility. From this campus, Flowr produces recreational and medicinal products. Internationally, Flowr intends to service the global medical cannabis market through its subsidiary Holigen, which has a license for cannabis cultivation in Portugal and operates GMP licensed facilities in both Portugal and Australia.

Flowr aims to support improving outcomes through responsible cannabis use and, as an established expert in cannabis cultivation, strives to be the brand of choice for consumers and patients seeking the highest-quality craftsmanship and product consistency across a portfolio of differentiated cannabis products."