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YIELD GROWTH’S PLANT-BASED PRODUCTS LIST FOR SALE ON AMAZON

July 16, 2020 – Vancouver, BC: The Yield Growth Corp. (CSE:BOSS) (OTCQB:BOSQF) (FE:YG3) (“Yield Growth”) is pleased to announce that eight of its Urban Juve products are now listed for sale on Amazon.ca and are available to both regular and Prime members.

As of July 13, 2020, the Amazon.ca listings have been live for eight Urban Juve plant-based products, including its Ultra-Hydrating Lip Balm, Skin Awakening Serum, Energizing Body Oil, Nurturing Body Oil, Hydrating Body Oil and it’s Terpene-Rich Face Moisturizers.

Urban Juve Ultra-Nourishing Hand Sanitizer Liquid is expected to be listed and available for purchase on Amazon.ca within the next two weeks.

“In Canada, Amazon is the dominant e-commerce player, so we are thrilled to make the Urban Juve Brand available to this wide consumer audience,” says Yield Growth COO Tamara Melck. “Consumer shopping behaviour continues to shift to online retail channels, and we are excited to be on the forefront of this trend, and to be able to leverage the power of the Amazon platform to drive sales of our plant-based personal care products.”

Now that the Amazon.ca product listings are complete, Yield Growth plans to work toward listing its Urban Juve products for sale on Amazon.com as well, for both regular customers and Prime members in the United States.

Statista reported that in 2019, e-commerce retail sales in Canada reached $1.85 billion, with approximately 28.1 million Canadians making purchases online that year. Revenue generated within the retail e-commerce market  globally is expected to surpass $33 billion U.S. dollars by 2024, up from $25.4 billion in 2019.

A 2020 Ecommerce.com article states that Amazon is the leading e-commerce site in Canada, with approximately 160.45 million monthly visitors to Amazon.ca.

 

About The Yield Growth Corp.

The Yield Growth Corp. is a phytoceutical and consumer packaged goods company that develops and acquires intellectual property and other assets related to plant-based products and therapeutics, and develops, manufactures, markets, sells and distributes plant-based products.  It has over 200 proprietary wellness formulas at various stages of commercialization, including over 20 products, including a hand sanitizer, that are now for sale through e-commerce or brick and mortar retail stores.   It has 14 patent applications to protect its extraction methods and wellness formulas and it is in the early stages of research and development of plant based topicals for prevention or treatment of infectious disease.  The Global Wellness Institute reports the global wellness industry is a $4.2 trillion-dollar global wellness market.  Its majority owned subsidiary NeonMind Biosciences Inc. is launching a line of medicinal mushroom products and is developing intellectual property in the emerging area of psychedelic medicine.  The Yield Growth management team has deep experience with global brands including Johnson & Johnson, Procter & Gamble, Skechers and Aritzia.

 

Investor Relations Contacts:

Penny White, President & CEO

Kevan Matheson, Investor Relations

invest@yieldgrowth.com

1-833-514-BOSS   1-833-514-2677

1-833-515-BOSS   1-833-515-2677

The Canadian Securities Exchange has not reviewed, approved or disapproved the contents of this news release.

 

Cautionary Statement Regarding Forward-Looking Statements

This press release includes forward-looking information and statements (collectively, “forward looking statements”) under applicable Canadian securities legislation.  Forward-looking statements are necessarily based upon a number of estimates, forecasts, beliefs and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements.  Such risks, uncertainties and factors include, but are not limited to: risks related to the development, testing, licensing, brand development, availability of packaging, intellectual property protection, reduced global commerce and reduced access to raw materials and other supplies do to the spread of the Coronavirus, the potential for not acquiring any rights as a result of the patent  application and any products making use of the intellectual property may be ineffective or the company may be unsuccessful in commercializing them; and other approvals will be required before commercial exploitation of the intellectual property can happen.  Demand for the company’s products, general business, economic, competitive, political and social uncertainties, delay or failure to receive board or regulatory approvals where applicable, and the state of the capital markets.  Yield Growth cautions readers not to place undue reliance on forward-looking statements provided by Yield Growth, as such forward-looking statements are not a guarantee of future results or performance and actual results may differ materially. The forward-looking statements contained in this press release are made as of the date of this press release, and Yield Growth expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.

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Revive Therapeutics Announces Submission of Investigational New Drug Application (IND) with U.S. FDA for Phase 3 Confirmatory Study for Bucillamine in COVID-19

TORONTO, June 30, 2020 – Revive Therapeutics Ltd. (“Revive” or the “Company”) (CSE: RVV), a specialty life sciences company focused on the research and development of therapeutics for medical needs and rare disorders, is pleased to announce it has submitted today its Investigational New Drug (“IND”) application to the U.S. Food and Drug Administration (“U.S. FDA”) for a Phase 3 confirmatory study for Bucillamine as a potential treatment in COVID-19.  Once the U.S. FDA allows the IND to go into effect, Revive will initiate a randomized, double-blind, placebo-controlled study of Bucillamine in patients with mild-moderate COVID-19 in Q3-2020.

“We are very pleased in achieving this major milestone of filing our IND for a Phase 3 confirmatory study to evaluate Bucillamine in the treatment of patients with mild-moderate COVID-19, which was based on the recommendation from the U.S. FDA from our pre-IND meeting earlier this year,” said Michael Frank, Revive’s Chief Executive Officer.  “We are preparing plans for initiating the Phase 3 study upon the IND becoming active by the U.S. FDA and we look forward to advancing Bucillamine as a potential new treatment option for patients with a confirmed diagnosis of COVID-19 globally.”

Phase 3 Confirmatory Clinical Study Design

The Phase 3 confirmatory clinical study titled, “A Multi-Center, Randomized, Double-Blind, Placebo-Controlled Study of Bucillamine in Patients with Mild-Moderate COVID-19”, will enroll up to 800 patients that will be randomized 1:1:1 to receive Bucillamine 100 mg three times a day (“TID”), Bucillamine 200 mg TID or placebo TID for up to 14 days.  The primary objective is to compare frequency of hospitalization and mortality in patients with mild-moderate COVID-19 receiving Bucillamine therapy with those receiving placebo.  The primary endpoint is the proportion of patients with the following outcomes attributed to COVID-19 from time of the first dose through Day 28 following randomization: death, alive and hospitalized, and alive and not hospitalized.  Efficacy will be assessed by comparison of clinical outcome (death and hospitalization), disease severity using the eight-category National Institute of Allergy and Infectious Diseases (“NIAID”) COVID ordinal scale, supplemental oxygen use, and progression of COVID‑19 between patients receiving standard-of-care plus Bucillamine (high dose and/or low dose) and patients receiving standard-of-care plus placebo.  Safety will be assessed by incidence and severity of adverse events and treatment-emergent adverse events (including serious adverse events and adverse events of special interest), laboratory values (hematology and serum chemistry), vital signs (heart rate, respiratory rate, and temperature), and peripheral oxygen saturation.

An interim analysis will be performed by an Independent Data and Safety Monitoring Board (“DSMB”) after 210 patients have been treated and followed up for a total of 28 days after randomization.  The better performing Bucillamine dose at the interim analysis will be selected and patients will then be randomized 2:1 to the selected Bucillamine dose or placebo. Additional interim analyses will be performed after 300, 400, 500, 600, and 700 patients have reached this same post-treatment timepoint.  The independent DSMB will actively monitor interim data for the ongoing safety of patients and will recommend continuation, stopping or changes to the conduct of the study based on the interim analysis reports.

Scientific Rationale of Bucillamine for COVID-19

Preclinical and clinical studies have demonstrated that reactive oxygen species contribute to pulmonary inflammation, cytokine dysregulation, and acute lung injury.1 N-acetyl-cysteine (NAC) has been shown to significantly attenuate clinical symptoms in respiratory viral infections in animals and humans, primarily via donation of thiols to increase antioxidant activity of cellular glutathione2,3,4,5. Bucillamine (N-(mercapto-2-methylpropionyl)-l-cysteine) has a well-known safety profile and is prescribed in the treatment of rheumatoid arthritis in Japan and South Korea for over 30 years. Bucillamine, a cysteine derivative with two thiol groups, has been shown to be 16 times more potent as a thiol donor in vivo than NAC 6.  Bucillamine is non-toxic with high cellular permeability. The basis of the clinical study will analyze if Bucillamine has the potential, via increasing glutathione activity and other anti-inflammatory activity, to lessen the destructive consequences of SARS-CoV2 infection in the lungs and attenuate the clinical course of COVID-19.

The Company is not making any express or implied claims that its product has the ability to eliminate or cure COVID-19 (SARS-2 Coronavirus) at this time.

About Revive Therapeutics Ltd.

Revive is a life sciences company focused on the research and development of therapeutics for infectious diseases and rare disorders, and it is prioritizing drug development efforts to take advantage of several regulatory incentives awarded by the FDA such as Orphan Drug, Fast Track, Breakthrough Therapy and Rare Pediatric Disease designations. Currently, the Company is exploring the use of Bucillamine for the potential treatment of infectious diseases, with an initial focus on severe influenza and COVID-19. With its recent acquisition of Psilocin Pharma Corp., Revive is advancing the development of Psilocybin-based therapeutics in various diseases and disorders. Revive’s cannabinoid pharmaceutical portfolio focuses on rare inflammatory diseases and the company was granted FDA orphan drug status designation for the use of Cannabidiol (CBD) to treat autoimmune hepatitis (liver disease) and to treat ischemia and reperfusion injury from organ transplantation. For more information, visit www.ReviveThera.com.

For more information, please contact:

Michael Frank
Chief Executive Officer
Revive Therapeutics Ltd.
Tel: 1 888 901 0036
Email: mfrank@fbn.436.myftpupload.com
Website: www.revivethera.com

Neither the Canadian Securities Exchange nor its Regulation Services Provider have reviewed or accept responsibility for the adequacy or accuracy of this release.

Cautionary Statement

This press release contains ‘forward-looking information’ within the meaning of applicable Canadian securities legislation. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Revive’s current belief or assumptions as to the outcome and timing of such future events. Forward looking information in this press release includes information with respect to the Offering, including the intended use of proceeds. Forward-looking information is based on reasonable assumptions that have been made by Revive at the date of the information and is subject to known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those anticipated in the forward-looking information. Given these risks, uncertainties and assumptions, you should not unduly rely on these forward-looking statements. The forward-looking information contained in this press release is made as of the date hereof, and Revive is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. The foregoing statements expressly qualify any forward-looking information contained herein. Reference is made to the risk factors disclosed under the heading “Risk Factors” in the Company’s annual MD&A for the fiscal year ended June 30, 2019, which has been filed on SEDAR and is available under the Company’s profile at www.sedar.com.

References

1. S Ye et al, Inhibition of Reactive Oxygen Species Production Ameliorates Inflammation Induced by Influenza A Viruses via Upregulation of SOCS1 and SOCS3., J Virol. 2015 Mar;89(5):2672-2683).

2. L. Carati et al, Attenuation of influenza-like symptomatology and improvement of cell-mediated immunity with long-term N-acetylcysteine treatment., Eur Respir J. 1997 Jul;10(7):1535-41).

3. M Mata et al, N-acetyl-L-cysteine (NAC) inhibit mucin synthesis and pro-inflammatory mediators in alveolar type II epithelial cells infected with influenza virus A and B and with respiratory syncytial virus (RSV)., Biochem Pharmacol. 2011 Sep;82(5):548-55.

4. D Ungheri et al, Protective effect of n-acetylcysteine in a model of influenza infection in mice., Int J Immunopathol Pharmacol. 2000 Sep-Dec;13(3):123-128.

5. RH Zhang et al, N-acetyl-l-cystine (NAC) protects against H9N2 swine influenza virus-induced acute lung injury., Int Immunopharmacol. 2014 Sep;22(1):1-8).

6. LD Horwitz, Bucillamine: a potent thiol donor with multiple clinical applications, Cardiovasc Drug Rev. 2003 Summer;21(2):77-90).

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YIELD GROWTH LAUNCHES SHOPIFY ONLINE STORE TO BOLSTER DIRECT TO CONSUMER SALES

July 22, 2020 – Vancouver, BC: The Yield Growth Corp. (CSE:BOSS) (OTCQB:BOSQF) (FE:YG3) (“Yield Growth” or the “Company”) is pleased to announce the launch of its new e-commerce website for subsidiary brand, Urban Juve, powered by leading ecommerce platform, Shopify.

The online store features the complete Urban Juve plant-based collection as well as select other products, such as Antler’s natural deodorant for men and Urban Juve’s hand sanitizers.

The optimized online store offers a seamless browsing and purchase experience, richer and more robust product content, a range of payment options including Paypal and Apple Pay, as well as key post-purchase automations and marketing programs designed to increase repeat sales.

“Launching a refreshed and optimized ecommerce site is a key strategic project for Urban Juve. It not only improves the customers’ experience with our brand, but is a solid platform upon which we can now develop and expand conversion-driven marketing programs such as influencer and affiliate programs, subscription models, and more,” said Karla Cheon, Vice President of Marketing for Yield Growth. “This initiative, combined with web traffic-generation efforts, will provide quality customer data for Urban Juve to nurture its loyal and growing customer base who are seeking plant-based alternatives for their skin.”

The launch of the optimized UrbanJuve.com on Shopify, the launch of Urban Juve on Amazon.ca and the soon to launch Amazon.com listings are key components of the Company’s strategic plan to invest in and grow direct to consumer sales.

The Company is pleased to offer a 15% discount on urbanjuve.com (using code: INVESTOR15) in celebration of the launch, valid until July 31st, 2020.

Shopify has become the second largest online shopping destination second only to Amazon, as reported by The Observer in September 2019.

The U.S. department of commerce reported that retail e-commerce sales for the first quarter of 2020 reached $146.6 billion, an increase of 14.5% when compared to the first quarter of 2019.

Consumers spent $601.75 billion online with U.S. merchants in 2019, up 14.9% from $523.64 billion in 2018, also according to the U.S. Department of Commerce. This is an increase over 2018’s growth, which was up 13.6% from 2017.

 

About The Yield Growth Corp.

The Yield Growth Corp. is a phytoceutical and consumer packaged goods company that develops and acquires intellectual property and other assets related to plant-based products and therapeutics, and develops, manufactures, markets, sells and distributes plant-based products.  It has over 200 proprietary wellness formulas at various stages of commercialization, with over 20 products, including a hand sanitizer, that are now for sale through e-commerce or brick and mortar retail stores.   It has 14 patent applications to protect its extraction methods and wellness formulas and it is in the early stages of research and development of plant based topicals for prevention or treatment of infectious disease.  The Global Wellness Institute reports the global wellness industry is a $4.2 trillion-dollar global wellness market.  Its majority owned subsidiary NeonMind Biosciences Inc. is launching a line of medicinal mushroom products and is developing intellectual property in the emerging area of psychedelic medicine.  The Yield Growth management team has deep experience with global brands including Johnson & Johnson, Procter & Gamble, Skechers and Aritzia.

 

Investor Relations Contacts:

Penny White, President & CEO

Kevan Matheson, Investor Relations

invest@yieldgrowth.com

1-833-514-BOSS   1-833-514-2677

1-833-515-BOSS   1-833-515-2677

The Canadian Securities Exchange has not reviewed, approved or disapproved the contents of this news release.

 

Cautionary Statement Regarding Forward-Looking Statements

This press release includes forward-looking information and statements (collectively, “forward looking statements”) under applicable Canadian securities legislation.  Forward-looking statements are necessarily based upon a number of estimates, forecasts, beliefs and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements.  Such risks, uncertainties and factors include, but are not limited to: risks related to the development, testing, licensing, brand development, availability of packaging, intellectual property protection, reduced global commerce and reduced access to raw materials and other supplies do to the spread of the Coronavirus, the potential for not acquiring any rights as a result of the patent  application and any products making use of the intellectual property may be ineffective or the company may be unsuccessful in commercializing them; and other approvals will be required before commercial exploitation of the intellectual property can happen.  Demand for the company’s products, general business, economic, competitive, political and social uncertainties, delay or failure to receive board or regulatory approvals where applicable, and the state of the capital markets.  Yield Growth cautions readers not to place undue reliance on forward-looking statements provided by Yield Growth, as such forward-looking statements are not a guarantee of future results or performance and actual results may differ materially. The forward-looking statements contained in this press release are made as of the date of this press release, and Yield Growth expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.

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Wuhan General Group Announces Name Change and Rebranding to M2Bio Sciences

MONTREAL, QC / ACCESSWIRE / June 18, 2020 / WUHAN GENERAL GROUP, INC. (OTC PINK:WUHN) (“Wuhan” or the “Company”), a bioceutical company focused on alternative plant-based cannabinoids and psilocybin medical research is pleased to announce a corporate name change and rebranding of the company to M2Bio Sciences, Inc (“M2Bio“). The name change was effective June 17, 2020, with the State of Nevada.

In addition to the new corporate name, the Company ticker symbol on OTCMarket will change to ‘MMBS’ with the approval of Finra. The Company will issue a press release in the near future announcing the date at which the Corporate name and new ticker symbol will take effect.

Along with the name and symbol change, the Company will reveal a new corporate brand identity including a new logo and website. The Company will provide further updates regarding these changes in the near future.

Dr. Anna Morera Leralta, CMO of M2Bio, commented, “Our strategic move marks an important milestone in the Company’s growth. By changing our name, we are branding a strong corporate identity that will exactly personify our company in the eyes of the public and investors. Cannabinoid and psychedelic medicine provide our shareholders with access to a rapidly growing market that is altering the future of healthcare we used to know.”

“The new name M2Bio has been chosen to better reflect the company’s strategic focus on applying Marijuana and Mushrooms into the roots of its research and development of plant-based medicine and drug discovery, and to mark a new chapter in the Company’s growth. We are so deeply committed to developing innovative, better and safer medicines that will truly help treat patients,” said Jeff Robinson, CEO of M2Bio.

About Wuhan General Group, Inc./ M2Bio Sciences, Inc

Wuhan General Group, Inc. through its wholly-owned subsidiary MJ MedTech is a nutraceutical biotechnology company that researches, develops and commercializes a range of CBD-based products under Dr. AnnaRx™ and Medspresso™ brands. In addition, its wholly-owned division, M2Bio is researching and developing indications for psilocybin new therapies that will help patients who suffer from addiction, mental illness, Alzheimer’s and Parkinson’s. Our mission is to advance botanical-based medicine to the forefront by deploying best-practice science and medicine, clinical research and emerging technologies. Wuhan is listed and traded on the Over the Counter Bulletin Board of NASDAQ under the trading symbol “WUHN”.

For further information:

Publicly traded company (OTC PINK:WUHN)

Website: www.wuhn.org

E-mail: info@wuhn.org

Follow us on Twitter: https://twitter.com/WGG_Company

Follow us on Facebook: http://www.facebook.com/wuhn

Forward-Looking Statements:

Safe Harbour Statement – In addition to historical information, this press release may contain statements that constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Forward-looking statements contained in this press release include the intent, belief, or expectations of the Company and members of its management team with respect to the Company’s future business operations and the assumptions upon which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance, and involve risks and uncertainties and that actual results may differ materially from those contemplated by such forward-looking statements. Factors that could cause these differences include, but are not limited to, failure to complete anticipated sales under negotiations, lack of revenue growth, client discontinuances, failure to realize improvements in performance, efficiency and profitability, and adverse developments with respect to litigation or increased litigation costs, the operation or performance of the Company’s business units or the market price of its common stock. Additional factors that could cause actual results to differ materially from those contemplated within this press release can also be found on the Company’s website. The Company disclaims any responsibility to update any forward-looking statements.

SOURCE: Wuhan General Group, Inc.

View source version on accesswire.com:
https://www.accesswire.com/594322/Wuhan-General-Group-Announces-Name-Change-and-Rebranding-to-M2Bio-Sciences

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Numinus receives Health Canada licence amendment to produce and extract psilocybin from mushrooms

Numinus becomes first publicly traded company in Canada approved to conduct research of this kind under a Health Canada licence

VANCOUVER (June 11, 2020)—Numinus Wellness Inc. (TSX-V:NUMI – “Numinus” or the “Company”) has received Health Canada approval to amend the Company’s existing Licence under the Controlled Drug and Substances Act to allow Numinus researchers to conduct research to standardize the extraction of psilocybin from mushrooms. The amendment means Numinus is the first publicly traded company in Canada to be granted a licence by Health Canada to conduct research of this kind.

With this regulatory approval, Numinus is able to proceed with the production of naturally sourced, sustainable psilocybin for research purposes that will support the emerging field of psychedelic assisted therapy and research, at lower costs to currently produced synthetic psilocybin. The licence also allows Numinus to develop and licence its own exclusive IP for further product development in partnership with leading research organizations — something the research community has been seeking to secure. The work will be eligible for the Government of Canada’s Scientific Research and Experimental Development (SR&ED) tax incentive program and will lay a foundation for grant applications.

“We are proud to be at the forefront of a new therapeutic category by advancing evidence-based science focused on wellness and personal connection at its core,” says Numinus CEO Payton Nyquvest. “Numinus is the only publicly traded company in Canada approved to develop a consistent psilocybin extraction method from naturally-produced mushrooms at a time when alternative therapeutic methods are increasingly being investigated and demand from clinical research is growing.”

Working from the 7,000 square-foot Numinus Bioscience research facility and laboratory, senior research scientists Dr. Kristina Grotzinger and Dr. Bernd Keller will focus on developing a proprietary extraction method from mushrooms to allow for consistent dosing and application of naturally produced psilocybin. Once a proprietary method has been developed, the Company intends to explore supply agreements with leading research organizations to make use of the product in their clinical and therapeutic work.

Researchers at Johns Hopkins University, the Multidisciplinary Association for Psychedelic Studies (MAPS) and other leading researchers have published studies showing the benefits of psychedelic substances in treating a range of mental health issues. Further, the US Food and Drug Administration has granted breakthrough therapy status for psilocybin for the treatment of depression — illustrating the growing demand for therapeutic access to psilocybin.

“In most cases, the creation of synthetic compounds are less pure than those found in nature, which is the case with psilocybin,” says Dr. Grotzinger. “There is risk of contamination from solvents, gases and other chemicals, which makes them less safe to work with and requires added safety and processing expense. By working directly with the mushroom in its natural state, these risks are reduced, as is the cost to extract the psilocybin.” Grotzinger added that standardized plant or fungi extracts are accepted by European standards and are a common dosage form in Europe.

– 30 –

Contact:

Investor Inquiries:

invest@numinus.ca

Media Inquiries:

Emily Edwards, NATIONAL

eedwards@national.ca

604-842-6490

General Inquiries:

hello@numinus.ca

1-833-NUM-INUS (1-833-686-4687)

Pour investir et obtenir des renseignements généraux en français:

Remy Scalabrini, Maricom

investir@numinus.ca

888-585-6274

About Numinus

Numinus is a Vancouver-based health care company helping to support the universal desire to heal and be well. Through its wholly-owned subsidiary Salvation Botanicals, Numinus has a Health Canada cannabis testing licence that allows the Company to test and analyze cannabis products from licensed producers. In addition, it is a late-stage applicant to receive a Health Canada standard processing licence to produce cannabis products. Numinus, through the same subsidiary, also has a dealer’s licence which allows the Company to test, possess, buy and sell MDMA, psilocybin, psilocin, DMT and mescaline. The Health Canada license also allows import/export, testing and R&D of these substances. The expanded licence will allow Numinus to support the growing number of studies on the potential benefits of psychedelic therapies through research projects, product development, and the supply and distribution of these substances. Numinus Wellness is dedicated to therapies that enhance and supplement existing options for people wanting lasting physical, mental and emotional health — with psychedelic treatments at its core when approved for therapeutic and research use. Psychedelics will be part of this offering but will only be available for treatment once approved by regulators and governing bodies — a process Numinus is helping to support. For more information, visit www.numinus.ca.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, are “forward-looking statements.” Forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. Such risks and uncertainties include, among others, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licenses and any inability to obtain all necessary governmental approvals licenses and permits to operate and expand the Company’s facilities; regulatory or political change such as changes in applicable laws and regulations, including federal and provincial legalization, due to inconsistent public opinion, perception of the medical-use and adult-use marijuana industry, bureaucratic delays or inefficiencies or any other reasons; any other factors or developments which may hinder market growth; the Company’s limited operating history and lack of historical profits; reliance on management; the Company’s requirements for additional financing, and the effect of capital market conditions and other factors on capital availability; competition, including from more established or better financed competitors; and the need to secure and maintain corporate alliances and partnerships, including with research and development institutions, customers and suppliers. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements. Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. The Company has no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

Posted on

Vireo Health Announces Third Quarter 2019 Financial Results

– Total revenue of $8.0 million increased 62 percent year-over-year –
– Two Green Goods retail dispensaries now open in Pennsylvania –
– Company welcomes Bruce Linton as Executive Chairman and Shaun Nugent as CFO –

MINNEAPOLIS, Nov. 27, 2019 /PRNewswire/ — Vireo Health International, Inc. (“Vireo” or the “Company”) (CNSX: VREO; OTCQX: VREOF), a science-focused, multi-state cannabis company with operations in 10 states and the Commonwealth of Puerto Rico, today reported financial results for its third quarter ended September 30, 2019. All currency figures referenced in this release reflect U.S. dollar amounts.

Vireo Logo (PRNewsfoto/Vireo Health, Inc.)

“We continued gaining sales momentum in our Maryland and Pennsylvania markets during the third quarter, and we also began seeing the benefits of capacity upgrades in our recently acquired Arizona business,” said Founder & CEO, Kyle Kingsley, M.D. “Near-term profitability has been impacted by the under absorption of overhead costs in early-stage markets where revenues are just beginning, but we’re anticipating performance improvement in the coming quarters, especially given the positive demand trends and patient enrollment growth we’re experiencing across most of our operating footprint.”

Dr. Kingsley continued, “We believe that our two recently opened Green Goods retail dispensaries in Pennsylvania will serve as an immediate catalyst for growth during the fourth quarter, and increasing sales of our branded products to third-party dispensaries should also remain an important driver of market share gains in the future. Additionally, heading into 2020, we feel we’re well positioned to benefit from potential regulatory tailwinds as most of our current operations are in medical markets that we believe are on the cusp of adult-use legalization.”

Business Highlights

  • The Company generated operating revenue in seven states during the third quarter of 2019: Arizona, Maryland, Minnesota, New Mexico, New York, Ohio, and Pennsylvania. Total revenue for Q3 2019 increased 62 percent to $8.0 million versus Q3 2018.
  • Net loss for Q3 2019 was $14.6 million, as compared to net income of $14,890 in the prior year quarter, with the variance driven by lower gross profit and increased operating and interest expenses. Adjusted net loss, as described in accompanying disclosures and footnotes, was $4.9 million in Q3 2019, as compared to adjusted net loss of $2.0 million in the prior year quarter.
  • Q3 2019 EBITDA and Adjusted EBITDA, as described in accompanying disclosures and footnotes, were a loss of $15.5 million and loss of $5.9 million respectively, as compared to positive $2.2 million and $182,082, respectively, during the prior year quarter.
  • On August 15, 2019, Vireo’s affiliate Ohio Medical Solutions was granted a Certificate of Operation by the Ohio Department of Commerce and begin operating immediately. As of that date, Vireo was one of only five licensed processors operational in the State of Ohio.
  • During the third quarter, the Company introduced new products in its Maryland wholesale channel, including whole-plant rosin extracts and a low-THC pre-roll offering. These followed the addition of vegetarian soft gel capsules in Pennsylvania late in the second quarter.

Third Quarter 2019 Financial Summary

Total revenue for Q3 2019 was $8.0 million, up 62 percent from $4.9 million in Q3 2018. Revenue growth was driven by increased patient counts in Minnesota and wholesale revenue generation in the states of Maryland and Pennsylvania, and contributions from recently closed acquisitions in Arizona and New Mexico.

Retail revenue was approximately $6.2 million in Q3 2019, an increase of approximately 26 percent compared to $4.9 million in Q3 2018. Wholesale revenue was $1.8 million in Q3 2019 and reflected revenue contributions from wholesale markets in Arizona, Maryland, New York, Ohio, and Pennsylvania.

Gross profit before fair value adjustments was $1.3 million, or 16 percent of revenue, as compared to $2.9 million or 60 percent, in the same period last year. The variance in gross profit before fair value adjustments as compared to the prior year was primarily driven by under absorption of overhead costs in certain states, as well as a greater mix of wholesale versus retail sales as compared to the prior-year quarter.

Total operating expenses were $8.6 million, as compared to $3.0 million in the same period last year. Total operating expenses include selling, general and administrative (“SG&A”) expenses, which totaled $4.2 million, as compared to $795,500 last year. The increase in total operating expenses was primarily attributable to increased salaries and wages, professional fees, and general and administrative expenses to support the Company’s growing business and operations as a public company, including $1.4 million in start-up expenses related to buildout and pre-revenue operations in certain state-based markets.

Total other expense was $1.1 million during Q3 2019. These non-operating expenses primarily reflect interest expense from the capital leases of the cultivation and manufacturing facilities in Maryland, Minnesota, New York, Ohio, Pennsylvania, and Puerto Rico.

Net loss in Q3 2019 was $14.6 million, as compared to net income of $14,890 in Q3 2018. Adjusted net loss for Q3 2019 was $4.9 million, as compared to a loss of $2.0 million in the prior year quarter.

Q3 2019 EBITDA was a loss of $15.5 million, as compared to positive $2.2 million in Q3 2018. Adjusted EBITDA was a loss of $5.9 million in Q3 2019, as compared to positive $182,082 in Q3 2018. Please refer to the Supplemental Information and Reconciliation of Non-IFRS Financial Measures at the end of this press release for additional information.

Other Developments

On November 7, 2019, the Company announced that Bruce Linton was appointed to the Company’s Board of Directors as Executive Chairman. Mr. Linton is the founder and former CEO of Canopy Growth Corporation. He is expected to work closely with Vireo’s Chief Executive Officer, Kyle Kingsley, M.D., to help spearhead the Company’s strategic decision-making, capital markets activity and future partnerships.

On November 14, 2019, the Company announced that Shaun Nugent had been appointed to the role of Chief Financial Officer, effective December 2, 2019. Mr. Nugent is a seasoned financial executive with more than 25 years of experience as CEO and CFO of several public and private companies, including Life Time Fitness, Champps Entertainment, and Sun Country Airlines. Vireo’s current CFO, Amber Shimpa, will be transitioning to the role of Chief Administrative Officer on December 2, 2019, in conjunction with Mr. Nugent’s appointment.

Balance Sheet and Liquidity

As of September 30, 2019, total current assets were $57.6 million, including cash on hand of $16.4 million. Total current liabilities were $6.2 million, with $1.0 million of debt currently due within 12 months. Effective November 13, 2019, the Company’s current portion of long-term debt in the amount of $1,010,000 was increased to $1,110,000 and extended to December 31, 2021.

As of September 30, 2019, there were 24,300,092 equity shares issued and outstanding, and 110,331,667 shares outstanding on an as converted, fully-diluted basis.

As of November 21, 2019, the Company had total cash available of $12.3 million, inclusive of $1.1 million in collectible receivables and reimbursements.

“We’ve made several important strategic investments in our business over the past two quarters, and cash outlays are subsiding as we’ve taken proactive measures to maintain our financial flexibility,” said Chief Financial Officer, Amber Shimpa. “Moving forward, we will only deploy capital where we expect near-term returns on investment, and we’re in a fortunate position where our highest ROI opportunities are fully-funded through tenant improvement funds provided by our real estate partners. We believe the relative strength of our balance sheet, combined with planned spending reductions, lower capex, and expectations for continued revenue growth provide us with a clear path to profitability.”

Outlook Commentary

Dr. Kingsley commented, “While we remain confident that our focus on bringing the best of medicine, science, and engineering to the cannabis industry will create compelling long-term value for all of our stakeholders, recent market conditions have prompted us to delay the pace of certain development projects. As a result of these decisions, we now expect to finish calendar year 2019 with a total of 13 operational dispensaries compared to our previously targeted range of 16 to 20.”

Kingsley concluded, “Despite the near-term challenges our industry is facing, we believe Vireo is in a unique position to emerge as a true sector leader given the relative strength of our balance sheet compared to many of our peers. With virtually no debt, we control our own destiny and our lean operations and disciplined approach to capital allocation provide us a clear path to profitability. We have an extremely attractive collection of licenses and strategic assets with significant long-term potential, and we’re looking forward to better showcasing the strength of our portfolio next year.”

Conference Call and Webcast Information

Vireo Health management will host a conference call with research analysts on Wednesday, November 27, 2019 at 8:30 a.m. ET to discuss its financial results for its third quarter ended September 30, 2019. The conference call may be accessed by dialing 866-211-3165 (Toll-Free) or 647-689-6580 (International) and entering conference ID 5293509.

A live audio webcast of this event will also be available in the Events & Presentations section of the Company’s Investor Relations website at https://investors.vireohealth.com/events-and-presentations/default.aspx and will be archived for one year.

Additional Information

Additional information relating to the Company’s third quarter 2019 results is available on SEDAR at www.sedar.com. Vireo Health refers to certain non-IFRS financial measures such as adjusted net income, Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and adjusted EBITDA (defined as earnings before interest, taxes, depreciation, amortization, less certain non-cash equity compensation expense, one-time transaction fees, and other non-cash items. These measures do not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other issuers. Please see the Supplemental Information and Reconciliation of Non-IFRS Financial Measures at the end of this news release for more detailed information regarding non-IFRS financial measures.

About Vireo Health International, Inc.

Vireo Health International, Inc.’s mission is to build the cannabis company of the future by bringing the best of medicine, engineering and science to the cannabis industry.  Vireo’s physician-led team of more than 400 employees provides best-in-class cannabis products and customer experience. Vireo cultivates cannabis in environmentally friendly greenhouses, manufactures pharmaceutical-grade cannabis extracts, and sells its products at both company-owned and third-party dispensaries. The Company currently is licensed in eleven markets including Arizona, Maryland, Massachusetts, Minnesota, New Mexico, New York, Nevada, Ohio, Pennsylvania, Puerto Rico, and Rhode Island. For more information about the company, please visit www.vireohealth.com.

Forward-Looking Statement Disclosure

This news release contains forward-looking information within the meaning of applicable securities laws, based on current expectations. Generally, any statements that are not historical facts may contain forward-looking information, and forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “look forward to”, “budget” “scheduled”, “estimates”, “forecasts”, “will continue”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or indicates that certain actions, events or results “may”, “could”, “would”, “might” or “will be” taken, “occur” or “be achieved.” Forward looking information may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, milestones, strategies and outlook of Vireo, and includes statements about, among other things, future developments, the future operations, potential market opportunities, strengths and strategy of the Company. Forward-looking information is provided for the purpose of presenting information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements should not be read as guarantees of future performance or results. These statements are based upon certain material factors, assumptions and analyses that were applied in drawing a conclusion or making a forecast or projection, including Vireo’s experience and perceptions of historical trends, current conditions and expected future developments, as well as other factors that are believed to be reasonable in the circumstances.

Examples of the assumptions underlying the forward-looking statements contained herein include, but are not limited to those related to: the achievement of goals, the closing of acquisitions, obtaining of necessary permits and governmental approvals, future market positioning, as well as expectations regarding availability of equipment, skilled labor and services needed for cannabis operations, intellectual property rights,  development, operating or regulatory risks, trends and developments in the cannabis industry, business strategy and outlook, expansion and growth of business and operations, the timing and amount of capital expenditures; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; access to capital; future operating costs; government regulations, including future legislative and regulatory developments involving medical and recreational marijuana and the timing thereto; receipt of appropriate and necessary licenses in a timely manner; the effects of regulation by governmental agencies; the anticipated changes to laws regarding the recreational use of cannabis; the demand for cannabis products and corresponding forecasted increase in revenues; and the size of the medical marijuana market and the recreational marijuana market.

Although such statements are based on management’s reasonable assumptions at the date such statements are made, there can be no assurance that it will be completed on the terms described above and that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on the forward-looking information. Vireo assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.

By its nature, forward-looking information is subject to risks and uncertainties, and there are a variety of material factors, many of which are beyond the control of the Company and that may cause actual outcomes to differ materially from those discussed in the forward-looking statements. These factors include, but are not limited to: denial or delayed receipt of all necessary consents and approvals; need for additional capital expenditures; increased costs and timing of operations; unexpected costs associated with environmental liabilities; requirements for additional capital; reduced future prices of cannabis; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the cannabis industry; delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities; title disputes; claims limitations on insurance coverage; risks related to the integration of acquisitions; fluctuations in the spot and forward price of certain commodities (such as diesel fuel and electricity); changes in national and local government legislation, taxation, controls, regulations and political or economic developments in the countries where the Company may carry on business in the future;  liabilities inherent in cannabis operations;  risks relating to medical and recreational cannabis; cultivation, extraction and distribution problems; competition for, among other things, capital, licences and skilled personnel;  risks relating to the timing of legalization of recreational cannabis; changes in laws relating to the cannabis industry; and management’s success in anticipating and managing the foregoing factors.

Supplemental Information

The financial information reported in this news release is based on audited financial statements for the fiscal year ended December 31, 2018, and unaudited condensed interim consolidated financial statements for the fiscal quarter ended June 30, 2019. All financial information contained in this news release is qualified in its entirety with reference to such financial statements. To the extent that the financial information contained in this news release is inconsistent with the information contained in the Company’s audited financial statements, the financial information contained in this news release shall be deemed to be modified or superseded by the Company’s audited financial statements. The making of a modifying or superseding statement shall not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation for purposes of applicable securities laws.

VIREO HEALTH INTERNATIONAL, INC.

(FORMERLY DARIEN BUSINESS DEVELOPMENT CORP.)

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(unaudited)

September 30, 2019 and December 31, 2018

(Expressed in United States Dollars)

September 30,

December 31,

2019

2018

ASSETS

Current Assets

Cash

$

16,362,708

$

9,624,110

Receivables

1,865,301

1,671,257

Inventories

27,789,323

21,379,722

Biological Assets

8,046,096

5,967,150

Prepaid Expenses

3,261,149

962,297

Deferred acquisition costs

226,292

1,885,653

Deferred financing costs

–

448,480

$

57,550,869

$

41,938,669

Non-Current Assets

Property and Equipment

$

40,978,107

$

22,847,283

Deposits

2,774,096

2,259,735

Deferred Loss on Sale Leaseback

31,826

26,596

Goodwill

4,484,490

–

Intangible Asset

38,949,913

2,184,565

$

87,218,432

$

27,318,179

Total Assets

$

144,769,301

$

69,256,848

LIABILITIES AND MEMBERS’ EQUITY

Current Liabilities

Accounts Payable and Accrued Liabilities

$

4,029,228

$

2,512,389

Deferred Lease Inducement – Current Portion

899,139

341,555

Share issuance obligation

–

–

Current portion lease obligations

268,928

338,638

Current portion of Long-Term Debt

1,010,000

1,010,000

$

6,207,295

$

4,202,582

Long-Term Liabilities

Deferred Rent

$

–

$

271,091

Deferred Income Taxes

5,000,000

6,508,000

Deferred Lease Inducement 

11,213,566

4,781,770

Lease Obligations

18,694,977

11,839,152

Convertible debt

3,073,778

–

$

44,189,616

$

27,602,595

Shareholders’ Equity

Share Capital

$

117,398,864

$

41,965,556

Reserves

6,142,894

2,766,050

Retained Earnings

(22,962,073)

(3,077,353)

$

100,579,685

$

41,654,253

Total Liabilities and Equity

$

144,769,301

$

69,256,848

 

VIREO HEALTH INTERNATIONAL, INC.

(FORMERLY DARIEN BUSINESS DEVELOPMENT CORP.)

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(unaudited)

For the Three Months Ended September 30, 2019 and 2018

(Expressed in United States Dollars)

 Three Month 

 Three Month 

 Period Ended 

 Period Ended 

September 30,

September 30,

2019

2018

REVENUE

$

7,992,159

$

4,924,238

Production Costs

(6,692,030)

(1,985,709)

Gross Profit Before Fair Value Adjustments

$

1,300,129

$

2,938,529

Realized Fair Value Amounts Included in Inventory Sold

(624,284)

(3,278,037)

Unrealized Fair Value Gain on Growth of Biological Assets

(9,041,325)

5,398,128

Gross Profit

$

(8,365,480)

$

5,058,620

EXPENSES

Depreciation

$

516,473

$

123,874

Professional fees

1,451,219

682,628

Salaries and wages

2,196,158

1,276,951

Selling, general and administrative expenses

4,214,383

795,500

Share Based Compensation

229,916

87,996

$

8,608,149

$

2,966,949

OTHER INCOME (EXPENSE)

Loss on Sale of Property and Equipment

$

(4,639)

$

(1,650)

Interest expense 

(1,226,378)

(525,732)

Interest income

83

319

Accretion expense

(72,976)

–

Inventory adjustment

230,470

–

Other expense

(24,437)

282

Total Other Income (Expense)

$

(1,097,877)

$

(526,781)

 INCOME BEFORE INCOME TAXES 

$

(18,071,506)

$

1,564,890

Current income taxes

$

346,000

$

(2,670,000)

Deferred income taxes

3,160,000

1,120,000

PROVISION FOR INCOME TAXES

$

3,506,000

$

(1,550,000)

INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)

$

(14,565,506)

$

14,890

Weighted Average Shares Outstanding – basic and diluted

24,299,953

1,412,369

Net Earnings Per Share – basic and diluted

$

(0.60)

$

0.01

 

VIREO HEALTH INTERNATIONAL, INC.

(FORMERLY DARIEN BUSINESS DEVELOPMENT CORP.)

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

(unaudited)

For the Nine Months Ended September 30, 2019 and 2018

(Expressed in United States Dollars)

Nine Month

Nine Month

Period Ended

Period Ended

September 30,

September 30,

2019

2018

Cash Flows from Operating Activities:

Net Loss

$

(19,884,720)

$

(1,894,732)

Items Not Affecting Cash:

Depreciation and Amortization

2,573,302

1,002,489

Loss on Sale of Property and Equipment

(5,652)

21,361

Share Based Compensation

686,868

1,499,837

Fair Value Adjustment on Sale of Inventory

11,244,901

9,513,880

Fair Value Adjustment on Growth of Biological Assets

(10,540,435)

(13,749,920)

Interest on Lease Obligation

3,164,857

666,267

Interest on Long-Term Debt

162,594

175,269

Accretion expense

123,238

–

Amortization of Deferred Tenant Improvement

(332,030)

(186,811)

Listing expense

2,994,606

–

Deferred financing and acquisition costs

1,836,750

–

Deferred Income Taxes

(1,508,000)

1,335,000

Deferred gain/loss on sale leaseback

(5,230)

–

Changes in non-cash working capital:

Receivables

(187,819)

(1,255,691)

Due From Related Party

–

(1,540,423)

Inventory and Biological Assets

(5,368,063)

(1,639,916)

Prepaid Expenses and Deposits

(2,082,062)

199,362

Accounts Payable and Accrued Liabilities

1,273,157

(31,846)

Income Tax  Payable

–

62,000

Deferred Rent

–

17,687

Deposits

(514,361)

(866,830)

Cash Flows Used in Operating Activities

$

(16,368,099)

$

(6,673,017)

Cash Flows from Investing Activities:

Purchase of Property and Equipment

$

(6,444,813)

$

(1,285,770)

Proceeds on sale of Property and Equipment

982,391

5,496,335

Acquisition costs

(16,235,444)

–

Cash acquired on acquisitions

399,851

–

Acquisition of intangible assets

(101,630)

–

Cash Flows from ( Used in) Investing Activities

$

(21,399,645)

$

4,210,565

Cash Flows from Financing Activities:

Proceeds from private placement, net of issuance costs

$

47,542,878

$

15,893,229

Lease payments

(73,972)

–

Proceeds from Debt

–

1,000,000

Payment Debt

–

(1,000,000)

Interest Paid

(2,962,564)

(814,578)

Cash Flows from Financing Activities

$

44,506,342

$

15,078,651

Net Change in Cash

$

6,738,598

$

12,616,199

Cash, Beginning of the Period

9,624,110

2,595,965

Cash, End of the Period

$

16,362,708

$

15,212,164

Reconciliation of Non-IFRS Financial Measures

This news release contains references to financial metrics such as Pro Forma Revenue, EBITDA, Adjusted EBITDA, and Adjusted Net Income, which are non-IFRS measures and do not have standardized definitions under IFRS. The Company has provided these non-IFRS financial measures in this news release as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. These supplemental non-IFRS financial measures are presented because management has evaluated the Company’s financial results both including and excluding the adjusted items and believe that the supplemental non-IFRS financial measures presented provide additional perspective and insights when analyzing the core operating performance of the Company’s business. The Company has provided reconciliations of these supplemental non-IFRS financial measures to the most directly comparable financial measures calculated and presented in accordance with International Financial Reporting Standards. Supplemental non-IFRS financial measures should not be considered superior to, as a substitute for or as an alternative to, and should be considered in conjunction with, the IFRS financial measures presented in this news release.

Reconciliation of Net Income to Adjusted Net Income and Adjusted EBITDA

Three Months Ended

Nine Months Ended

September 30,

September 30,

2019

2018

2019

2018

Net income (loss)

$ (14,565,506)

$         14,890

$ (19,884,720)

$  (1,894,732)

Net fair value adjustments

9,665,610

(2,120,091)

704,467

(4,236,040)

Listing expense

–

–

3,496,843

–

Acquisition related costs

–

–

739,880

–

Inventory adjustment

(230,470)

–

522,226

–

Share-based compensation

229,916

87,996

686,868

1,499,837

Adjusted net income (loss) (non-IFRS)

$   (4,900,450)

$   (2,017,205)

$ (13,734,436)

$  (4,630,935)

Net income (loss)

$ (14,565,506)

$         14,890

$ (19,884,720)

$  (1,894,732)

Interest income

(83)

(319)

(240)

(319)

Interest expense

1,226,378

525,732

3,327,451

1,267,749

Accretion expense

72,976

–

123,238

–

Income taxes

(3,506,000)

1,550,000

(649,000)

3,470,000

Depreciation

516,473

123,874

1,060,527

380,076

Amortization

727,731

–

1,512,775

–

EBITDA (non-IFRS)

$ (15,528,031)

$    2,214,177

$ (14,509,969)

$   3,222,774

Net fair value adjustments

9,665,610

(2,120,091)

704,467

(4,236,040)

Listing expense

–

–

3,496,843

–

Acquisition related costs

–

–

739,880

–

Inventory adjustment

(230,470)

–

522,226

–

Share-based compensation

229,916

87,996

686,868

1,499,837

Adjusted EBITDA (non-IFRS)

$   (5,862,975)

$       182,082

$   (8,359,685)

$      486,571

 

Media Inquiries

Investor Inquiries

Albe Zakes

Sam Gibbons

Vice President, Corporate Communications

Vice President, Investor Relations

albezakes@vireohealth.com 

samgibbons@vireohealth.com 

(267) 221-4800

(612) 314-8995

 

CisionView original content to download multimedia:http://www.prnewswire.com/news-releases/vireo-health-announces-third-quarter-2019-financial-results-300965934.html

SOURCE Vireo Health International, Inc.

Posted on

AbbVie is committed to the elimination of hepatitis C in Canada by 2030

  • Everyone has a part to play in making hepatitis C (HCV) elimination the next public health success
  • Partnerships are essential to solving some of the most pressing

 

MONTREAL (Quebec), July 25, 2019 – AbbVie (NYSE: ABBV), a global, research and development-based biopharmaceutical company, supports a wide range of efforts to help elevate and prioritize hepatitis C (HCV) elimination because achieving the shared goal of elimination by 2030 will take more than medicine. It will take transparent and collaborative partnerships with healthcare professionals, governments and community organizations to remove barriers to care and to help simplify treatment options, especially for the Priority populations, which include people who inject or use drugs, as well as immigrants and newcomers to Canada.1

 

“HCV elimination starts with demonstrating our commitment to the World Health Organization 2030 goal,” explains Stéphane Lassignardie, General Manager, AbbVie Canada. “Through partnerships with stakeholders, we are working to find sustainable solutions that allow more patients to be screened, linked to care, and treated in a shorter period of time. We have engaged with governments across Canada to lower the price of hepatitis C treatments so that every patient cured accelerates the path to elimination. This is because we have a shared commitment and by working together, we can eliminate this disease.”

 

In Canada, an estimated 250,000 people are living with chronic hepatitis C but as many as 44% are not aware that they have it.1 Left undiagnosed and untreated, chronic hepatitis C can lead to cirrhosis, liver cancer or liver failure. Currently, hepatitis C is the leading indication for liver transplant in Canada.2 Of the people who inject drugs, 66% have past or current HCV infection. 1

 

Cool Aid Community Health Centre based in Victoria, British Columbia, provides integrated primary

health care services within a multidisciplinary team to treat illness and promote wellness. “Because HCV disproportionately affects marginalized populations in Canada, our nurse-led model for the treatment of HCV focuses on community outreach and intensive case management in order to successfully treat those living with HCV who require a high level of support. In addition, we work with the HCV treatment providers to develop education and awareness tools specific to this population,” says Tamara Barnett, Primary Care Nurse Clinician at Cool Aid Community Health Centre.

 

Up to 35% of all HCV infections in Canada are among immigrants and newcomers, especially those from countries where HCV is common.1 Although voluntary HCV screening after arrival in Canada is included in existing national recommendations, immigrants and newcomers are less likely to access the healthcare system than Canadian-born residents, and healthcare providers may be unaware of countries where HCV is common.1

 

“At the Jewish General Hospital, we see thousands of people on a yearly basis with a variety of liver diseases. A significant number of them are immigrants and newcomers. Hepatitis C is one of the common diseases that we find among this population. I must say that we have a great referral system with our local community health centres,” explains Dr. Nir Hilzenrat, Gastroenterologist and Hepatologist. “Today, we have the right treatments to eliminate hepatitis C, but if we are to reach the goal set by the World Health Organization, we need to work on prevention, as well as screening and linking to care people living with this disease. For me, it’s important to work with the Priority populations to educate them in order to remove any barriers and facilitate understanding so that they can be successfully treated and cured.”

 

Sunday, July 28, marks World Hepatitis Day. Ahead of this date, AbbVie held an HCV Awareness and Screening Day for its employees providing an opportunity to learn more about the disease and to get tested on a voluntary basis. On July 18, close to 30% of head office employees participated seeking to get answers to better understand the myths, facts and stigma surrounding this devastating and deadly disease.

 

About AbbVie

AbbVie is a global, research and development-based biopharmaceutical company committed to

developing innovative advanced therapies for some of the world’s most complex and critical conditions. The company’s mission is to use its expertise, dedicated people and unique approach to innovation to markedly improve treatments across four primary therapeutic areas: immunology, oncology, virology and neuroscience. In more than 75 countries, AbbVie employees are working every day to advance health solutions for people around the world. For more information about AbbVie, please visit us at www.abbvie.ca and www.abbvie.com. Follow @abbvieCanada and @abbvie on Twitter or view careers on our Facebook or LinkedIn page.

 

###

Media:

Muriel Haraoui AbbVie Canada 514-717-3764

muriel.haraoui@abbvie.com

 

 

 

1 Canadian Network on Hepatitis C (CanHepC). Blueprint to inform hepatitis C elimination efforts in Canada. www.canhepc.ca/sites/default/files/media/documents/blueprint_hcv_2019_05.pdf. Accessed July 2019.

2 The Canadian Liver Foundation. www.liver.ca/how-you-help/advocate/. Accessed July 2019.

Posted on

Harris Rabin, former ABInBev & Bayer leader, joins Vireo Health as Chief Marketing Officer

Rabin brings two decades of marketing and innovation experience in consumer healthcare and beverage alcohol industries

NEW YORK, May 29, 2019 /PRNewswire/ — Vireo Health International, Inc. (CSE: VREO), a leading science-focused, multi-state cannabis company, today announced Harris Rabin will be joining the company’s executive team in the newly created role of Chief Marketing Officer. Rabin will be overseeing brand marketing, e-commerce, and sales efforts. Rabin brings two decades of experience, including senior leadership roles in the consumer healthcare and beverage alcohol industries.

Vireo Logo (PRNewsfoto/Vireo Health, Inc.)

Rabin is an accomplished marketing leader with a proven and consistent track record. He most recently served as Global Vice President of Marketing at Anheuser-Busch InBev (ABInBev), where he led brand building efforts for a multi-billion dollar global portfolio of core beer brands. Rabin led brand development across global markets, including the global expansion of Michelob Ultra, the $1+ billion brand pioneering the “Better-For-You” category.

Prior to ABInBev, Rabin worked for nearly a decade at Bayer HealthCare as a brand builder in the Consumer Health division, where he built brands and ultimately oversaw the Global Aspirin franchise, growing the Aspirin business to the highest on record, consistently exceeding expectations.

“I am thrilled to add a highly-skilled marketer like Harris to the Vireo Health leadership team,” said Chief Executive Officer Kyle Kingsley, M.D. “Harris brings an ideal combination of brand and product marketing experience from relevant industries like consumer healthcare and the alcoholic beverage industry. He will be valuable addition to our team of experienced senior executives.”

“Without a doubt, cannabis will continue to be a positive disruptive force transforming consumer wellness, and my background in consumer health care and beverage alcohol gives me a unique perspective on the potential of the fast-growing cannabis industry,” said Rabin. “I look forward to helping grow Vireo Health’s brands at a time when the company is uniquely positioned to leverage our medical and science expertise to provide best-in-class products and experiences.”

Rabin added, “Cannabis is also a CPG industry. Brands will drive disproportionate market share by understanding and delivering against specific consumer needs, benefits, and occasions. Vireo’s expansive footprint and IP will enable us to develop the most compelling brand portfolio in the industry and engage with our consumers and health care partners to continue to surprise and delight all stakeholders.”

Rabin has a bachelor’s degree with high honors in mathematics & economics from Northwestern University, and an MBA from MIT Sloan School of Management with a focus on marketing and new product development. He lives in NYC with his wife and three children.

Additional members of the sales and marketing team include: Jennie Leuzarder the VP of Sales, who brings years of experience from the highly regulated wines and spirits industry, where she held various leadership positions at global luxury brands Diageo and Pernod Ricard; and Aisha Khan the VP of eCommerce, who joined Vireo after spending over 5 years at Johnson & Johnson, where she led one of the largest Health & Beauty eCommerce businesses in the U.S.

About Vireo Health International, Inc.
Vireo Health International, Inc.’s mission is to build the cannabis company of the future by bringing the best of medicine, engineering and science to the cannabis industry. Vireo’s physician-led team of more than 300 employees provides best-in-class cannabis products and customer experience. Vireo cultivates cannabis in environmentally-friendly greenhouses, manufactures pharmaceutical-grade cannabis extracts, and sells its products at both company-owned and third-party dispensaries. The Company is currently licensed in ten states including Arizona, Maryland, Massachusetts, Minnesota, Nevada, New Mexico, New York, Ohio, Pennsylvania, and Rhode Island. For more information about the company, please visit www.vireohealth.com.

Contact Information

Investor Inquiries
Sam Gibbons
Vice President, Investor Relations
samgibbons@vireohealth.com
(612) 314-8995

Media Inquiries
Albe Zakes
Vice President, Corporate Communications
albezakes@vireohealth.com
(267) 221-4800

The CSE has neither approved nor disapproved the contents of this news release and does not accept responsibility for the adequacy or accuracy of this release.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Forward-Looking Statement Disclosure

This news release contains forward-looking information within the meaning of applicable securities laws, based on current expectations. Generally, any statements that are not historical facts may contain forward-looking information, and forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “look forward to”, “budget” “scheduled”, “estimates”, “forecasts”, “will continue”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or indicates that certain actions, events or results “may”, “could”, “would”, “might” or “will be” taken, “occur” or “be achieved.” Forward looking information may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, milestones, strategies and outlook of Vireo, and includes statements about, among other things, future developments, the future operations, strengths and strategy of the Company. Forward-looking information is provided for the purpose of presenting information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements should not be read as guarantees of future performance or results. These statements are based upon certain material factors, assumptions and analyses that were applied in drawing a conclusion or making a forecast or projection, including Vireo’s experience and perceptions of historical trends, current conditions and expected future developments, as well as other factors that are believed to be reasonable in the circumstances.

Examples of the assumptions underlying the forward-looking statements contained herein include, but are not limited to those related to: the achievement of goals, the close of all acquisitions, obtaining of all necessary permits and governmental approvals, future market positioning, as well as expectations regarding availability of equipment, skilled labor and services needed for cannabis operations, intellectual property rights,  development, operating or regulatory risks, trends and developments in the cannabis industry, business strategy and outlook, expansion and growth of business and operations, the timing and amount of capital expenditures; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; access to capital; future operating costs; government regulations, including future legislative and regulatory developments involving medical and recreational marijuana and the timing thereto; receipt of appropriate and necessary licenses in a timely manner; the effects of regulation by governmental agencies; the anticipated changes to laws regarding the recreational use of cannabis; the demand for cannabis products and corresponding forecasted increase in revenues; and the size of the medical marijuana market and the recreational marijuana market.

Although such statements are based on management’s reasonable assumptions at the date such statements are made, there can be no assurance that it will be completed on the terms described above and that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on the forward-looking information. Vireo assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.

By its nature, forward-looking information is subject to risks and uncertainties, and there are a variety of material factors, many of which are beyond the control of the Company and that may cause actual outcomes to differ materially from those discussed in the forward-looking statements. These factors include, but are not limited to: denial or delayed receipt of all necessary consents and approvals; need for additional capital expenditures; increased costs and timing of operations; unexpected costs associated with environmental liabilities; requirements for additional capital; reduced future prices of cannabis; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the cannabis industry; delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities; title disputes; claims limitations on insurance coverage; risks related to the integration of acquisitions; fluctuations in the spot and forward price of certain commodities (such as diesel fuel and electricity); changes in national and local government legislation, taxation, controls, regulations and political or economic developments in the countries where the Company may carry on business in the future;  liabilities inherent in cannabis operations;  risks relating to medical and recreational cannabis; cultivation, extraction and distribution problems; competition for, among other things, capital, licences and skilled personnel;  risks relating to the timing of legalization of recreational cannabis; changes in laws relating to the cannabis industry; and management’s success in anticipating and managing the foregoing factors.

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SOURCE Vireo Health International, Inc.

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Vireo Health Announces Full Year 2018 Revenues of $18.5 Million with 70% Year-Over-Year Growth

MINNEAPOLIS, April 30, 2019 /PRNewswire/ — Vireo Health International, Inc. (“Vireo” or the “Company”) (CSE: VREO), a leading science-focused, multi-state cannabis company, today reported financial results for its fourth quarter and full year ended December 31, 2018. All currency figures referenced in this release reflect U.S. dollar amounts.

“2018 was a momentous year for Vireo Health, with strong operating performance and substantial progress toward becoming a truly differentiated multi-state operator,” said Founder & CEO, Kyle Kingsley, M.D. “We achieved significant revenue growth in our existing markets and also laid the groundwork to double our footprint to ten or more states while simultaneously investing in industry-leading research and innovation. Overall, we believe that the Company is better positioned for future growth, profitability, and value creation for shareholders, and we’re looking forward to another successful year in fiscal 2019.”

Business Highlights

  • Vireo generated revenue in three states in 2018: Minnesota, New York, and Pennsylvania. Total revenue for Q4 2018 increased 72 percent year-over-year to $5.6 million versus Q4 2017. Total revenue for FY 2018 increased approximately 70 percent year-over-year to $18.5 million versus FY 2017.
  • During FY 2018, Company subsidiaries and affiliates were awarded a processing license in the state of Ohio, a grower and processor license in the state of Maryland, and a license in Pennsylvania to open three dispensaries. The Company also signed an agreement to acquire a Puerto Rico company which has received pre-qualifications to obtain required licenses to operate a medical cannabis cultivation facility, a processing facility, and six dispensaries.
  • During the first four months of 2019, the Company acquired various cannabis licenses and real estate in the states of Arizona, Massachusetts, Nevada, New Mexico, and Rhode Island. These acquisition activities expanded Vireo’s licensed footprint to 10 states nationwide.
  • Net loss for Q4 and FY 2018 were $1.2 million and $3.1 million, respectively. Adjusted net income for Q4 and FY 2018 were $1.3 million and $1.5 million, respectively.
  • Q4 2018 EBITDA and Adjusted EBITDA, as described in accompanying disclosures and footnotes, were $1.8 million and $4.3 million, respectively. For FY 2018, EBITDA and Adjusted EBITDA were $4.8 million and $9.4 million, respectively.
  • During the year, the Company onboarded 75 new team members, including several key executive hires, bringing total headcount to 224 nationwide as of December 31, 2018. As of the date of this news release, the Company has over 330 team members nationwide.

Fourth Quarter and Fiscal Year 2018 Financial Summary

Total revenue for Q4 2018 was $5.6 million, up 72 percent from $3.3 million in Q4 2017. For FY 2018, total revenue was $18.5 million, up 70 percent from $10.9 million in FY 2017. Fourth-quarter and full-year revenue growth were driven by increased patient counts and demand in the states of Minnesota and New York, as well as the beginning of revenue generation in the state of Pennsylvania.

Gross profit before fair value adjustments for Q4 and FY 2018 was $1.8 million or 31.2 percent of revenue, and $8.9 million or 48.4 percent, respectively, as compared to $922,156 or 28.2 percent, and $5.8 million or 53.0 percent for the same periods last year. Gross profit after fair value adjustments and net gains on growth of biological asset for Q4 and FY 2018 was $5.4 million or 95 percent, and $16.8 million or 90.9 percent, respectively, as compared to 36.1 percent and 58.6 percent for the same periods last year.

Total operating expenses for Q4 and FY 2018 were $3.6 million and $12.2 million, respectively, as compared to $700,224 and $6.4 million for the same periods last year. Total operating expenses include selling, general and administrative (“SG&A”) expenses, which totaled $1.6 million and $3.8 million for Q4 2018 and FY 2018, respectively. The increase in SG&A expenses was primarily driven by investments in talent to support the Company’s growing businesses.

Other expense was $1.2 million in Q4 2018 and $2.5 million for FY 2018. These non-operating expenses primarily reflect interest expenses associated with recent sale-and-leaseback transactions of certain cultivation facilities.

Net loss attributable to Vireo in Q4 2018 was $1.2 million, as compared to net income of approximately $273,098 in Q4 2017. For the FY 2018, net loss was $3.1 million, compared to a net loss of approximately $430,689 in FY 2017.

EBITDA was $1.8 million in Q4 2018, as compared to $603,020 in Q4 2017. Excluding transaction costs, share-based compensation expenses, and new market start-up costs, Vireo generated Adjusted EBITDA of $4.3 million in Q4 2018. For FY 2018, EBITDA was $4.8 million, as compared to $163,352 in 2017. Excluding transaction costs, share-based compensation expenses, and new market start-up costs, Adjusted EBITDA was $9.4 million for the year, as compared to $693,890 in 2017. Please refer to the Supplemental Information and Reconciliation of Non-IFRS Financial Measures at the end of this press release for additional information.

Subsequent Events

On March 20, 2019, Vireo commenced trading on the Canadian Securities Exchange under ticker symbol “VREO” following the successful completion of the Company’s reverse takeover (“RTO”) of Darien Business Development Corp. In conjunction with the RTO, Vireo raised approximately $51.4 million in proceeds through a brokered and non-brokered private placement. The Company intends to utilize the net proceeds from the transaction to help finance M&A activity, as well as for general corporate purposes including business development, capacity expansion projects, working capital requirements and other strategic initiatives.

Balance Sheet and Liquidity

As of December 31, 2018, total assets were $69.3 million, including cash on hand of $9.6 million. Total long-term liabilities were $23.4 million as of December 31, 2018, with $1.0 million of debt currently due within 12 months.

Total equity shares outstanding as of December 31, 2018, were 2,206,269. As of the date of this release, total fully-diluted equity shares outstanding, on an as converted basis, were 111,882,624. The increased share count as compared to December 31, 2018 is primarily attributable to share-split activity as well as the sale of subscription receipts in conjunction with the Company’s RTO during the first quarter of 2019.

2019 Outlook

During fiscal year 2019, Vireo expects to conduct the following development activities:

  • Launch Green Goods™ dispensaries in Pennsylvania and expand existing retail footprint in New Mexico
  • Increase cultivation and processing capacity in Arizona, Minnesota, New Mexico and New York
  • Begin build-out of new facilities in Massachusetts, Nevada, Puerto Rico, and Rhode Island
  • Roll out new cannabis brands and innovative products in multiple state-based markets
  • Wholesale Vireo-branded products to third-party dispensaries in Ohio
  • Plant industrial hemp crops for IP development in Minnesota and New York

Dr. Kingsley commented, “Our management team is focused on executing several key strategic initiatives in fiscal year 2019, including the rollout of new dispensary locations, the pursuit of additional organic and acquisitive growth opportunities, and the development of intellectual property that we can monetize for the long-term benefit of patients, consumers, and shareholders. In the coming months, our subsidiaries in Minnesota and New York will also begin planting hemp crops that will support our IP development initiatives. We’re looking forward to sharing updates on those projects, in addition to our ongoing scientific research studies and other growth initiatives, as material updates become available.”

Conference Call and Webcast Information

Vireo Health management will host a conference call with research analysts on Tuesday, April 30, 2019 at 8:30 a.m. ET to discuss its financial results for Q4 and FY ended December 31, 2018. The conference call may be accessed by dialing 866-211-3165 (Toll-Free) or 647-689-6580 (International) and entering conference ID 4176936. A live audio webcast of this event will also be available in the Events & Presentations section of the Company’s Investor Relations website at https://investors.vireohealth.com/ and will be archived for one year.

Additional Information

Additional information relating to the Company’s fourth quarter and fiscal year 2018 results, including performance of Vireo’s predecessor company, Darien Business Development Corp., is available on SEDAR at www.sedar.com.

Vireo Health refers to certain non-IFRS financial measures such as adjusted net income, Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and adjusted EBITDA (defined as earnings before interest, taxes, depreciation, amortization, less certain non-cash equity compensation expense, one-time transaction fees, and other non-cash items. These measures do not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other issuers. Please see the Supplemental Information and Reconciliation of Non-IFRS Financial Measures at the end of this news release for more detailed information regarding non-IFRS financial measures.

About Vireo Health International, Inc.

Vireo’s mission is to build the cannabis company of the future by bringing the best of medicine, engineering and science to the cannabis industry. The Company’s physician-led team of more than 300 employees provides best-in-class cannabis products and customer experience. Vireo cultivates cannabis in environmentally-friendly greenhouses, manufactures pharmaceutical-grade cannabis extracts, and sells its products at both company-owned and third-party dispensaries. The Company is currently licensed in ten states including Arizona, Maryland, Massachusetts, Minnesota, Nevada, New Mexico, New York, Ohio, Pennsylvania, and Rhode Island.  For more information about the company, please visit www.vireohealth.com.

Forward-Looking Statement Disclosure

This news release contains forward-looking information within the meaning of applicable securities laws, based on current expectations. Generally, any statements that are not historical facts may contain forward-looking information, and forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “look forward to”, “budget” “scheduled”, “estimates”, “forecasts”, “will continue”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or indicates that certain actions, events or results “may”, “could”, “would”, “might” or “will be” taken, “occur” or “be achieved.” Forward looking information may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, milestones, strategies and outlook of Vireo, and includes statements about, among other things, future developments, the future operations, potential market opportunities, strengths and strategy of the Company. Forward-looking information is provided for the purpose of presenting information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements should not be read as guarantees of future performance or results. These statements are based upon certain material factors, assumptions and analyses that were applied in drawing a conclusion or making a forecast or projection, including Vireo’s experience and perceptions of historical trends, current conditions and expected future developments, as well as other factors that are believed to be reasonable in the circumstances.

Examples of the assumptions underlying the forward-looking statements contained herein include, but are not limited to those related to: the achievement of goals, the closing of acquisitions, obtaining of necessary permits and governmental approvals, future market positioning, as well as expectations regarding availability of equipment, skilled labor and services needed for cannabis operations, intellectual property rights,  development, operating or regulatory risks, trends and developments in the cannabis industry, business strategy and outlook, expansion and growth of business and operations, the timing and amount of capital expenditures; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; access to capital; future operating costs; government regulations, including future legislative and regulatory developments involving medical and recreational marijuana and the timing thereto; receipt of appropriate and necessary licenses in a timely manner; the effects of regulation by governmental agencies; the anticipated changes to laws regarding the recreational use of cannabis; the demand for cannabis products and corresponding forecasted increase in revenues; and the size of the medical marijuana market and the recreational marijuana market.

Although such statements are based on management’s reasonable assumptions at the date such statements are made, there can be no assurance that it will be completed on the terms described above and that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on the forward-looking information. Vireo assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.

By its nature, forward-looking information is subject to risks and uncertainties, and there are a variety of material factors, many of which are beyond the control of the Company and that may cause actual outcomes to differ materially from those discussed in the forward-looking statements. These factors include, but are not limited to: denial or delayed receipt of all necessary consents and approvals; need for additional capital expenditures; increased costs and timing of operations; unexpected costs associated with environmental liabilities; requirements for additional capital; reduced future prices of cannabis; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the cannabis industry; delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities; title disputes; claims limitations on insurance coverage; risks related to the integration of acquisitions; fluctuations in the spot and forward price of certain commodities (such as diesel fuel and electricity); changes in national and local government legislation, taxation, controls, regulations and political or economic developments in the countries where the Company may carry on business in the future;  liabilities inherent in cannabis operations;  risks relating to medical and recreational cannabis; cultivation, extraction and distribution problems; competition for, among other things, capital, licences and skilled personnel;  risks relating to the timing of legalization of recreational cannabis; changes in laws relating to the cannabis industry; and management’s success in anticipating and managing the foregoing factors.

Supplemental Information

The financial information reported in this news release is based on management prepared financial statements for the fiscal year ended December 31, 2018. Accordingly, such financial information may be subject to change. Fully-audited financial statements for the period will be released and filed under the Company’s profile on SEDAR by April 30, 2019. All financial information contained in this news release is qualified in its entirety with reference to such audited financial statements. While the Company does not expect there to be any material changes, to the extent that the financial information contained in this news release is inconsistent with the information contained in the Company’s audited financial statements, the financial information contained in this news release shall be deemed to be modified or superseded by the Company’s audited financial statements. The making of a modifying or superseding statement shall not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation for purposes of applicable securities laws.

Vireo Health, Inc.

Consolidated Statements of Financial Position

December 31, 2018 and 2017

(Expressed in United States Dollars)

December 31,

December 31,

2018

2017

ASSETS

Current Assets

Cash

$              9,624,110

$           2,595,965

Receivables

1,671,257

–

Inventories

21,379,722

14,575,040

Biological Assets

5,967,150

2,815,030

Prepaid Expenses

962,297

624,010

Deferred acquisition costs

1,885,653

–

Deferred financing costs

448,480

–

41,938,669

20,610,045

Non-Current Assets

Property and equipment

22,847,283

14,805,788

Deposits

2,259,735

966,012

Deferred Loss on Sale Leaseback Transaction

26,596

35,441

Intangible Asset

2,184,565

–

Due from Related Party

–

146,893

27,318,179

15,954,134

Total Assets

$            69,256,848

$         36,564,179

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current Liabilities

Accounts Payable and Accrued Liabilities

$              2,512,389

$          1,516,300

Deferred lease inducements

341,555

–

Current portion of lease obligations

338,638

–

Current Portion of Long-Term Debt

1,010,000

–

4,202,582

1,516,300

Long-Term Liabilities

Deferred Rent

271,091

113,242

Deferred income taxes

6,508,000

–

Deferred lease inducements

4,781,770

–

Lease Obligations

11,839,152

6,431,129

Long-Term Debt

–

1,010,000

27,602,595

9,070,671

Shareholders’ Equity

Share Capital

41,965,556

–

Members’ Capital

–

22,910,942

Members’ Units Receivable

–

(1,780)

Reserves

2,766,050

–

Retained earnings (deficit)

(3,077,353)

4,584,346

41,654,253

27,493,508

Total Liabilities and Shareholders’ Equity

$            69,256,848

$         36,564,179

Vireo Health, Inc.

Consolidated Statements of Loss and Comprehensive Loss

For the Years Ended December 31, 2018 and 2017

(Expressed in United States Dollars)

Year Ended

December 31,

2018

Year Ended

December 31,

2017

REVENUE

$            18,459,069

$            10,867,064

Production Costs

(9,519,433)

(5,104,379)

Gross Profit Before Fair Value Adjustments

8,939,636

5,762,685

 Realized Fair Value Amounts Included in Inventory Sold

(16,457,419)

(5,840,818)

 Unrealized Fair Value Gain on Growth of Biological Assets

24,302,031

6,443,637

Gross Profit

16,784,248

6,365,504

EXPENSES

Depreciation

274,319

213,356

Professional fees

1,862,317

1,013,006

Salaries and wages

4,144,540

3,019,105

Selling, general and administrative expenses

3,831,634

2,159,192

Share-based compensation

2,072,706

–

(12,185,516)

(6,404,659)

OTHER INCOME (EXPENSE)

Loss on Sale of Property and Equipment

(25,065)

(398)

Interest Expense – Debt

(2,390,422)

(381,960)

Interest Income

–

1,275

Other Expense

(59,598)

(10,451)

Total Other Income (Expense)

(2,475,085)

(391,534)

INCOME (LOSS) BEFORE TAXES

2,123,647

(430,689)

Current income tax

(2,918,000)

–

Deferred income tax

(2,283,000)

–

Total income taxes

(5,201,000)

–

NET LOSS AND COMPREHENSIVE LOSS

$           (3,077,353)

$              (430,689)

Weighted average shares outstanding – Basic and diluted

2,206,269

N/A

Net loss per share

$                    (1.39)

N/A

Reconciliation of Non-IFRS Financial Measures

This news release contains references to financial metrics such as EBITDA, Adjusted EBITDA, and Adjusted Net Income, which are non-IFRS measures and do not have standardized definitions under IFRS. The Company has provided these non-IFRS financial measures in this news release as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. These supplemental non-IFRS financial measures are presented because management has evaluated the Company’s financial results both including and excluding the adjusted items and believe that the supplemental non-IFRS financial measures presented provide additional perspective and insights when analyzing the core operating performance of the Company’s business. The Company has provided reconciliations of these supplemental non-IFRS financial measures to the most directly comparable financial measures calculated and presented in accordance with International Financial Reporting Standards. Supplemental non-IFRS financial measures should not be considered superior to, as a substitute for or as an alternative to, and should be considered in conjunction with, the IFRS financial measures presented in this news release.

Three Months Ended

Twelve Months Ended

December 31, 

December 31, 

2018

2017

2018

2017

Net income (loss) (IFRS) 

$  (1,182,621)

$        273,098

$  (3,077,353)

$      (430,689)

Transaction costs

386,882

–

448,480

–

Share-based compensation

572,869

–

2,072,706

–

New market startup costs(1)

1,561,645

35,010

2,051,350

530,538

Adjusted net income (loss) (non-IFRS)

$    1,338,775

$        308,108

$    1,495,182

$          99,849

Net income (loss) (IFRS) 

$  (1,182,621)

$        273,098

$  (3,077,353)

$      (430,689)

Interest income

319

(8)

–

(1,275)

Interest expense

1,122,673

267,383

2,390,422

381,960

Income taxes

1,731,000

–

5,201,000

–

Depreciation

105,757

62,547

274,319

213,356

EBITDA (non-IFRS)

$    1,777,128

$        603,020

$    4,788,388

$        163,352

Transaction costs

386,882

–

448,480

–

Share-based compensation

572,869

–

2,072,706

–

New market startup costs(1)

1,561,645

35,010

2,051,350

530,538

Adjusted EBITDA (non-IFRS)

$    4,298,524

$        638,030

$    9,360,923

$        693,890

(1)  New market startup costs include expenses such license application fees, legal and other professional fees, and other administrative start-up expenses

Media Inquiries

Investor Inquiries

Albe Zakes

Sam Gibbons

Vice President, Corporate Communications

Vice President, Investor Relations

albezakes@vireohealth.com 

samgibbons@vireohealth.com 

(267) 221-4800

(612) 314-8995

SOURCE Vireo Health, Inc.

Related Links

https://www.vireohealth.com

Posted on

Vireo Health Now Licensed to Operate in Ten States with Acquisition of Nevada Cannabis Company

Company’s double-digit state footprint now includes Arizona, Maryland, Massachusetts, Minnesota, Nevada, New Mexico, New York, Ohio, Pennsylvania, and Rhode Island

MINNEAPOLIS, April 11, 2019 /PRNewswire/ — Vireo Health International, Inc. (“Vireo” or the “Company”) (CSE: VREO), America’s leading science-focused, multi-state cannabis company, today announced the acquisition of two medical cannabis licenses in the State of Nevada. The licenses, which are conditionally approved for adult-use cannabis, will enable Vireo to cultivate, manufacture, and wholesale cannabis-based products to Nevada’s licensed dispensaries. This acquisition marks the tenth state in which Vireo is licensed – a milestone achieved by only a select group of multi-state operators (MSO).

Vireo Logo (PRNewsfoto/Vireo Health, Inc.)

“A multi-state operator’s geographic footprint is a key determinant of its success, and we believe that the ten states in which Vireo is licensed to operate position the Company to deliver significant value to shareholders,” said Chief Executive Officer, Kyle Kingsley, M.D. “Our expansion into Nevada also highlights our commitment to operate in adult-use markets where our physician-led team can help consumers better understand the potential health benefits of replacing opioids, alcohol, and tobacco with cannabis.”

On November 8, 2016, voters in Nevada passed the Regulation and Taxation of Marijuana Act (Ballot Question 2) to allow for the sale, possession, and consumption of recreational marijuana in the state for adults 21 and older. Over $250 million dollars in cannabis-based products were sold in 2018 in Nevada, according to the State’s Department of Taxation.

This transaction, which was previously disclosed in the Company’s CSE listing statement, was financed through a combination of cash and stock and represents Vireo Health’s fourth acquisition since it began trading on the Canadian Securities Exchange under the ticker symbol “VREO.” Vireo Health now has more than 300 employees in ten states including Arizona, Maryland, Massachusetts, Minnesota, Nevada, New Mexico, New York, Ohio, Pennsylvania, and Rhode Island.

About Vireo Health International, Inc.

Vireo Health International, Inc.’s mission is to build the cannabis company of the future by bringing the best of medicine, engineering and science to the cannabis industry. Vireo’s physician-led team of more than 300 employees provides best-in-class cannabis products and customer experience. Vireo cultivates cannabis in environmentally-friendly greenhouses, manufactures pharmaceutical-grade cannabis extracts, and sells its products at both company-owned and third-party dispensaries. The Company currently is licensed in ten states including Arizona, Maryland, Massachusetts, Minnesota, New Mexico, New York, Ohio, Pennsylvania, and Rhode Island. For more information about the company, please visit www.vireohealth.com.

Contact Information 

Investor Inquiries
Sam Gibbons
Vice President, Investor Relations
samgibbons@vireohealth.com
(612) 314-8995

Media Inquiries
Albe Zakes
Vice President, Corporate Communications
albezakes@vireohealth.com
(267) 221-4800

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Forward-Looking Statement Disclosure

This news release contains forward-looking information within the meaning of applicable securities laws, based on current expectations. Generally, any statements that are not historical facts may contain forward-looking information, and forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “look forward to”, “budget” “scheduled”, “estimates”, “forecasts”, “will continue”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or indicates that certain actions, events or results “may”, “could”, “would”, “might” or “will be” taken, “occur” or “be achieved.” Forward looking information may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, milestones, strategies and outlook of Vireo, and includes statements about, among other things, future developments, the future operations, potential market opportunities, strengths and strategy of the Company. Forward-looking information is provided for the purpose of presenting information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements should not be read as guarantees of future performance or results. These statements are based upon certain material factors, assumptions and analyses that were applied in drawing a conclusion or making a forecast or projection, including Vireo’s experience and perceptions of historical trends, current conditions and expected future developments, as well as other factors that are believed to be reasonable in the circumstances.

Examples of the assumptions underlying the forward-looking statements contained herein include, but are not limited to those related to: the achievement of goals, the closing of acquisitions, obtaining of necessary permits and governmental approvals, future market positioning, as well as expectations regarding availability of equipment, skilled labor and services needed for cannabis operations, intellectual property rights, development, operating or regulatory risks, trends and developments in the cannabis industry, business strategy and outlook, expansion and growth of business and operations, the timing and amount of capital expenditures; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; access to capital; future operating costs; government regulations, including future legislative and regulatory developments involving medical and recreational marijuana and the timing thereto; receipt of appropriate and necessary licenses in a timely manner; the effects of regulation by governmental agencies; the anticipated changes to laws regarding the recreational use of cannabis; the demand for cannabis products and corresponding forecasted increase in revenues; and the size of the medical marijuana market and the recreational marijuana market.

Although such statements are based on management’s reasonable assumptions at the date such statements are made, there can be no assurance that it will be completed on the terms described above and that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on the forward-looking information. Vireo assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by applicable law.

By its nature, forward-looking information is subject to risks and uncertainties, and there are a variety of material factors, many of which are beyond the control of the Company and that may cause actual outcomes to differ materially from those discussed in the forward-looking statements. These factors include, but are not limited to: denial or delayed receipt of all necessary consents and approvals; need for additional capital expenditures; increased costs and timing of operations; unexpected costs associated with environmental liabilities; requirements for additional capital; reduced future prices of cannabis; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the cannabis industry; delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities; title disputes; claims limitations on insurance coverage; risks related to the integration of acquisitions; fluctuations in the spot and forward price of certain commodities (such as diesel fuel and electricity); changes in national and local government legislation, taxation, controls, regulations and political or economic developments in the countries where the Company may carry on business in the future; liabilities inherent in cannabis operations; risks relating to medical and recreational cannabis; cultivation, extraction and distribution problems; competition for, among other things, capital, licences and skilled personnel; risks relating to the timing of legalization of recreational cannabis; changes in laws relating to the cannabis industry; and management’s success in anticipating and managing the foregoing factors.

 

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SOURCE Vireo Health International, Inc.