Author: wladmin
Westleaf and Ace Valley partner on cannabis stores
The companies will pursue locations in Ontario that offer a “highly curated” retail experience.
Cannabis retail company Westleaf has established a partnership with cannabis brand Ace Valley to pursue the creation of Ace Valley retail locations in Ontario.
As part of the strategic partnership and brand licensing deal, Westleaf will help create the customer experience in Ace Valley-branded stores, providing guidance on operating procedures and best practices. Ace Valley – founded by the creators of the Ace Hill craft beer brand, with products sourced from licensed producer Flowr – will collaborate with Westleaf on design, merchandising and marketing efforts.
Westleaf is the company behind Prairie Records, a recreational cannabis store that takes inspiration from record stores to not only create a welcoming atmosphere, but helps to guide customers through the cannabis buying experience with “record sleeves” that contain information about different products and strains. It is looking to open the banner in provinces where private sale of cannabis is permitted, including Ontario.
Adam Coates, VP of sales and marketing at Westleaf, says the plan is to still pursue the opening of Prairie Records locations in Ontario. But establishing a partnership with Ace Valley, he says, is a way to connect more directly with consumers in Ontario through a “highly curated” retail experience built on the brand’s existing roots and expertise in the province.
“We have ‘prairie’ right in the name,” Coates says. “One thing that’s really great is Ace Hill already knows that millennial consumer really well and is in tune with the Ontario market. We’re coming from Western Canada and we are going to bring our concept to Ontario, but when you have an opportunity to talk to consumers Ace Valley is already talking to, it made a lot of sense to put together this partnership.”
Coates adds that the track record Ace Hill has with the way it has presented and marketed the brand – a simplified approach that focuses on quality and personalized consumer experiences – and seeing that same approach being applied to Ace Valley also made the brand an attractive partner.
Last week, the Ontario government announced changes to its private cannabis retail plans, introducing a cap on the number of licenses issued at 25 during the “initial phase” of the rollout in April. Who receives those licenses will be decided by a random lottery. The new PC government led by premier Doug Ford scrapped the public retail plans of the previous government after taking power in the summer, though physical retail would not be operating until April 2019 due to the late stage at which the change was made. The government had initially said it would not cap the number of cannabis retail licenses, but said last week it had decided to move towards a “phased approach” in response to supply shortages across Canada.
The last several weeks have also seen municipalities across the province accept the Ford government’s offer of being able to “opt out” of having private retail locations within their borders until they decide to opt in at a later date.
Coates says that while the cap caught many in the industry by surprise and may push Westleaf’s timelines back if the company doesn’t win a license, it doesn’t change it plans to enter Ontario, adding that it was already taking a “long term view.” He also says that the municipalities that opted out were not ones it was planning to be active in anyway, as it is targeting high-density, high-traffic areas, such as major urban centres (many of which have decided not to opt out, as of this writing) and tourist and resort areas.
Setting the bar higher: Westleaf provides update on ambitious growth plans and strategic vision to transform customer experience in legalized cannabis industry
Cision Westleaf Cannabis Inc.
Best-in-class retail roll-out to begin Q1 2019 as Westleaf’s
Prairie Records retail stores seek to redefine the cannabis purchasing experience
Westleaf’s vertically integrated strategy enables company to
maximize margins throughout the lifecycle and maturity of the industry
CALGARY, Nov. 5, 2018 /CNW/ – Westleaf Cannabis Inc. (“Westleaf” or the “Company”) is rolling out its strategy as a vertically integrated company focused on best-in-class retail and in-store customer experiences through its retail banner, Prairie Records. Westleaf will guide the customer experience and help influence consumer purchasing decisions with its highly differentiated and engaging store concept. Prairie Records reinvents the cannabis purchasing experience with a tactile, musically themed, shopping journey through a record store style concept, allowing consumers to engage and educate themselves on products.
“Our core belief is that in many jurisdictions across Canada, Westleaf can curate a unique and engaging customer experience with Prairie Records that will enhance brand loyalty and our growth within the marketplace,” said Scott Hurd, President and CEO of Westleaf. “With a current cash position of over $21 million and strategic partnerships with best-in-class organizations like ATB Financial, VIVO Cannabis Inc. and Delta 9, we are well positioned to deliver on all facets of the supply chain.”
Westleaf Highlights
Leaders in Cannabis Retail:
- A differentiated approach with tactile in-store branding and consumer engagement
- Premium retail locations in densely populated neighbourhoods and tourist destinations
- Targeting more than 30 retail locations to launch in 2019 and 2020 in Western Canada
- Evaluating and securing cannabis retail locations throughout Ontario
- Pre-qualified for the Manitoba’s lottery for cannabis retail licenses
- Prairie Records flagship store opening in January 2019 at Calgary’s iconic Palace Theatre located on Stephen Avenue with foot traffic of over 55,000 people per day
- Launching Prairie Records in Warman, Saskatchewan in January 2019, and an e-commerce platform to serve the entire province of Saskatchewan
“Experience led retail is our mantra and it starts with a relentless focus on securing the best retail locations across the country. We are following a flagship-only approach that delivers a brand experience on par with the best bricks and mortar retail in the world,” said Adam Coates, Vice President of Sales and Marketing at Westleaf.
Strategic Partnerships
Westleaf has aligned itself with cannabis industry leaders to secure strategic brand partnerships, supply agreements and optimize its capital structure.
These partnerships include but are not limited to:
VIVO Strategic Investment & Supply Agreement
On October 3, 2018, Westleaf secured a $5 million strategic investment from VIVO Cannabis Inc. (“VIVO”) to advance the development of Westleaf’s cannabis retail operations across Canada. The investment involves a multi-year supply agreement whereby Westleaf has access to VIVO’s portfolio of engaging adult-use brands and the option to white label Westleaf branded products. The VIVO investment and supply agreement is a strong endorsement of the Westleaf team and strategy and advances Westleaf’s position as a premium cannabis retailer in Canada.
Link to Press Release:
https://globenewswire.com/news-release/2018/10/03/1600632/0/en/VIVO-Announces-5-million-Strategic-Investment-and-Supply-Agreement-with-Westleaf.html
ATB Financial
Westleaf worked with ATB to secure up to $24 million of debt financing for its Thunderchild cultivation facility located in Battleford, Saskatchewan, thereby reducing the equity investment required to develop the project. This creates a substantial competitive advantage as Westleaf can maintain an efficient capital structure with low cost debt to accelerate its growth strategy while limiting dilution for existing and future shareholders. Westleaf is proud of its long-term relationship with ATB and it looks forward to working together on future projects.
Link to Press Release:
https://www.newswire.ca/news-releases/westleaf-cannabis-inc-secures-up-to-24-million-of-debt-financing-from-atb-financial-693458371.html
Processing, Extraction and Cultivation:
Westleaf partnered with Delta 9 Cannabis to build a state-of-the-art cannabis extraction, testing, and research and development laboratory in Calgary, Alberta to develop and manufacture a diversified offering of cannabis products.
- The total facility is ~60,000 sq. ft. with Phase 1 (15,800 sq. ft.) to include R&D, processing, extraction, manufacturing and order fulfillment, all built to EU GMP specifications with the intent to access international export markets.
- Phase II (44,900 sq. ft.) is designed to significantly increase the capacity of the facility and to produce new derivative product lines, including concentrates, vape cartridges, edibles, and beverages, once these types of products are permitted for production and sale under Canadian regulations
Westleaf is building a large-scale indoor cultivation facility which is currently under construction in Battleford, Saskatchewan with an anticipated capacity of 14,600 kg of dried flower per annum (Phase I and II).
- The facility was designed and will be operated by Westleaf’s team who have built and operated dozens of cannabis production facilities in North America. The operations team has a prior demonstrated track record of achieving industry leading yields and cost structures.
“Vertical integration will allow Westleaf to maximize and defensively protect its profit margins. Controlling the entire cannabis value chain from ‘seed to shelf’ enables us to respond rapidly to changing consumer purchasing habits and deliver high-quality and consistent products,” said Scott Hurd, President and CEO of Westleaf.
Westleaf Go-Public Event & $15 million Financing
On October 5, 2018, Westleaf announced the launch of its go-public event by way of a reverse takeover of IGC Resources Inc., whereby Westleaf will become publicly traded. The proposed transaction is an exciting step forward for Westleaf and its shareholders as it will provide the company access to capital to accelerate its growth plans and pursue strategic M&A opportunities.
Link to Press Release:
https://globenewswire.com/news-release/2018/10/05/1617663/0/en/IGC-Resources-Inc-Announces-Proposed-Reverse-Takeover-Transaction-with-Westleaf-Cannabis-Inc.html
On October 17, 2018, IGC and Westleaf announced a $15 million subscription receipt financing in connection with Westleaf’s go-public event. The financing will consist of subscription receipts of IGC at a price of $0.85 per subscription receipt, with each subscription receipt entitling the holders thereof to one IGC common share and one-half of one IGC warrant. Each whole warrant shall be exercisable to acquire one resulting issuer share at an exercise price of $1.30 per warrant.
Link to Press Release:
https://globenewswire.com/news-release/2018/10/17/1623060/0/en/IGC-Resources-Inc-and-Westleaf-Cannabis-Inc-Announce-15-Million-Subscription-Receipt-Financing.html
Prairie Records Website & Social Media Campaign
Westleaf recently launched the Prairie Records website and social media campaign in preparation for marketing and store openings. While it is in preliminary stages, the website is built on the Shopify Plus platform and is currently being developed to be a creatively designed e-commerce site where the company will sell cannabis consumables and accessories in the Saskatchewan market. Once launched, the e-commerce capable site will also offer a range of highly sought-after Prairie Records branded merchandise nationally.
We encourage you to check out and follow @PrairieRecords on both Instagram and Facebook for regular posts to give you a sense on how we “Hit the High Notes” ™ and encourage consumers to follow along and “Get Lost in the Music” ™. We are investing in creating our own custom content that will be engaging for a wide range of consumers while driving brand awareness and brand affinity prior to the launch of our first stores.
Website: https://www.prairierecords.ca/
Instagram: https://www.instagram.com/PrairieRecords/
Facebook: https://www.facebook.com/PrairieRecords/
About Westleaf Cannabis Inc.
Westleaf is a private vertically integrated cannabis company focused on innovative retail experiences, engaging cannabis brands and premium cannabis production. Westleaf is headquartered in Calgary, Alberta. Since incorporation, Westleaf has used its funds to execute its vertically integrated business plan, which includes applying for prospective cannabis retail locations in privatized markets across Canada, developing an extraction and processing facility in Calgary, Albertaand developing a large-scale indoor cannabis cultivation facility located in Battleford, Saskatchewan. Westleaf is developing a national retail footprint for its retail concept “Prairie Records”, which leverages the instinctual tie of recreational cannabis and music and redefines the cannabis purchasing experience. For more information, please visit www.westleaf.com.
Disclaimer for Forward-Looking Information
This press release contains statements and information that may constitute “forward-looking information” within the meaning of applicable securities legislation. Forward-looking information may include financial and other projections, as well as statements regarding future, objectives or economic performance, or the assumption underlying any of the foregoing. This press release uses words such as “may”, “would”, “could”, “will”, “likely”, “except”, “anticipate”, “believe”, “intend”, “plan”, “forecast”, “project”, “estimate”, “outlook”, “propose” and other similar expressions to identify forward-looking information. Examples of such forward-looking information includes, but is not limited to, statements with respect to Westleaf’s go-public transaction and $15 million financing, expansion of its planned cannabis retail footprint and target locations and timing of opening, use of proceeds, and operation and success of its retail and online stores. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. The material factors and assumptions used to develop the forward-looking statements contained in this press release include, but are not limited to, Westleaf’s ability to obtain regulatory approvals in a timely manner, the ability of Westleaf to execute on its business plan and Westleaf’s ability to secure financing and the factors and assumptions set forth in the press releases referred to above. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Westleaf to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information, including risks relating to the future business plans of Westleaf. Accordingly, readers should not place undue reliance on any such forward-looking information. Further, any forward-looking statement speaks only as of the date on which such statement is made. New factors emerge from time to time, and it is not possible for Westleaf’s management to predict all such factors and to assess in advance the impact of each such factor on Westleaf’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Westleaf does not undertake any obligation to update any forward-looking information to reflect information or events after the date hereof or to reflect the occurrence of unanticipated events, except as required by law including securities laws.
SOURCE Westleaf Cannabis Inc.
Westleaf Cannabis Inc. Cannabis & Music
It’s no surprise that cannabis and music go hand-in-hand and have for multiple decades. While each person’s musical tastes differ, there’s no denying that when you pair cannabis with your favourite song, you have a truly elevated experience. Knowing this and leveraging it to offer Canadians a truly unique offering, Westleaf Cannabis Inc. created its retail banner, Prairie Records. This retail store merges the instinctual ties between cannabis and music to create an unprecedented in-store retail experience, replicating a modern-day record shop. Adam Coates, Vice President of Sales and Marketing at Westleaf Cannabis Inc., has been spearheading the retail brand strategy and believes it will be well received with consumers when the company rolls out its national retail footprint later this year. “Whether you are a cannabis connoisseur or a first-time user, Prairie Records will offer a welcoming and memorable environment to everyone who walks through the doors,” says Coates.
The in-store design will provide a cool ambiance with a retro-style feel that is both modern and sophisticated. From record store display fixtures to listening stations with curated beats that compliment specific strains to private nooks for consultations, Prairie Records will offer consumers a highly interactive in-store experience, which replicates an iconic but contemporary record shop. Prairie Records will take you back to the days of browsing through records—with a specially curated cannabis twist. Each store will be stocked with ‘album covers,’ but instead of track lists and album credits, the covers will include strain information, the format, consumption methods, as well as the THC and CBD levels. By providing consumers with a tactile in-store experience, Prairie Records seeks to educate, enlighten and engage its shoppers in a unique way. “Given the restrictions cannabis companies have in regard to marketing within the newly legalized space, we’ve been tasked with getting creative to overcome those challenges by offering Canadians a retail experience which is different but approachable, relatable and inviting,” says Coates.
Keeping in line with regulations, all cannabis products will be stored behind lock and key, but the design of the store allows for an interactive experience from all angles. Whether it’s having access to tablets where shoppers can browse or taking part in a one-on-one consultation with store staff, consumers will have multiple touchpoints throughout the store. Once consumers have chosen their ‘record,’ they’ll bring it over to the checkout counter, where they will be given their product and an overview of its offering. “Education is paramount to us at Prairie Records.
We want to ensure every customer walking out of our store is feeling informed and comfortable with the product they have chosen to purchase,” says Coates. “Our staff will be taking part in a thorough training program so they are equipped with the tools to educate and trained to understand each customer’s needs,” says Coates. Prairie Records will have a robust offering of products, helping to satiate and fulfill its customers’ wide-ranging needs.
Prairie Records is set to open its first retail store in Calgary, Alberta, later this year in the iconic Palace Theatre on Stephen Avenue. Come 2019, the company has plans to roll out its retail footprint across Western Canada, with the second set to open in Warman, Saskatchewan. As each store opens, the company will be looking for ways to engage the local music and arts scene in the communities in which it operates.
As a vertically integrated cannabis company, Westleaf is currently building a world-class cultivation facility in Battleford, Saskatchewan, which will allow for it to develop and manufacture a diversified offering of cannabis products. The production site will be completed by the end of 2019. Westleaf will also have an extraction and research and development facility in Calgary, Alberta.
For more information, please visit the following:
Prairie Records Website: https://www.prairierecords.ca
Prairie Records Instagram: https://www.instagram.com/prairierecords
IGC Resources Inc. and Westleaf Cannabis Inc. Announce $15 Million Subscription Receipt Financing
CALGARY, Alberta, Oct. 17, 2018 (GLOBE NEWSWIRE) — IGC Resources Inc. (“IGC” or the “Company”) (TSXV: IGC.H) is pleased to announce that it has entered into an engagement agreement with Westleaf Cannabis Inc. (“Westleaf”) and Canaccord Genuity Corp. (“Canaccord”), as lead agent, on behalf of a syndicate of agents (collectively, the “Agents”) in connection with a brokered private placement for a minimum of 17,648,000 subscription receipts of IGC (the “Subscription Receipts”) at a price of $0.85 per Subscription Receipt to raise, on a commercially reasonable efforts basis, gross proceeds of a minimum $15,000,800 (the “Offering”). IGC has also granted the Agents an option (the “Over-Allotment Option”), to place up to an additional 15% of the number of Subscription Receipts issuable under the Offering at a price of $0.85 per security, exercisable at any time, for a period expiring on the earlier of: (a) 30 days after and including the closing date of the Offering; or (b) the closing date of the Proposed Transaction (as defined below). The Over-Allotment Option is exercisable to acquire Subscription Receipts for Units (as such term is defined herein) or Units, as applicable.
IGC and Westleaf entered into an amalgamation agreement with 2147378 Alberta Ltd., a wholly owned subsidiary of IGC (“IGC Subco”) dated October 4, 2018 (the “Amalgamation Agreement”), whereby the business and assets of Westleaf and IGC will be combined by way of a three cornered amalgamation between Westleaf, IGC and IGC Subco in accordance with the Business Corporations Act (Alberta) (the “Proposed Transaction”).
Upon completion of the Proposed Transaction, the issuer resulting from the Proposed Transaction (the “Resulting Issuer”) will carry on the business previously carried on by Westleaf. It is anticipated that upon completion of the Proposed Transaction, the Resulting Issuer will be listed as Tier 2 Life Sciences Issuer under the policies of the TSX Venture Exchange (the “TSXV” or the “Exchange”). For more information, please refer to the press release dated October 5, 2018 filed on www.SEDAR.com under IGC’s profile. In connection with the Proposed Transaction, it is expected that the Company will consolidate its issued and outstanding common shares on the basis of 2.9233 post-consolidation shares for each pre-consolidation share (the “Consolidation”) prior to closing of the Proposed Transaction.
Each Subscription Receipt will be automatically exchanged, upon satisfaction of certain escrow release conditions, into one unit of IGC (a “Unit”). Each Unit shall consist of one post-Consolidation common share of the Resulting Issuer (“Resulting Issuer Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant shall be exercisable to acquire one Resulting Issuer Share (a “Warrant Share”) for a period of 24 months from closing at an exercise price of $1.30 per Warrant, subject to adjustment in certain events. If the escrow release conditions are not met on or before December 31, 2018, all funds will be returned to the subscribers without deduction. The Offering is expected to close in November 2018.
If at any time commencing on the later (a) the date that is 4 months from the closing of the Offering; and (b) the date of expiry or waiver of the Hold Period (as defined below), the ten (10) trading day volume weighted average trading price of the Resulting Issuer Shares on any public stock exchange exceeds $1.80, then the Resulting Issuer may give notice within five (5) trading days immediately following such ten (10) trading day period (the “Acceleration Notice”) to the holder: (i) setting forth the calculation of the volume weighted average trading price of the Resulting Issuer Shares for the purposes of such notice; and (ii) stating that if the Warrants are not exercised by 4:00 pm (Calgary time) on the date specified by the Resulting Issuer in such notice as the “Accelerated Expiry Date”, which Accelerated Expiry Date shall be not less than ten (10) days after the date of the Acceleration Notice, then the Warrants shall expire and be of no further force and effect.
The Resulting Issuer Shares issued in exchange for the Subscription Receipts, the Warrants, the Warrant Shares, the Broker Warrants (as defined below) and the Resulting Issuer Shares issuable on the exercise of the Broker Warrants shall have a four-month hold period from the closing of the Proposed Transaction. (the “Hold Period”).
The Agents will receive a cash commission equal to 6% of the gross proceeds from the Offering and such number of Agent’s compensation warrants (“Broker Warrants”) equal to 6% of the number of Subscription Receipts issued under the Offering. Each Broker Warrant shall entitle the holder thereof to acquire one Resulting Issuer Share at an exercise price of $0.85 for a period of 24 months following the closing of the Offering.
The net proceeds from the Offering are intended to be used by the Resulting Issuer for expansion of its operations and general corporate purposes.
Trading Halt
The common share of IGC are currently halted from trading and are not expected to resume trading until completion of the Proposed Transaction.
Conditions to Completion of the Proposed Transaction and Regulatory Matters
The parties to the Proposed Transaction are at arm’s length and therefore it is anticipated that the Proposed Transaction will not be a “Non-Arm’s Length Transaction” for the purposes of TSXV Policy 5.2 – Changes of Business and Reverse Takeovers as none of the directors, officers or insiders of IGC, or any of their respective associates or affiliates, own any securities of Westleaf.
Completion of the Proposed Transaction is subject to a number of conditions including, but not limited to, completion of the Private Placement, closing conditions customary to transactions of the nature of the Proposed Transaction, approvals of all regulatory bodies having jurisdiction in connection with the Proposed Transaction, TSXV acceptance of the Proposed Transaction and, if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approvals are obtained and there can be no assurance that the Proposed Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of IGC should be considered highly speculative.
The Exchange has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release.
About Westleaf Cannabis Inc.
Westleaf is a private vertically integrated cannabis company focused on innovative retail experiences, engaging cannabis brands, and premium cannabis production. Westleaf is headquartered in Calgary, Alberta. Since incorporation Westleaf has used its funds to execute its vertically integrated business plan, which includes applying for prospective cannabis retail locations in privatized markets across Canada, developing an extraction and processing facility in Calgary, Alberta and developing a large scale indoor cannabis cultivation facility located in Battleford, Saskatchewan. Westleaf is developing a national retail footprint for its retail concept “Prairie Records”, which leverages the instinctual tie of recreational cannabis and music and redefines the cannabis purchasing experience
Additional Information
For further information, please contact:
IGC Resources Inc.
Jacqueline M. Tucker, Interim CEO & CFO
Phone: (403) 999-1393
Westleaf Cannabis Inc.
Scott Hurd, President & CEO
Phone: (403) 870-4798
Cautionary Statements:
This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to: the terms and conditions of the Offering, the timing thereof, and the use of proceeds thereunder, the terms and conditions of the Proposed Transaction, the Consolidation and the business and operations of Westleaf and the Resulting Issuer. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder, court or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, IGC and Westleaf assume no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.
This press release is not an offer of the securities for sale in the United States. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
Neither the TSX Venture Exchange, Inc. nor its Regulation Services Provider (as that term is defined in the polices of the TSX Venture Exchange) has in any way passed upon the merits of the Proposed Transaction and associated transactions and neither of the foregoing entities has in any way approved or disapproved of the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
IGC Resources Inc. Announces Proposed Reverse Takeover Transaction with Westleaf Cannabis Inc.
CALGARY, Alberta, Oct. 05, 2018 (GLOBE NEWSWIRE) — IGC Resources Inc. (“IGC” or the “Company”) (TSXV: IGC.H) is pleased to announce that it has entered into an amalgamation agreement with Westleaf Cannabis Inc. (“Westleaf”) and 2147378 Alberta Ltd., a wholly owned subsidiary of IGC (“IGC Subco”) dated October 4, 2018 (the “Amalgamation Agreement”), whereby the business and assets of Westleaf and IGC will be combined by way of a three corned amalgamation between Westleaf, IGC and IGC Subco in accordance with the Business Corporations Act (Alberta) (the “Proposed Transaction”). Upon completion of the Proposed Transaction, the issuer resulting from the Proposed Transaction (the “Resulting Issuer”) will carry on the business previously carried on by Westleaf. It is anticipated that upon completion of the Proposed Transaction the Resulting Issuer will be listed as Tier 2 Life Sciences Issuer under the policies of the TSX Venture Exchange (the “TSXV” or the “Exchange”).
General Information About Westleaf, IGC and IGC Subco
Westleaf Cannabis Inc. (“Westleaf”) is a private vertically integrated cannabis company focused on innovative retail experiences, engaging cannabis brands, and premium cannabis production. Westleaf is headquartered in Calgary, Alberta and was incorporated pursuant to the provisions of the Business Corporations Act (Alberta) (“ABCA”) on August 22, 2017. Since incorporation Westleaf has used its funds to execute its vertically integrated business plan, which includes applying for prospective cannabis retail stores in privatized markets across Canada, developing an extraction and processing facility in Calgary, Alberta and developing a large scale indoor cannabis cultivation facility located in Battleford Saskatchewan. Westleaf is developing a national retail footprint for its retail concept “Prairie Records”, which leverages the instinctual tie of recreational cannabis and music and redefines the cannabis purchasing experience.
IGC was incorporated in 1992 under the laws of British Columbia, and its registered office located in Vancouver, British Columbia. Originally named International Green Ice Inc., on July 21, 2004, the Company changed its name from International Green Ice Inc. to IGC Resources Inc. IGC’s previous principal business activities included the exploration and evaluation of natural resource properties in Canada. IGC does not currently have an active business and was moved from the TSXV to the NEX board of the TSXV on July 10, 2014 due to its inability to meet the TSXV Tier 2 listing requirements.
IGC Subco was incorporated pursuant to the provisions of the ABCA on October 4, 2018 and its head office and registered and records office is located in Calgary, Alberta. IGC Subco is a wholly-owned subsidiary of IGC, incorporated by IGC for the purpose of completing the Proposed Transaction.
As of the date of this press release, IGC, IGC Subco and Westleaf do not anticipate there being any person that will beneficially own or control, directly or indirectly, more than 10% of the voting rights attached to the common shares of the Resulting Issuer (the “Resulting Issuer Shares”), other than Thunderchild Developments Inc., a corporation existing in the Province of Saskatchewan, which is anticipated to hold 16,000,000 Resulting Issuer Shares, representing 18.61% of the Resulting Issuer Shares (excluding Resulting Issuer Shares issued in exchange for Westleaf Shares issued under the Private Placement (as defined below)). Chief Delbert Wapass, a current director of Westleaf, is the current chief of the Thunderchild First Nation and is a proposed director of the Resulting Issuer. No other person, either directly or indirectly, holds a controlling interest in or otherwise controls or directs Westleaf.
Shareholder Meetings
In connection with the Proposed Transaction, it is expected that the Company will hold an annual general and special meeting of its shareholders (the “IGC Shareholder Meeting”) to, among other items of business, approve resolutions to: (i) consolidate the issued and outstanding common shares of IGC (“IGC Shares”) on the basis of 2.9233 post-share consolidation IGC Shares for each one pre-share consolidation IGC Share (the “IGC Share Consolidation”) prior to closing of the Proposed Transaction (the “Closing”); (ii) approve a 20% fixed restricted share unit plan and 20% fixed stock option plan for IGC; (iii) continue the Company from under the Business Corporations Act (British Columbia) to under the ABCA (the “IGC Continuance”); (iv) fix the number of directors at 5; and (iv) elect the directors of IGC for the ensuing year.
It is not anticipated that the Proposed Transaction will be subject to approval of the IGC shareholders at this time. The shareholders of Westleaf will be required to approve the Proposed Transaction in accordance with the provisions of the ABCA.
The Proposed Transaction
Under the terms of the Amalgamation Agreement: (i) Westleaf and IGC Subco will amalgamate under the ABCA (the corporation continuing from such amalgamation, referred to as “Amalco”); (ii) all outstanding Westleaf stock options will become exercisable for an equivalent number of Resulting Issuer Shares in accordance with their terms; (iii) all outstanding Westleaf restricted share units issuable pursuant to Westleaf’s restricted share unit award plan, if any, will be cancelled and replaced with an equivalent number of restricted share units of IGC; (iv) all outstanding Westleaf common share purchase warrants will become exercisable for an equivalent number of Resulting Issuer Shares in accordance with their terms; (v) all outstanding Westleaf performance warrants, if any, will become exercisable for an equivalent number of Resulting Issuer Shares in accordance with their terms; (vi) each common share of Westleaf (each, a “Westleaf Share”) will be cancelled and replaced by one fully paid and non-assessable Resulting Issuer Share; (vii) each issued and outstanding common share of IGC Subco will be cancelled and replaced by a common share of Amalco; and (viii) as consideration for the issuance of the IGC Shares to effect the Proposed Transaction, Amalco will issue to IGC one common share of Amalco for each IGC Share issued to the previous holders of Westleaf Shares.
Upon completion of the Proposed Transaction, the Resulting Issuer will change its name to “Westleaf Inc.”, or such other name as the directors of the Resulting Issuer may determine.
It is estimated that there will be an aggregate of approximately 85,975,741 Resulting Issuer Shares issued and outstanding immediately following completion of the Proposed Transaction (excluding Resulting Issuer Shares issued in exchange for Westleaf Shares issued under the Private Placement (as defined below)), resulting in: (i) current holders of IGC Shares holding approximately 3,645,388 (4.24%) Resulting Issuer Shares; and (ii) current holders of Westleaf Shares holding approximately 82,330,353 (95.76%) Resulting Issuer Shares. Each Resulting Issuer Share issued to the holders of Westleaf Shares shall be issued at a deemed price of $0.54 per Resulting Issuer Share for aggregate consideration of $46,426,900.
Westleaf Private Placement
In conjunction with the Proposed Transaction, Westleaf is planning to complete a concurrent private placement financing (the “Private Placement”). Details on the Private Placement, including the amount of proceeds to be raised, the type and number of securities offered for issuance and the agent or agents engaged to broker the Private Placement, if any, will be provided in due course once available by way of press release. The closing of the Private Placement is conditional upon, among other things, the receipt of all necessary corporate and regulatory approvals.
Management Team, Board of Directors and Other Insiders
Upon completion of the Proposed Transaction, it is anticipated that all of the directors and officers of IGC will resign and be replaced by nominees of Westleaf. Details regarding the anticipated directors and officers of the Resulting Issuer are set forth below. Additional directors may be added to the board of directors of the Resulting Issuer in the normal course and once identified, information with respect to the proposed additional directors will be included in a subsequent news release.
Scott Hurd – Calgary, Alberta – President & Chief Executive Officer and Director
Mr. Hurd is a co-founder of Westleaf and brings significant leadership, business development, and principal investing/capital markets expertise. Prior to Westleaf, Mr. Hurd served as the Vice President of Business Development at Grafton Asset Management, a leading Canadian asset management firm where he was involved in raising, investing and managing over $1 billion of capital focused on real-asset investments in North America. Previously, Mr. Hurd worked for Macquarie Energy Capital’s principal investing group where he focused on the origination and execution of investments in domestic and international structured and mezzanine debt, public and private equities, and joint venture transactions. Mr. Hurd has also worked for CIBC World Markets in the global energy investment banking group, is a CFA Charterholder and holds a Bachelor of Commerce with a major in Finance from the University of Calgary.
Stephen Mason – Calgary, Alberta – Executive Chairman and Director
Mr. Mason is a co-founder of Westleaf and brings over 38 years of success in developing domestic and international business opportunities. Mr. Mason has led the start-up of five companies with the most significant being Artumas Group Inc., which reached an enterprise value of approximately $1 billion with over 200 employees in Canada, Tanzania, and Mozambique. Mr. Mason brings extensive experience in interfacing with high-level government policy makers, First Nations communities and non-government agencies.
Robb McNaughton – Calgary, Alberta – Director
Mr. McNaughton is a partner at Border Ladner Gervais LLP in the Securities and Capital Markets Group. Mr. McNaughton is a national leader in public listings, including via capital pool companies and is a member of the TSX Venture Exchange Local Advisory Committee (Alberta). Mr. McNaughton has sat on multiple public and private boards of directors that include industrial, mining and oil and gas issuers.
Kareen Stangherlin – Calgary, Alberta – Director
Ms. Stangherlin has 20 years of senior financial and operational experience with 16 years of direct investment experience. Ms. Stangherlin has played key roles in launching and growing two successful Calgary-based investment firms from initial fund to firms with more than $1 billion in assets under management. Ms. Stangherlin is a Board Member of the Alberta Teachers Retirement Fund (ATRF) pension and Chairs the Finance and Planning Committee for ATRF. She is also a Council Member of the Canadian Advocacy Council for CFA Societies Canada. Ms. Stangherlin is a Chartered Professional Accountant, a Chartered Financial Analyst, and a Certified Financial Planner, with an undergraduate degree in Accounting from the Haskayne School of Business at the University of Calgary. Ms. Stangherlin has earned the ICD.D designation from the Institute of Corporate Directors.
Chief Delbert Wapass – Turtleford, Saskatchewan – Director
Chief Delbert Wapass has been the Chief of Thunderchild First Nation for two terms and was previously an executive member with the Federation of Saskatchewan Indian Nations (FSIN) for two terms. Prior roles include teaching, school administration, researching, governance negotiating, public relations, human resources and finance. Chief Wapass holds a Bachelor of Arts degree from the University of Regina, a Bachelor of Education degree from the University of Saskatchewan, and a Master’s degree in Educational Administration from the University of Saskatchewan.
Taylor Ethans – Calgary, Alberta – Chief Financial Officer, Head of Mergers and Acquisitions and Corporate Secretary
Mr. Ethans is a co-founder of Westleaf and brings significant capital markets and private equity investment expertise. Prior to joining Westleaf, Taylor was a Vice President for TriWest Capital Partners where he executed eleven acquisitions and divestitures in manufacturing and retail focused businesses, totaling over $1 billion in valuation. In addition, Mr. Ethans served as a Director on the boards of Landmark Cinemas and Trimlite Manufacturing. Prior to TriWest Capital Partners, Mr. Ethans worked at RBC Capital Markets where he was involved in numerous public equity and debt financings. Mr. Ethans holds a Bachelor of Commerce (honours with Distinction) with a major in Finance from the University of Manitoba.
Pat Whelan – Calgary, Alberta – Executive Vice President
Mr. Whelan is a co-founder of Westleaf and brings over 30 years of executive leadership and entrepreneurial experience. Mr. Whelan previously served as the Founder and CEO of Atlantic Directional Inc. which he sold to Ensign Energy Services in 2011. Mr. Whelan recently served on the board of a high growth cannabis retail product company and negotiated the sale of the Canadian distribution rights for the company’s products to Canopy Growth Corporation in 2017.
The following persons will be employed by a wholly-owned subsidiary of the Resulting Issuer and in connection therewith will be providing services integral to the business of the Resulting Issuer:
Shon Williams – Denver, Colorado – Chief Development Officer of Westleaf International Inc.
Mr. Williams has twenty-four plus years of experience in organizational leadership, strategic planning, program management (PM), R&D, ops, and business development (BD). He previously served as Director of BD, PM & Design for MJardin, one of the world’s largest cannabis companies, where he drove multi-national/multi-state expansion and brought project and design discipline to the industry. After earning a BS in Mech/Aero Engineering from West Point, Mr. Williams served 20 years in the Air Force in roles such as space systems development, flight test, international cooperation and F-22/F-15 fighter programs including leading the largest (US$30 billion) international sale in U.S. history. Mr. Williams also deployed to Afghanistan with NATO. After retirement as a Lt Col Mr. Williams became BD Director for Calspan Aerospace. Mr. Williams has an MS in Astronautical Engineering and is a USAF Test Pilot School graduate.
Ben Kaanta – Denver, Colorado – Chief Operating Officer of Westleaf International Inc.
Mr. Kaanta was the former Director of Operations for MJardin, one of North America’s largest cannabis cultivation businesses. While there, Mr. Kaanta oversaw all aspects of day-to-day operations in over a dozen commercial cultivation facilities, the start-up of another dozen facilities, and the development of training and analytics programs. Previously, Mr. Kaanta oversaw the start-up and early stage operations of multiple particle accelerator based cancer therapy centers, managed product development for biomedical instrumentation, and performed research & development on ion thrusters for NASA. Mr. Kaanta holds a BSC in Mechanical Engineering with a Minor in Mathematics, is a certified Project Management Professional (PMP), and holds two patents.
Christian Monson – Denver, Colorado – Chief Legal Officer & VP of Strategy of Westleaf International Inc.
Mr. Monson was the former General Counsel for MJardin, one of North America’s largest cannabis cultivation businesses, which operates in multiple jurisdictions. In this position, Mr. Monson oversaw all legal affairs while working closely with the executive team in the long-term development of the business, including co-leading the business with two other executives and returning record month-over-month revenue and profit gains. Mr. Monson has project managed successful merit-based cannabis license application writing efforts for clients in several states and was in charge of ensuring licensing compliance for over 70 state and local cannabis licenses.
Selected Consolidated Financial Information of Westleaf
The following selected consolidated financial information of Westleaf has been supplied to IGC by Westleaf for purposes of inclusion herein in accordance with TSXV requirements:
Six Months Ended June 30, 2018
(C$ 000) (Unaudited) |
Year Ended December 31, 2017
(C$ 000) (Audited) |
|||
Total Assets | 19,218 | 555 | ||
Total Long-Term Liabilities | 3,802 | – | ||
Current Liabilities | 1,830 | 761 | ||
Revenues | – | – | ||
General and Administrative Expenses | 1,249 | 216 | ||
Net Loss | (1,373) | (216) |
Restrictions on Securities
The Amalgamation Agreement provides that in addition to any resale restrictions applicable to the Resulting Issuer Shares pursuant to the policies of the TSXV or applicable laws, all of the Resulting Issuer Shares issued to the holders of Westleaf Shares in exchange for their Westleaf Shares will be subject to a four month restricted period from the date of the Closing, during which time the holders of such Resulting Issuer Shares shall not be permitted to trade or otherwise sell or dispose of such Resulting Issuer Shares without the express written consent of the Resulting Issuer.
Certain Principal securities (as defined in TSXV policies) will be subject to escrow, in accordance with TSXV Policy 5.4 – Escrow, Vendor Consideration and Resale Restrictions.
Sponsorship
Sponsorship of the Proposed Transaction may be required by the TSXV unless an exemption or waiver from this requirement can be obtained in accordance with the policies of the TSXV. IGC intends to apply for a waiver of the sponsorship requirement. There is no assurance that a waiver from this requirement can or will be obtained.
Trading Halt
The IGC Shares are currently halted from trading and are not expected to resume trading until completion of the Proposed Transaction.
Conditions to Completion of the Proposed Transaction and Regulatory Matters
The parties to the Proposed Transaction are at arm’s length and therefore it is anticipated that the Proposed Transaction will not be a “Non-Arm’s Length Transaction” for the purposes of TSXV Policy 5.2 – Changes of Business and Reverse Takeovers as none of the directors, officers or insiders of IGC, or any of their respective associates or affiliates, own any securities of Westleaf.
Completion of the Proposed Transaction is subject to a number of conditions including, but not limited to, completion of the Private Placement, closing conditions customary to transactions of the nature of the Proposed Transaction, approvals of all regulatory bodies having jurisdiction in connection with the Proposed Transaction, TSXV acceptance of the Proposed Transaction and, if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approvals are obtained and there can be no assurance that the Proposed Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of IGC should be considered highly speculative.
The Exchange has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press release.
Additional Information
For further information, please contact:
IGC Resources Inc.
Jacqueline M. Tucker, Interim CEO & CFO
Phone: (403) 262-3315
Westleaf Cannabis Inc.
Scott Hurd, President & CEO
Phone: (403) 870-4798
Cautionary Statements:
This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to: the terms and conditions of the Proposed Transaction, the pro forma capitalization of the Resulting Issuer, the Private Placement and the anticipated type and number of securities to be issued thereunder, the IGC Shareholder Meeting, the IGC Name Change, the IGC Share Consolidation, the IGC Continuance; the Westleaf shareholder meeting, the business and operations of Westleaf and the Resulting Issuer, the go-forward management of the Resulting Issuer and the trading of the Resulting Issuer Shares and the development of Westleaf’s facilities. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder, court or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, IGC and Westleaf assume no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.
This press release is not an offer of the securities for sale in the United States. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
Neither the TSX Venture Exchange, Inc. nor its Regulation Services Provider (as that term is defined in the polices of the TSX Venture Exchange) has in any way passed upon the merits of the Proposed Transaction and associated transactions and neither of the foregoing entities has in any way approved or disapproved of the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
VIVO Announces $5 million Strategic Investment and Supply Agreement with Westleaf
NAPANEE, Ontario, Oct. 03, 2018 (GLOBE NEWSWIRE) — VIVO Cannabis Inc. (TSXV: VIVO, OTCQX: VVCIF) (“VIVO” or the “Company”) is pleased to announce that it has made a $5 million strategic investment in Westleaf Cannabis Inc. (“Westleaf”), which is intended to be used by Westleaf to advance the roll out of their cannabis retail operations across Canada. Westleaf’s mission is to provide a sophisticated and differentiated approach to customer engagement, appealing to customers through music and cannabis culture.
Our vertically integrated strategy, innovative retail concepts and high caliber retail locations differentiate us from our competitors in the cannabis industry. This investment by VIVO and the associated supply agreement are a strong endorsement of our strategy and team and are pivotal steps in advancing our position as a premium cannabis retailer in Canada.
VIVO’s reputation for delivering high-quality, trusted and innovative cannabis products and their commitment to creating adult-use brands that resonate with consumers aligns well with Westleaf’s innovative retail concept and strategy.
Scott Hurd, President and CEO of Westleaf
Supply Agreement
Westleaf has entered into a multi-year supply agreement with VIVO under which VIVO will supply cannabis to Westleaf’s multiple retail locations, subject to regulatory approvals. The supply agreement provides Westleaf access to VIVO’s portfolio of engaging adult-use brands, FIRESIDE™, Lumina™ and Canna Farms™, as well as the option of creating in-house brands powered by VIVO’s high-quality cannabis products.
VIVO is committed to providing high-quality products for the Canadian recreational cannabis market. We continue to build our presence in the adult-use market with this strategic investment in Westleaf, which impressed us with its innovative approach to cannabis retail marketing.
With our strong cash position of approximately $100 million, VIVO will continue to pursue opportunities across the full value chain. We look forward to working with the Westleaf team to bring our premium products to market.
Barry Fishman, CEO of VIVO
VIVO Strategic Investment
VIVO has invested CDN$5 million in exchange for 5,882,353 units of Westleaf, with each unit consisting of one Westleaf common share (each, a “Common Share”) and one-half of one common share purchase warrant (each whole warrant being a “Warrant”), at a price of $0.85 per unit. Each Warrant will entitle VIVO to acquire one Common Share at a price of $1.30 for a period of 24 months following the closing of the investment. Subject to certain conditions, Westleaf will have the right, on not less than ten days prior written notice to VIVO, to accelerate the expiry of the Warrants at any time if the ten day volume weighted average trading price of the Common Shares on any public stock exchange is greater than $1.80.
About Westleaf Cannabis
Westleaf is building a vertically integrated cannabis company focused on innovative retail experiences, engaging cannabis brands, and premium cannabis production. Westleaf is developing a national retail footprint for its retail concept “Prairie Records”, which leverages the instinctual tie of recreational cannabis and music and redefines the cannabis purchasing experience. Westleaf is constructing state-of-the-art cannabis production facilities in Alberta and Saskatchewan.
About VIVO Cannabis™
VIVO, based in Napanee, Ontario, is recognized for trusted, high-quality products and services. It holds production and sales licences from Health Canada and operates world-class indoor cultivation facilities with proprietary plant-growing technology. VIVO has a collection of premium brands targeting unique customer segments, including Beacon Medical™, FIRESIDE™, Canna Farms™ and Lumina™. In August 2018, VIVO acquired Canna Farms Limited, a premium cannabis company based in Hope, British Columbia. Canna Farms was B.C.’s first Licensed Producer and has many years of craft cultivation experience and expertise, as well as a significant patient base and positive cash flow. VIVO is significantly expanding its production capacity and pursuing partnership and product development opportunities domestically, as well as in select international markets, including Germany and Australia. In addition, VIVO also operates Harvest Medicine, a patient-centric and highly scalable network of specialty medical cannabis clinics. Harvest Medicine provides best-in-class education and support to over 15,000 patients in its clinics and via its free telemedicine platform. VIVO has a healthy balance sheet with approximately $100 million in cash and is well-positioned to accelerate the growth of its business, in Canada and internationally.
Westleaf Cannabis Inc. secures up to $24 million of debt financing from ATB Financial
Westleaf Cannabis Inc.
Cison
CALGARY, Sept. 17, 2018 /CNW/ – Westleaf Cannabis Inc. (“Westleaf” or the “Company”) is pleased to announce that it has signed a commitment letter for a development loan of up to $24 million (the “Financing”) with ATB Financial (“ATB”). The loan is being allocated in two installments, with the first $12.75 million of funding accounting for phase one of the company’s 115,000 square foot cannabis cultivation facility located near Battleford (the “Battleford Facility”). The first installment of the development loan is accompanied by the second installment, which includes an additional $11.25 million related to Phase II expansion of the Battleford Facility, conditional on receipt of a production license. The Battleford Facility build-out is underway with construction having commenced earlier this year.
“As one of the first traditional lenders to enter the cannabis space, we’re proud of our long-term partnership with ATB as it has been instrumental in bringing our Westleaf vision to life” said Taylor Ethans, Chief Financial Officer of Westleaf Cannabis Inc. “We believe this creates a well-defined competitive advantage and is a strong validation of our team’s operational and financial expertise. Our focus is to maintain an efficient capital structure with low cost, traditional senior debt to help accelerate our growth strategy while limiting dilution for existing and future shareholders.”
The Battleford Facility is one of two production / processing facilities which are planned for Westleaf, and once fully operational, Westleaf’s facilities will provide significant job creation for the communities in which it operates. Westleaf recently hosted a job fair in Battleford which was aimed at informing the community about upcoming employment opportunities at the facility.
Westleaf’s vertically integrated business model allows for complete ownership across its supply chain resulting in highly efficient and controlled operations. Upon completion, the production facilities will provide branded products that can be sold in Westleaf’s owned retail stores, Prairie Records. The company plans on opening multiple retail locations across Canada over the next 12 months.
About Westleaf Cannabis Inc.
Westleaf Cannabis Inc. (“WCI”) is a private cannabis company headquartered in Calgary, Alberta that is purely and proudly Canadian. With two state-of-the-art production facilities under development in Saskatchewan and Alberta, WCI will deliver superior Canadian-made products curated in world class production facilities and laboratories. Once both of Westleaf’s planned facilities are fully operational, Westleaf will have up to ~175,000 of square feet devoted to production and manufacturing facilities. WCI intends to develop and manufacture a diverse range of high quality, safe and consistent cannabis products. With a focus on premium retail locations, cannabis cultivation, processing, and extraction practises, WCI will deliver a distinct product offering and in-store customer experience anchored on higher standards. With prospective retail stores planned for British Columbia, Alberta, Saskatchewan and Manitoba (subject to receipt of retail licenses in respect of the same) and intent to apply to Ontario, WCI has plans to be deeply rooted in the fabric of the communities in which it operates, solidifying its position as a leader in the Canadian cannabis landscape. For more information, please visit http://localhost:8084/.
SOURCE Westleaf Cannabis Inc.
For further information: Media Contact: Lauren Steeves, for Westleaf Cannabis Inc., Lauren.steeves@northstrategic.com, T: 306-717-3253
Growing cannabis and community: Westleaf Cannabis Inc. and Thunderchild First Nations announce strategic partnership
Westleaf Cannabis Inc Cison
First Nations Cree band makes $8 million investment in emerging Western Canadian cannabis company
CALGARY, July 24, 2018 /CNW/ – Westleaf Cannabis Inc. (“Westleaf” or the “Company”) has entered into a strategic partnership with Thunderchild First Nation (“Thunderchild”) marked by an $8 million investment in Westleaf by an affiliate of Thunderchild. The investment makes Thunderchild the largest shareholder of Westleaf, and is accompanied by a seat being allocated to Chief Delbert Wapass on the Company’s Board of Directors.

“Since its inception, Westleaf has firmly believed in investing and supporting the communities it operates in and developing meaningful, authentic relationships that are reflective of Canadian values,” said Scott Hurd, President and CEO, Westleaf Cannabis Inc. “One of the defining moments for our company was our decision to partner with Thunderchild First Nation, and we look forward to building a partnership that will allow us to put a spotlight on the Canadian production of cannabis, while instilling a sense of pride and ownership in the communities we serve.”
Westleaf is constructing a ~115,000 square foot cannabis cultivation facility on lands owned by Thunderchild located near Battleford, Saskatchewan (the “Battleford Facility”). The Battleford Facility is one of two which are planned for Westleaf and, once fully operational, the intent is for the Battleford Facility to provide significant job creation for the Thunderchild community and to spur long-term economic development in Battleford, Saskatchewan.
Employees of the Battleford Facility will work with a team of experts from Westleaf who specialize in building and operating cultivation, processing and extraction facilities. To ensure world class education and training, all Westleaf employees will be required to go through an extensive training program, ensuring they are experts of their craft.
“We believe that the legalization of recreational cannabis creates significant economic opportunities for our country – and our community is no exception. We are proud to be Westleaf’s largest shareholder, as we strongly believe that this relationship will bring significant benefits to our band,” said Thunderchild Chief Delbert Wapass. “Westleaf’s strong knowledge of the industry and its vision to develop high-quality cannabis products in the prairies in collaboration with our members will make our relationship a natural and rewarding fit.
About Westleaf Cannabis Inc.
Westleaf Cannabis Inc. (“WCI”) is a private cannabis company headquartered in Calgary, Alberta that is purely and proudly Canadian. With two state-of-the-art cultivation facilities under development in Saskatchewan and Alberta, WCI will deliver superior Canadian-made products curated in world class production facilities and laboratories. Once both of Westleaf’s planned facilities are fully operational, Westleaf will have ~175,000 of square feet devoted to production and manufacturing facilities. WCI intends to develop and manufacture a diverse range of high quality, safe and consistent cannabis products. With a focus on premium retail locations, cannabis cultivation, processing, and extraction practises, WCI will deliver a distinct product offering and in-store customer experience anchored on higher standards. With prospective retail stores planned for British Columbia, Alberta and Saskatchewan (subject to receipt of retail licenses in respect of the same) WCI has plans to be deeply rooted in the fabric of the communities in which it operates, solidifying its position as a leader in the Canadian cannabis landscape. For more information, please visit http://localhost:8084/.
SOURCE Westleaf Cannabis Inc.
For further information: Media Contact: Hannah Korsunsky, for Westleaf Cannabis Inc., Hannah.korsunsky@northstrategic.com, T: 647-922-5550
Saskatchewan First Nation invests $8 million in Calgary cannabis company
Dave Dormer – CBC News
A Calgary-based cannabis company is partnering with a Saskatchewan First Nation to build a pair of production facilities in the two provinces, along with a chain of retail stores across Western Canada.
An $8 million investment by Thunderchild First Nation makes it the largest shareholder of Westleaf Cannabis, a vertically integrated company based in Calgary — meaning it will control its own production and distribution of marijuana.
“The band has supported Westleaf since its inception over 12 months ago, and helped us bring the Westleaf vision to life by providing a large-scale investment during our preliminary business development phase,” said Scott Hurd, president and CEO of Westleaf.
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“What’s unique about this partnership is really the authentic relationship that we’ve formed between Th
underchild and Westleaf and it really extends beyond just a business deal. We share similar values, we both have roots in the Prairies and we both want to invest in the communities that we serve.”
Hurd says construction began Monday on a 115,000 sq.-ft. indoor production facility in Battleford, Sask., on land owned by Thunderchild First Nation, which will take 10 to 12 months to complete.
“At full scale, this project will create approximately 150 … job opportunities and we’re in the process of implementing an institutional-quality training program that will allow for the development and advancement of our employees’ careers.”
Scott Hurd, President and CEO of Westleaf Cannabis. (Westleaf Cannabis)
Chief Delbert Wapass will serve as a board member with Westleaf on behalf of Thunderchild First Nation.
Westleaf has also applied to build a 60,000 sq.-ft. indoor production facility in an industrial space in Calgary’s southeast quadrant, and the company expects to begin construction in the next 30 days, which will also take 10 to 12 months to complete.
When in operation, Hurd said the facility will employ up to 80 full-time staff members.
A source with the city confirmed the building permit application and said Westleaf is one of a number of companies that have made applications for a production facility in Calgary.
Adam Coates is the vice-president of sales and marketing with Westleaf Cannabis. (Westleaf Cannabis
Westleaf also plans to open a number of retail stores across Western Canada, once recreational marijuana is legalization on Oct. 17, under the name Prairie Records. Along with producing marijuana flower, or bud, the company will create and sell derivative products.
“There’s all different types of products that can be formulated that would be called a derivative, which include edibles, vape pens, topicals, tinctures for oil consumption. We intend to have a fairly wide and diverse product offering,” said Hurd.
Stores across Western Canada
Westleaf has made applications to open five stores in Calgary and two in Edmonton, along with a number of other Alberta municipalities under the Prairie Records label. Hurd says the company holds leases on the locations, contingent on being awarded a retail licence.
Westleaf has also applied for a retail licence in the city of Warman, north of Saskatoon, as they were one of 51 companies selected in a recent lottery.
Companies awarded a retail licence in Saskatchewan will also be able to sell online in that province.
B.C. recently released its regulations around retail outlets and Westleaf plans to apply for three to six locations in that province, with at least one likely being in the Lower Mainland area, said Adam Coates, vice-president of sales and marketing.
One of Westleaf’s applications in Calgary is to open a business at the Palace Theatre. It will have the look and feel of a record store, but will sell marijuana, Coates said.
“It really fits our concept really well of being relevant locally, then creating a unique customer experience, all tied in with music,” he said.
“Music is kind of that universal thing, everyone has a relationship with it. There’s music for different moods and different occasions and we’re going to bring education … to tie that right along with cannabis, once it becomes legal.”
Two other applications have been made for retail stores one block east from that location, however, and there are liquor stores on either side.