Category: News Releases

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

CALGARY, April 30, 2019 / – Westleaf Inc. (the “Company” or “Westleaf“) (TSX-V:WL)(OTCQB:WSLFF) announces that it has agreed to amend the terms of its previously announced bought deal financing (the “Offering”) of convertible debenture units of the Company (the “Units”) to lower the conversion price at which the convertible debentures of the Company (“Convertible Debentures”) are convertible into common shares of the Company (the “Debenture Shares”) from $2.13 per Debenture Share to $1.30 per Debenture Share. The number of warrants per Unit has been revised from 235 common share purchase warrants of the Company (each, a “Warrant”) to 385 Warrants. In addition, the Company has agreed to lower the exercise price at which the Warrants will be exercisable to acquire common shares of the Company (a “Warrant Share”) from $2.75 per Warrant Share to $1.65 per Warrant Share.

The Company has granted Canaccord Genuity Corp. and GMP Securities L.P. (the “Underwriters”)  an over-allotment option to purchase up to additional Units, Convertible Debentures and/or Warrants (or any combination thereof, at the discretion of the Underwriters) equal to 15% of the Units sold under the Offering, at a price of C$1,000 per Unit, $932 per Convertible Debenture and/or $0.18 per Warrant, as applicable, exercisable in whole or in part at any time, for a period of 30 days after and including the closing date of the Offering (the “Closing Date“).

If the holder elects to convert the Convertible Debentures after a period that is eighteen months and one day following the Closing Date, then the holder will also receive the Effective Interest (as defined below), payable in: (i) common shares of the Company (“Common Shares”) at a price equal to the daily volume weighted average trading price of the Common Shares on the TSX Venture Exchange (the “Exchange” or “TSXV“) for the consecutive 20 trading days of the Commons Shares on the Exchange preceding the date of such election, or if such trading price is lower than the maximum permitted discount for such Common Shares, the maximum permitted discount for the issuance of the Common Shares under TSXV policies (the “Common Share Interest Price”); (ii) cash, or (iii) at the Company’s option, a combination of cash and Common Shares at the Common Share Interest Price. The effective interest (“Effective Interest“) is an amount equal to the interest that the holder would have received if the holder had held the Convertible Debentures until the maturity of the Convertible Debentures.

The net proceeds of the Offering will be used for working capital requirements and general corporate purposes.

The Units will be offered by way of an amended and restated final short form prospectus to be filed in all provinces of Canada except Quebec. The Offering is expected to close on or before May 15, 2019 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSXV and the applicable securities regulatory authorities. In the event that regulatory, including TSXV, approval in respect of the amendments to the Offering are not received on or before May 10, 2019, the parties have agreed that no effect shall be given to the amendments noted above and that the original terms of the Convertible Debentures and Warrants shall be deemed to be in effect.

The securities comprising the Units being offered, and the Debenture Shares issuable on the conversion of the convertible debentures and the Warrant Shares issuable on the exercise of the Warrants, have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

About Westleaf Inc.

Westleaf is a vertically integrated cannabis company focused on innovative retail experiences and engaging cannabis brands as well as cultivation, production and extraction of cannabis products. Westleaf is rolling out a national retail footprint for its retail concept Prairie Records, with stores planned for British Columbia, Alberta, Saskatchewan and potentially Ontario. The retail concept leverages the instinctual tie between recreational cannabis and music and redefines the cannabis purchasing experience. The Company also has two significant production facilities under construction and scheduled for completion in 2019. For more information, please visit www.westleaf.com or www.prairierecords.ca.

Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release

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. This news release, forward-looking statements relate, among other things, to the timing and expected closing of the Offering, the use of proceeds of the Offering, the definitive terms of the Units and the securities comprising the Units. 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: risks relating to the ability to obtain or maintain licenses to retail cannabis products; future legislative and regulatory developments involving cannabis; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the labour market generally and the ability to access, hire and retain employees; general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder, court or regulatory approvals, as applicable. 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, Westleaf assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

For further information: Bruce Leslie, VP Corporate Communications, bruce.leslie@westleaf.com, 403-801-7612

CALGARY, April 18, 2019 /PRNewswire/ – Westleaf Inc. (TSX-V: WL)(OTCQB: WSLFF) (“Westleaf“), is pleased to announce it has exercised its previously announced option (the “Option“) to purchase all of the issued and outstanding shares of 102053592 Saskatchewan Ltd. (“592“), which operates a cannabis retail store located at 170-3020 Preston Avenue, Saskatoon.  Westleaf has now exercised options to purchase two retail cannabis stores in Saskatoon.

Highlights

• Premium Location: The Preston Avenue store is in a high density, shopping-friendly neighborhood in the city’s Stonebridge subdivision, and will complement the previously opened Prairie Records stores on Broadway and in Warman;
• Well Defined and Regulated Market: Saskatoon is the 17^th largest city in Canada with around 300,000 people in the metropolitan area. The Saskatchewan Liquor and Gaming Authority (the “SLGA“) has approved seven licenses for the Saskatoon market, with Westleaf owning two of such locations upon the anticipated closing of the Option.
• Truly Vertically Integrated Company – Westleaf is a vertically integrated company in the Canadian cannabis industry, with assets owned and under development across each vertical of the business, including cultivation, extraction, processing & manufacturing, distribution and wholly owned retail.

The store, which was built out as part of a license agreement with Westleaf, will operate under the Prairie Records retail banner and will be open for business on April 18, 2019. The store’s grand opening celebration is expected to occur on April 20, 2019, the day that is synonymous with the legalization of cannabis.

“While Prairie Records creates a unique and totally different cannabis retail experience, we do want to recognize the day that activists used to bring attention to the push for legalization of cannabis which has gone on for many years,” noted Adam Coates, Chief Commercial Officer at Westleaf. “We are excited to open our doors in two Saskatoon locations providing the community with a unique retail option that celebrates the relationship between cannabis and music.”

“Saskatchewan is proving to be a strong cannabis retail market as the sector continues to evolve and mature,” said Scott Hurd, President and CEO of Westleaf. “Here, we have the opportunity to deal directly with licensed producers in purchasing inventory, we are able to sell online across the province through our e-commerce platform, and the ratio of stores to market size make Saskatoon an ideal location to operate cannabis retail.”

Prairie Records currently has a store operating on Broadway Avenue in Saskatoon, and in Warman, Saskatchewan, approximately 20 minutes from Saskatoon, as well as province-wide online sales at www.prairierecords.com.

Pursuant to the Option purchase agreement, upon delivery of all closing deliverables, which is expected to occur today, Westleaf will acquire the shares of 592 for an aggregate price of $690,000, upon which 592 will become a wholly owned subsidiary of Westleaf. The purchase price for the 592 shares will be paid by: (i) the issuance of an aggregate of 346,153 common shares in the capital of Westleaf (“Common Shares“) at a deemed value of $1.56 per Common Share; and (ii) a cash payment $150,000. Under the Option purchase agreement, Westleaf was eligible to purchase and transfer the store once 592 (as license holder) received approval from the SLGA.

About Prairie Records

Focusing exclusively on densely populated neighborhoods, high traffic areas, and tourist destinations, Prairie Recordsretail stores will be situated premium retail locations across the country. The foundation of the retail concept is ingrained with a desire to create a unique cannabis purchasing experience through tactile in-store features and product offerings that highlight the relationship between music and cannabis. Westleaf continues to be committed to becoming a leader in the Canadian cannabis retail market.

About Westleaf Inc.

Westleaf is a vertically integrated cannabis company focused on innovative retail experiences and engaging cannabis brands as well as cultivation, production and extraction of cannabis products. Westleaf is rolling out a national retail footprint for its retail concept Prairie Records, with stores planned for British Columbia, Alberta, Saskatchewan and potentially Ontario. The retail concept leverages the instinctual tie between recreational cannabis and music and redefines the cannabis purchasing experience. Westleaf also has two significant production facilities under construction, with completion anticipated to occur in 2019. For more information, please visit www.westleaf.com or www.prairierecords.ca.

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 closing of the Option; timing and opening of the new retail store located at 170-3020 Preston Avenue, Saskatoon and the planned rollout of other retail locations; timing and completion of Westleaf’s production facilities; and the business and operations of Westleaf. 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: satisfaction of all conditions to the exercise and closing of the Option; timing and completion of construction of retail locations; review of facilities by Health Canada and receipt of a licence from health Canada in respect of Westleaf’s production facilities; future legislative and regulatory developments involving cannabis; the ability of Westleaf to implement its business strategy; ability to access sufficient capital from internal and external sources, and/or ability to access sufficient capital on favorable terms; the labour market generally and the ability to access, hire and retain employees; the cannabis industry in Canada generally; general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board 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.

The forward-looking statements and information contained in this news release are made as of the date hereof and Westleaf undertakes no obligation to update publicly or revise any forward-looking statement or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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 release.

SOURCE Westleaf Inc.

CALGARY, April 17, 2019 /CNW/ – Westleaf Inc. (TSX-V: WL)(OTCQB: WSLFF) (“Westleaf“), is pleased to announce it has exercised its previously announced option (the “Option“) to purchase all of the issued and outstanding shares of 102053012 Saskatchewan Ltd. (“102“), which operates a cannabis retail store located at 720 Broadway Avenue, Saskatoon.

Highlights

• Premium Location: The 720 Broadway Avenue store is in a high density, shopping-friendly neighborhood, situated in the middle of the city’s densest commercial and entertainment district and is also close to the University of Saskatchewan, the largest post-secondary institution in the province;
• Well Defined and Regulated Market: Saskatoon is the 17^th largest city in Canada with around 300,000 people in the metropolitan area. The Saskatchewan Liquor and Gaming Authority (the “SLGA“) has approved seven licenses for the Saskatoon market, with Westleaf owning one of such locations upon the anticipated closing of the Option, while having a previously announced option to purchase a second location.
• Truly Vertically Integrated Company – Westleaf is a vertically integrated company in the Canadian cannabis industry, with assets owned and under development across each vertical of the business, including cultivation, extraction, processing & manufacturing, distribution and wholly owned retail.

Pursuant to the Option purchase agreement, upon delivery of all closing deliverables, which is expected to occur today, Westleaf will acquire the shares of 102 for an aggregate price of $690,000, upon which 102 will become a wholly owned subsidiary of Westleaf. The purchase price for the 102 shares will be paid by: (i) the issuance of an aggregate of 315,789 common shares in the capital of Westleaf (“Common Shares“) at a deemed value of $1.71 per Common Share; and (ii) a cash payment $150,000. Under the Option purchase agreement, Westleaf was eligible to purchase and transfer the store once 102 (as license holder) received approval from the SLGA.

The store, which was built out as part of a license agreement with Westleaf, will operate under the Prairie Records retail banner and will be open for business on April 17, 2019. The store’s grand opening celebration is expected to occur on April 20, 2019, the day that is synonymous with the legalization of cannabis.

“While Prairie Records creates a unique and totally different cannabis retail experience, we do want to recognize the day that activists used to bring attention to the push for legalization of cannabis which has gone on for many years,” noted Adam Coates, Chief Commercial Officer at Westleaf. “We are excited to open our doors in Saskatoon providing the community with a unique retail option that celebrates the relationship between cannabis and music.”

“Saskatchewan is proving to be a strong cannabis retail market as the sector continues to evolve and mature,” said Scott Hurd, President and CEO of Westleaf. “Here, we have the opportunity to deal directly with licensed producers in purchasing inventory, we are able to sell online across the province through our e-commerce platform, and the ratio of stores to market size make Saskatoon an ideal location to operate cannabis retail.”

Prairie Records currently has a store operating in Warman, Saskatchewan, approximately 20 minutes from Saskatoon, as well as province-wide online sales at www.prairierecords.com. Westleaf holds an additional option to purchase a second store in Saskatoon.

About Prairie Records

Focusing exclusively on densely populated neighborhoods, high traffic areas, and tourist destinations, Prairie Recordsretail stores will be situated premium retail locations across the country. The foundation of the retail concept is ingrained with a desire to create a unique cannabis purchasing experience through tactile in-store features and product offerings that highlight the relationship between music and cannabis. Westleaf continues to be committed to becoming a leader in the Canadian cannabis retail market.

About Westleaf Inc.

Westleaf is a vertically integrated cannabis company focused on innovative retail experiences and engaging cannabis brands as well as cultivation, production and extraction of cannabis products. Westleaf is rolling out a national retail footprint for its retail concept Prairie Records, with stores planned for British Columbia, Alberta, Saskatchewan and potentially Ontario. The retail concept leverages the instinctual tie between recreational cannabis and music and redefines the cannabis purchasing experience. Westleaf also has two significant production facilities under construction, with completion anticipated to occur in 2019. For more information, please visit www.westleaf.com or www.prairierecords.ca.

Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release

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 closing of the Option; timing and opening of the new retail store located at 720 Broadway Avenue, Saskatoon and the planned rollout of other retail locations; timing and completion of Westleaf’s production facilities; and the business and operations of Westleaf. 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: satisfaction of all conditions to the exercise and closing of the Option; timing and completion of construction of retail locations; review of facilities by Health Canada and receipt of a licensee from health Canada in respect of Westleaf’s production facilities; future legislative and regulatory developments involving cannabis; the ability of Westleaf to implement its business strategy; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favorable terms; the labour market generally and the ability to access, hire and retain employees; the cannabis industry in Canada generally; general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board 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.

The forward-looking statements and information contained in this news release are made as of the date hereof and Westleaf undertakes no obligation to update publicly or revise any forward-looking statement or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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 release.

SOURCE Westleaf Inc.

For further information: Bruce Leslie, VP Corporate Communications, Bruce.leslie@westleaf.com, 403-801-7612; Lauren Steeves, North Strategic, Lauren.steeves@northstrategic.com, 306-717-3253

/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

CALGARY, April 10, 2019 /CNW/ – Westleaf Inc. (the “Company” or “Westleaf“) (TSX-V:WL)(OTCQB:WSLFF) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Canaccord Genuity Corp. (the “Underwriters“), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, an aggregate of 12,000 convertible debenture units of the Company (the “Units“) at a price of $1,000 per Unit for aggregate gross proceeds to the Company of $12,000,000 (the “Offering“). Each Unit shall consist of one 9.5% senior unsecured convertible debenture (each a “Convertible Debenture“) of the Company having a principal amount of $1,000 (the “Principal Amount“) and 235 common share purchase warrants of the Company (each a “Warrant“).

The Company has granted the Underwriters an over-allotment option to purchase up to additional Units, Convertible Debentures and/or Warrants (or any combination thereof, at the discretion of the Underwriters) equal to 15% of the Units sold under the Offering, at a price of C$1,000 per Unit, C$932 per Convertible Debenture and/or C$0.29 per Warrant, as applicable, exercisable in whole or in part at any time, for a period of 30 days after and including the closing date of the Offering (the “Closing Date“).

The Convertible Debentures will mature and be repayable on a Date that is 36 months from the Closing Date (the “Maturity Date“) and will accrue interest at the rate of 9.5% per annum payable in arrears on June 30 and December 31of each year, commencing on June 30, 2019. The Principal Amount shall be convertible, for no additional consideration, into common shares in the capital of the Company (the “Common Shares“) at the option of the holder at any time prior to the earlier of: (i) the close of business on the Maturity Date, and (ii) the business day immediately preceding the date specified by the Company for repurchase of the Convertible Debentures upon a change of control of the Company, at a conversion price equal to $2.13, subject to adjustment in certain events (the “Conversion Price“). The Conversion Price represents a conversion rate of approximately 469 Common Shares for each $1,000 principal amount of Convertible Debentures, subject to certain anti-dilution provisions.

If the holder elects to convert the Convertible Debentures after a period that is six months and one day following the Closing Date, then the holder will also receive the Effective Interest (as defined below), payable in: (i) Common Shares at a price equal to the daily volume weighted average trading price of the Common Shares on the TSX Venture Exchange (the “Exchange” or “TSXV“) for the consecutive 20 trading days of the Commons Shares on the Exchange preceding the date of such election, or if such trading price is lower than the maximum permitted discount for such Common Shares, the maximum permitted discount for the issuance of the Common Shares under TSXV policies (the “Common Share Interest Price“); (ii) cash, or (iii) at the Company’s option, a combination of cash and Common Shares at the Common Share Interest Price. The effective interest (“Effective Interest“) is an amount equal to the interest that the holder would have received if the holder had held the Convertible Debentures until the Maturity Date.

Each Warrant will be exercisable to acquire one Common Share (a “Warrant Share“) for a period of 36 months from the Closing Date at an exercise price of $2.75 per Warrant Share.

The net proceeds of the Offering will be used for working capital requirements and general corporate purposes.

The Units will be offered by way of a short form prospectus to be filed in all provinces of Canada except Quebec. The Offering is expected to close on May 2, 2019 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSXV and the applicable securities regulatory authorities.

The securities comprising the Units being offered, and the Common Shares issuable on the conversion of the Convertible Debentures and the Warrant Shares issuable on the exercise of the Warrants, have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

About Westleaf Inc.

Westleaf is a vertically integrated cannabis company focused on innovative retail experiences and engaging cannabis brands as well as cultivation, production and extraction of cannabis products. Westleaf is rolling out a national retail footprint for its retail concept Prairie Records, with stores planned for British Columbia, Alberta, Saskatchewan and potentially Ontario. The retail concept leverages the instinctual tie between recreational cannabis and music and redefines the cannabis purchasing experience. The Company also has two significant production facilities under construction and scheduled for completion in 2019. For more information, please visit www.westleaf.com or www.prairierecords.ca.

Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release

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. This news release, forward-looking statements relate, among other things, to the timing and expected closing of the Offering, the use of proceeds of the Offering, the definitive terms of the Units and the securities comprising the Units. 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: risks relating to the ability to obtain or maintain licenses to retail cannabis products; future legislative and regulatory developments involving cannabis; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the labour market generally and the ability to access, hire and retain employees; general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder, court or regulatory approvals, as applicable. 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, Westleaf assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

SOURCE Westleaf Inc.

For further information: Bruce Leslie, VP Corporate Communications, Bruce.leslie@westleaf.com, 403-801-7612

Westleaf joins leading cannabis companies on Horizons Marijuana Life Sciences Index ETF

CALGARY, March 22, 2019 /CNW/ – Westleaf Inc. (TSX-V: WL) (OTCQB:WSLFF) (“Westleaf“), is pleased to announce it has been included on the Horizons Marijuana Life Sciences ETF (“HMMJ“) (“TSX:HMMJ”). HMMJ is an index (or passively managed) ETF, which seeks to replicate, to the extent possible, the performance of the North American Marijuana Index, net of expenses. This index is designed to provide exposure to the performance of a basket of North American publicly listed life sciences companies with significant business activities in the cannabis industry. The North American Marijuana Index selects from a current universe of companies that have operations that may include one or more of biopharmaceuticals, medical manufacturing, distribution, bio-products and other ancillary businesses related to the cannabis industry.

“We believe the inclusion of Westleaf in the HMMJ is validation that we have laid out an appropriate strategy, that we are showing progress in our execution and that the vertical integration business model is the right approach in an industry that is going through early life-cycle changes,” said Scott Hurd, President and CEO of Westleaf.

HMMJ is the world’s first ETF that offers direct exposure to North American listed securities involved in the cannabis industry. The fund is designed to provide exposure to the performance of the North American publicly listed cannabis companies with significant activities. The fund was established in 2017 and currently has net assets of more than $1.03 billion (as of 2019-03-20) and is listed on the TSX.

About Westleaf Inc.

Westleaf is a vertically integrated cannabis company focused on innovative retail experiences and engaging cannabis brands as well as cultivation, production and extraction of cannabis products. Westleaf is rolling out a national retail footprint for its retail concept Prairie Records, with stores planned for British Columbia, Alberta, Saskatchewan and potentially Ontario. The retail concept leverages the instinctual tie between recreational cannabis and music and redefines the cannabis purchasing experience. The Company also has two significant production facilities under construction and scheduled for completion in 2019. For more information, please visit http://localhost:8084 or www.prairierecords.ca.

Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release

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. This news release, forward-looking statements relate, among other things, to: (i) rollout of retail locations; (ii) timing and completion of Westleaf’s production facilities; and (ii) the business and operations of Westleaf. 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: receipt of retail licenses from regulatory bodies and the lifting or loosening of the moratorium on new cannabis retail licenses in Alberta; timing and completion of construction of retail locations; review of facilities by Health Canada and receipt of a license from Health Canada in respect of Westleaf’s production facilities;  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, 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.

SOURCE Westleaf Inc.

For further information: Bruce Leslie, VP Corporate Communications, Bruce.leslie@localhost, 403-801-7612 Or Lauren Steeves, North Strategic, Lauren.steeves@northstrategic.com, 306-717-3253

The opening of Westleaf’s Prairie Records stores in Saskatoon
to celebrate the connection between music and cannabis  

CALGARY, March 21, 2019 /CNW/ – Westleaf Inc. (TSX-V: WL) (OTCQB: WSLFF) (“Westleaf“), is pleased to announce it plans to open two Prairie Records stores in Saskatoon by April 20, in celebration of the day that was synonymous with cannabis legalization activities. Under a license agreement, the two stores are being built out under the Prairie Recordsbrand by the current license holders. Westleaf holds an option to purchase both locations, which it plans to exercise once the Saskatchewan Liquor and Gaming Agency (SLGA) approves the purchase and transfer. Prairie Recordscurrently has a store operating in Warman, Saskatchewan, approximately 20 minutes from Saskatoon.

“Saskatoon and all of Saskatchewan, is proving to be one of the strongest cannabis retail markets in Canada as the sector continues to evolve and mature,” says Scott Hurd, President and CEO of Westleaf. “We have the opportunity to deal directly with licensed producers in stocking our shelves, we are able to sell online across the province through our e-commerce platform, and the ratio of stores to market size make Saskatoon an ideal location to operate cannabis retail.”

The two stores, both in premium locations, are planned to open in time to celebrate April 20^th, the day associated with the push to legalize cannabis. “While Prairie Records creates a unique and totally different cannabis retail experience, we do want to recognize the day that activists used to bring attention to the injustice of the illegalization of cannabis for many years,” noted Adam Coates, Chief Commercial Officer at Westleaf. “We are planning some exciting events around the opening of these stores bringing together the community in celebration of local music and to highlight the relationship with between music and cannabis.”

Highlights

• Premium Locations: The Saskatoon locations, Broadway (720 Broadway Avenue) and Stonebridge (Unit #170 3020 Preston Avenue), are both premium locations in high density, shopping-friendly neighbourhoods. The Broadway location is in one of the city’s densest commercial and entertainment districts and is also close to the University of Saskatchewan, the largest post-secondary institution in the province and one of the largest in Canada;
• Well Defined and Regulated Market: Saskatoon is the 17^th largest metropolitan area in Canada with around 300,000 people in the metropolitan area. The SGLA has approved seven licenses for the market, with Westleaf holding two locations under option to purchase agreements. Westleaf believes the ratio of population to licenses will make Saskatoon one of the best markets to operate cannabis retail in Canada;
• Opening of Prairie Records a Celebration: The opening of the two stores in Saskatoon will celebrate the connection between cannabis and music intrinsic in the Prairie Records brand. Local bands and emerging artists will be highlighted and showcased as part of the opening celebrations;
• Truly Vertically Integrated Company – Westleaf is one of the few truly vertically integrated companies in the Canadian cannabis industry, with assets owned and under development across each vertical of the business, including cultivation, extraction, processing & manufacturing, distribution and wholly owned retail. Westleaf believes that being vertically integrated provides significant optionality and defensively positions the company to protect margins across the life cycle of the industry.

About Prairie Records

Focusing exclusively on densely populated neighborhoods, high traffic areas, and tourist destinations, Prairie Recordsretail stores will be situated in some of the most premium retail locations across the country. The foundation of the retail concept is ingrained with a desire to create a unique cannabis purchasing experience through tactile in-store features and product offerings that celebrate the relationship between music and cannabis. Featuring a planned rollout of up to 50 retail locations across Canada. Westleaf continues to be committed to becoming a leader in the Canadian cannabis retail market.

About Westleaf Inc.

Westleaf is a vertically integrated cannabis company focused on innovative retail experiences and engaging cannabis brands as well as cultivation, production and extraction of cannabis products. Westleaf is rolling out a national retail footprint for its retail concept Prairie Records, with stores planned for British Columbia, Alberta, Saskatchewan and potentially Ontario. The retail concept leverages the instinctual tie between recreational cannabis and music and redefines the cannabis purchasing experience. The Company also has two significant production facilities under construction and scheduled for completion in 2019. For more information, please visit www.westleaf.com or www.prairierecords.ca.

Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release

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. This news release, forward-looking statements relate, among other things, to: (1) the exercising and closing of the option to purchase; (2) timing and opening of the two new retail locations in Saskatoon and planned rollout of other retail locations; (3) timing and completion of Westleaf’s production facilities; (4) receipt of regulatory approval for the purchase and transfer of theSaskatoon locations; and (5) the business and operations of Westleaf. 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: satisfaction of all conditions to the exercise of the option agreements; receipt of approval of the permit application from the SLGA as well as approval from the SLGA for the purchase and transfer of the Saskatoonlocations; receipt of retail licenses from other regulatory bodies and the lifting or loosening of the moratorium on new cannabis retail licenses in Alberta; timing and completion of construction of retail locations; review of facilities by Health Canada and receipt of a licensee from health Canada in respect of Westleaf’s production facilities; general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board 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, 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. 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 release.

SOURCE Westleaf Inc.

For further information: Bruce Leslie, VP Corporate Communications, Bruce.leslie@westleaf.com, 403-801-7612 Or Lauren Steeves, NorthStrategic, Lauren.steeves@northstrategic.com, 306-717-3253