BZAM™ is for seasoned explorers. The ones looking for choice cuts and intriguing flavours. The out of the ordinary and out of this world, but totally within reach. We’re on a mission to keep it interesting, flavourful and fresh with our best-selling vapes and potent infused pre-rolls. Ask for BZAM by name and see where the puff takes you. Inhale to Activate™
-ness™ is all about finding the flavours you love, the flower that speaks to you, and the format that fits your day. From fruity, sweet, and sour cultivars to best-selling vapes and infused pre-rolls in delicious flavours, we’ve got a full menu of good-ness for you to explore. Whether it’s time for happy-ness, still-ness or getting down to busi-ness, anytime is a great time to Explore your -ness™
Highly Dutch Organic™ makes good organic weed for all the moments you want to create. We’re proud to grow some of the finest organic cannabis in living soil at our greenhouse in Ancaster, ON, and we’ve got something for every occasion. Choose from large format options in a rotating selection of cultivars and stock up on some flavourful, high-potency organic flower with bag appeal to match.
Founded in 2018, Jeeter™ is committed to excellence and driven by our mission to create cannabis products that are memorable for their quality and cultural relevance. Our flagship “Baby Jeeter” is a meticulously crafted 0.5g pre-roll infused with liquid diamond enhanced distillate, crowned with a layer of kief and charged with a burst of unparalleled flavour. Our products are a hit with both newcomers and connoisseurs alike.
Cookies™ is the original slow burn. Grown over time with hustle, honesty and authenticity. For us, it’s all about genetics. We have put countless hours of hard work, dedication, passion and love into breeding the best weed possible. Writing the new rules of cannabis and setting the standard around the world. Presenting excellence, quality and taste. Constantly pushing the boundaries and always striving to grow.
DUNN Cannabis™ was BC’s first legal micro-grow. Founded in 2018 and staffed entirely by a legacy team from pheno-hunt to trim, it was built on Robert Logan Dunn’s vision to create an elevated experience focused on expert genetic selection, cultivation and production. Since its inception, DUNN has built a strong reputation as one of the best micro-grows in the country by dropping premium craft products, including infused pre-rolls featuring cultivars from its exclusive catalogue of previously unreleased genetics.
BZAM™ is for seasoned explorers. The ones looking for choice cuts and intriguing flavours. The out of the ordinary and out of this world, but totally within reach. We’re on a mission to keep it interesting, flavourful and fresh with our best-selling vapes and potent infused pre-rolls. Ask for BZAM by name and see where the puff takes you. Inhale to Activate™
-ness™ is all about finding the flavours you love, the flower that speaks to you, and the format that fits your day. From fruity, sweet, and sour cultivars to best-selling vapes and infused pre-rolls in delicious flavours, we’ve got a full menu of good-ness for you to explore. Whether it’s time for happy-ness, still-ness or getting down to busi-ness, anytime is a great time to Explore your -ness™
Highly Dutch Organic™ makes good organic weed for all the moments you want to create. We’re proud to grow some of the finest organic cannabis in living soil at our greenhouse in Ancaster, ON, and we’ve got something for every occasion. Choose from large format options in a rotating selection of cultivars and stock up on some flavourful, high-potency organic flower with bag appeal to match.
Founded in 2018, Jeeter™ is committed to excellence and driven by our mission to create cannabis products that are memorable for their quality and cultural relevance. Our flagship “Baby Jeeter” is a meticulously crafted 0.5g pre-roll infused with liquid diamond enhanced distillate, crowned with a layer of kief and charged with a burst of unparalleled flavour. Our products are a hit with both newcomers and connoisseurs alike.
Cookies™ is the original slow burn. Grown over time with hustle, honesty and authenticity. For us, it’s all about genetics. We have put countless hours of hard work, dedication, passion and love into breeding the best weed possible. Writing the new rules of cannabis and setting the standard around the world. Presenting excellence, quality and taste. Constantly pushing the boundaries and always striving to grow.
DUNN Cannabis™ was BC’s first legal micro-grow. Founded in 2018 and staffed entirely by a legacy team from pheno-hunt to trim, it was built on Robert Logan Dunn’s vision to create an elevated experience focused on expert genetic selection, cultivation and production. Since its inception, DUNN has built a strong reputation as one of the best micro-grows in the country by dropping premium craft products, including infused pre-rolls featuring cultivars from its exclusive catalogue of previously unreleased genetics.
Please see Our Brands.
Please see Nos Marques.
Stock Symbol
SYMBOLE BOURSIER
Press Releases
BZAM Obtains Creditor Protection to Pursue Restructuring and Sales Process
February 29, 2024
READ MORE →BZAM completes acquisition of Final Bell’s Canadian Operation; Adding Final Bell Holdings International as Strategic Shareholder
January 8, 2024
READ MORE →BZAM to Acquire Final Bell’s Canadian Operation, forming 5th Largest Canadian L.P.; Adding Final Bell Holdings International as Strategic Shareholder
December 6, 2023
READ MORE →BZAM Ltd. & 4C LABS Conclude Strategic Distribution Agreement for the UK Market
October 31, 2023
READ MORE →BZAM Ltd. Secures Loan Facility from Chairman and Largest Shareholder’s Investment Holding Company; Terminates Previously Announced Brokered Private Placement of Units
October 30, 2023
READ MORE →BZAM LTD. Announces $2 Million Brokered Private Placement Led by Chairman and Largest Shareholder
October 2, 2023
READ MORE →BZAM LTD. Completes Final Phase of Post-Merger Synergy Plan; Provides Positive Outlook
September 19, 2023
READ MORE →BZAM Ltd. to Release Second Quarter 2023 Financial Results on August 24, 2023
August 18, 2023
READ MORE →BZAM LTD. Announces Closing of Previously Announced Purchase of Shares of BZAM Cannabis Corp.
August 10, 2023
READ MORE →BZAM Ltd. Completes Sale of Galaxie and Announces Amendment of Credit Agreement
July 4, 2023
READ MORE →BZAM Ltd. Announces Closing of Previously Announced Non-Brokered Private Placement
June 9, 2023
READ MORE →BZAM Ltd. Reports First Quarter 2023 Financial Results; Achieves Record Revenues
May 30, 2023
READ MORE →BZAM Ltd. & 4C LABS Conclude Strategic Distribution Agreement for the UK Market
May 23, 2023
READ MORE →BZAM Ltd. Announces Chairman to Invest an Additional $5,000,000 through a Non-Brokered Private Placement
May 19, 2023
READ MORE →BZAM Ltd. Reports Fourth Quarter and Fiscal Year 2022 Results and New Director Appointments
April 28, 2023
READ MORE →BZAM Ltd. Fourth Quarter and Full Year 2022 Financial Results Release Date Revised
April 25, 2023
READ MORE →The Green Organic Dutchman Announces Effective Date of Name Change to BZAM Ltd. And New Appointment to its Board of Directors
February 21, 2023
READ MORE →The Green Organic Dutchman Announces Release of Escrowed Shares and New Share Issuance
January 23, 2023
READ MORE →The Green Organic Dutchman Holdings Ltd. Announces Closing of Previously Announced Marketed Public Offering of Units
December 22, 2022
READ MORE →The Green Organic Dutchman Holdings Ltd. Announces $6 Million Marketed Public Offering Of Units
December 15, 2022
READ MORE →The Green Organic Dutchman To Release Q3 Financial Results On November 23rd 2022
November 18, 2022
READ MORE →The Green Organic Dutchman Completes Strategic Merger with BZAM Cannabis
November 4, 2022
READ MORE →The Green Organic Dutchman Enters Into a Definitive Agreement To Merge With BZAM Cannabis
October 19, 2022
READ MORE →The Green Organic Dutchman launches exciting new products Fall 2022 in British Columbia, Alberta & Ontario
September 21, 2022
READ MORE →The Green Organic Dutchman Reports Record Monthly & Quarterly Revenue, Reports Second Quarter 2022 Results
August 29, 2022
READ MORE →TGOD Celebrates Strong Performance of Organic Maple Kush with Canada Day Celebration
June 28, 2022
READ MORE →The Green Organic Dutchman Starts Year with Record Quarterly Revenue, Reports First Quarter 2022 Results
May 25, 2022
READ MORE →The Green Organic Dutchman Holdings to Release Q1 2022 Financial Results on May 25th
May 18, 2022
READ MORE →The Green Organic Dutchman Announces Raise of Additional Working Capital Through Asset Sale
May 17, 2022
READ MORE →The Green Organic Dutchman Secures Additional $4 Million Increase to Term Portion of Credit Facility
May 2, 2022
READ MORE →The Green Organic Dutchman Reports Fourth Quarter and Fiscal Year 2021 Financial Results
April 5, 2022
READ MORE →The Green Organic Dutchman to Release Q4 and Year-End 2021 Financial Results on April 5th 2022
March 22, 2022
READ MORE →The Green Organic Dutchman Announces Appointment of Louis Sterling as Independent Board Member
December 21, 2021
READ MORE →The Green Organic Dutchman Announces Changes to Senior Sales Team Following Galaxie Acquisition
December 9, 2021
READ MORE →The Green Organic Dutchman Completes Strategic Acquisition of Galaxie Brands Corporation
November 18, 2021
READ MORE →TGOD Signs Agreement with Acosta Canada for Dedicated Sales Force Representation to Drive Increased Market Penetration
November 4, 2021
READ MORE →The Green Organic Dutchman Enters Into a Definitive Agreement To Grow Through A Strategic Acquisition
November 1, 2021
READ MORE →The Green Organic Dutchman Announces First Shipment of Medical Cannabis to Australia
October 19, 2021
READ MORE →TGOD Expands Distribution of Highly Dutch Amsterdam Sativa 28g to Ontario
October 14, 2021
READ MORE →The Green Organic Dutchman Renews Canadian Credit Facility until June 2023
September 30, 2021
READ MORE →TGOD Announces Update on Listing Application on the Canadian Securities Exchange and Voluntary Delisting from the Toronto Stock Exchange
September 10, 2021
READ MORE →TGOD Announces Conditional Approval of Listing Application on the Canadian Securities Exchange and Pending Voluntary Delisting from the Toronto Stock Exchange
August 26, 2021
READ MORE →The Green Organic Dutchman Completes First International Cannabis Shipment
August 25, 2021
READ MORE →The Green Organic Dutchman Holdings to Release Second Quarter 2021 Financial Results
August 5, 2021
READ MORE →The Green Organic Dutchman Announces Preliminary Unaudited Second Quarter 2021 Revenue, Appoints Chief Growth Officer
July 15, 2021
READ MORE →The Green Organic Dutchman Closes Sale of its Quebec Facility, and retires Senior Term Debt
June 23, 2021
READ MORE →The Green Organic Dutchman Signs Sale Agreement and Leaseback for its Quebec Facility
June 10, 2021
READ MORE →COMMUNIQUÉS DE PRESSE
BZAM Obtains Creditor Protection to Pursue Restructuring and Sales Process
29 février 2024
LIRE LA SUITE (en anglais) →BZAM Announces Departure of its Chief Financial Officer
25 janvier 2024
LIRE LA SUITE (en anglais) →BZAM enters into Second Amended and Restated Credit Agreement
9 janvier 2024
LIRE LA SUITE (en anglais) →BZAM completes acquisition of Final Bell’s Canadian Operation; Adding Final Bell Holdings International as Strategic Shareholder
8 janvier 2024
LIRE LA SUITE (en anglais) →BZAM to Acquire Final Bell’s Canadian Operation, forming 5th Largest Canadian L.P.; Adding Final Bell Holdings International as Strategic Shareholder
6 décembre 2023
LIRE LA SUITE (en anglais) →BZAM Ltd. & 4C LABS Conclude Strategic Distribution Agreement for the UK Market
31 octobre 2023
LIRE LA SUITE (en anglais) →BZAM Ltd. Secures Loan Facility from Chairman and Largest Shareholder’s Investment Holding Company; Terminates Previously Announced Brokered Private Placement of Units
30 octobre 2023
LIRE LA SUITE (en anglais) →BZAM LTD. Announces $2 Million Brokered Private Placement Led by Chairman and Largest Shareholder
2 octobre 2023
LIRE LA SUITE (en anglais) →BZAM LTD. Completes Final Phase of Post-Merger Synergy Plan; Provides Positive Outlook
19 septembre 2023
LIRE LA SUITE (en anglais) →BZAM Ltd. to Release Second Quarter 2023 Financial Results on August 24, 2023
18 août 2023
LIRE LA SUITE (en anglais) →BZAM LTD. Announces Closing of Previously Announced Purchase of Shares of BZAM Cannabis Corp.
10 août 2023
LIRE LA SUITE (en anglais) →BZAM Completes Sale of its Midway, British Columbia, Facility
9 août 2023
LIRE LA SUITE (en anglais) →BZAM LTD. to Purchase Additional Shares of BZAM Cannabis Corp.
25 juillet 2023
LIRE LA SUITE (en anglais) →BZAM LTD. to Purchase Additional Shares of BZAM Cannabis Corp.
13 juillet 2023
LIRE LA SUITE (en anglais) →BZAM Ltd. Completes Sale of Galaxie and Announces Amendment of Credit Agreement
4 juillet 2023
LIRE LA SUITE (en anglais) →BZAM ltée annonce la clôture du placement privé sans l’entremise d’un courtier précédemment annoncé
9 juin 2023
LIRE LA SUITE (en anglais) →BZAM ltée annonce ses résultats financiers pour le premier trimestre de 2023 et enregistre son plus haut chiffre d’affaires
30 mai 2023
LIRE LA SUITE (en anglais) →BZAM ltée publiera ses résultats financiers du premier trimestre de 2023 le 30 mai 2023
25 mai 2023
LIRE LA SUITE (en anglais) →BZAM ltée et 4C LABS concluent un accord de distribution stratégique pour le marché britannique
23 mai 2023
LIRE LA SUITE (en anglais) →BZAM ltée annonce que le président investira un montant supplémentaire de 5 M$ dans le cadre d’un placement privé sans l’entremise d’un courtier
19 mai 2023
LIRE LA SUITE (en anglais) →BZAM annonce l’émission d’actions en règlement d’une dette et l’octroi d’options d’achat d’actions
3 mai 2023
LIRE LA SUITE (en anglais) →BZAM ltée annonce ses résultats financiers pour le quatrième trimestre et pour l’exercice de 2022, ainsi que la nomination de nouvelles administratrices
28 avril 2023
LIRE LA SUITE (en anglais) →BZAM ltée modifie la date de publication de ses résultats financiers du dernier trimestre de 2022 et de l’année entière
25 avril 2023
LIRE LA SUITE (en anglais) →BZAM ltée publiera ses résultats financiers pour l’exercice 2022 le 26 avril 2023
29 mars 2023
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce la date d’entrée en vigueur de son nouveau nom d’entreprise, BZAM ltée, et la nomination d’un nouvel administrateur au conseil d’administration
21 février 2023
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce son nouveau nom d’entreprise et le nouveau directeur du conseil d’administration
25 janvier 2023
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce la libération d’actions incessibles et l’émission de nouvelles actions
23 janvier 2023
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce la nomination d’un nouvel administrateur au conseil
11 janvier 2023
LIRE LA SUITE (en anglais) →The Green Organic Dutchman Holdings ltée annonce la clôture d’un appel public à l’épargne commercialisé visant des parts annoncé antérieurement
22 décembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman Holdings ltée annonce un appel public à l’épargne commercialisé d’une valeur de 6 millions de dollars visant des parts
15 décembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce l’émission d’actions en règlement d’une dette
30 novembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce l’octroi d’options d’achat d’actions et d’unités d’actions incessibles
25 novembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman déclare ses résultats pour le troisième trimestre de 2022
23 novembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman publiera ses résultats financiers du troisième trimestre le 23 novembre 2022
18 novembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman conclut sa fusion stratégique avec BZAM Cannabis
4 novembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman signe un accord définitif de fusion avec BZAM Cannabis
19 octobre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman lance de nouveaux produits très intéressants pour l’automne 2022 en Colombie-Britannique, en Alberta et en Ontario
21 septembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman conclut la vente de sa filiale HemPoland
6 septembre 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman enregistrant son plus haut chiffre d’affaires mensuel et trimestriel déclare ses résultats pour le deuxième trimestre de 2022
29 août 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce le départ de sa directrice financière
12 juillet 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman présente ses nouveaux produits pour l’été 2022, distribués par la Société ontarienne du cannabis
7 juillet 2022
LIRE LA SUITE (en anglais) →TGOD profite de la fête du Canada pour souligner les bonnes ventes de Maple Kush biologique
28 juin 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce l’octroi d’options d’achat d’actions
27 mai 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman commence l’année avec son plus haut chiffre d’affaires trimestriel à ce jour selon ses résultats pour le premier trimestre de 2022
25 mai 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman Holdings publiera ses résultats financiers du premier trimestre de 2022 le 25 mai prochain
18 mai 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce la levée d’un fonds de roulement supplémentaire par la vente d’actifs
17 mai 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman obtient une facilité de crédit supplémentaire de 4 millions de dollars sur la tranche à terme
2 mai 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman lance une ligne téléphonique pour la journée mondiale du cannabis le 20 avril
14 avril 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce l’octroi d’options d’achat d’actions et d’unités d’actions incessibles
7 avril 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman déclare ses résultats financiers pour le quatrième trimestre et pour l’exercice 2021
5 avril 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman publiera ses résultats financiers pour le quatrième trimestre et pour l’exercice 2021 le 5 avril 2022
22 mars 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman obtient une facilité de crédit supplémentaire de 5 millions de dollars
10 mars 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman nomme une nouvelle directrice financière
1 février 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman nomme Chris Schnarr au conseil d’administration
24 janvier 2022
LIRE LA SUITE (en anglais) →The Green Organic Dutchman nomme Louis Sterling comme administrateur indépendant au conseil d’administration
21 décembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce un remaniement de l’équipe de direction des ventes à la suite de l’acquisition de Galaxie
9 décembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce l’octroi d’options d’achat d’actions et d’unités d’actions incessibles
2 décembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce une modification à la convention de crédit
30 novembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman déclare ses résultats financiers pour le troisième trimestre de 2021
24 novembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman conclut son acquisition stratégique de Galaxie Brands Corporation
18 novembre 2021
LIRE LA SUITE (en anglais) →TGOD signe un accord avec Acosta Canada pour créer une force de vente spécialisée afin d’accroître sa pénétration du marché
4 novembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman signe un accord définitif d’acquisition stratégique pour stimuler la croissance
1 novembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce sa première livraison de cannabis médicinal en Australie
19 octobre 2021
LIRE LA SUITE (en anglais) →TGOD étend la distribution de Highly Dutch Amsterdam Sativa 28 g en Ontario
14 octobre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman renouvelle sa facilité de crédit jusqu’en juin 2023
30 septembre 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman fait le point sur la transition de l’installation de Valleyfield
27 septembre 2021
LIRE LA SUITE (en anglais) →TGOD annonce une nouvelle sur sa demande d’admission à la cote auprès de la Bourse canadienne des valeurs mobilières et sa radiation volontaire de la cote à la Bourse de Toronto
10 septembre 2021
LIRE LA SUITE (en anglais) →TGOD annonce l’approbation conditionnelle de sa demande d’admission à la cote auprès de la Bourse canadienne des valeurs mobilières et sa radiation volontaire imminente de la cote à la Bourse de Toronto
26 août 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman effectue un premier envoi de cannabis à l’international
25 août 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman déclare ses résultats financiers pour le deuxième trimestre de 2021
11 août 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman publiera ses résultats financiers pour le deuxième trimestre de 2021
5 août 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce son chiffre d’affaires préliminaire non vérifié pour le deuxième trimestre de 2021 et nomme une directrice de la croissance
15 juillet 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman annonce les résultats du vote de l’assemblée annuelle générale et extraordinaire de 2021
29 juin 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman conclut la vente de son installation au Québec et rembourse son principal emprunt à terme
23 juin 2021
LIRE LA SUITE (en anglais) →The Green Organic Dutchman signe une convention d’achat-vente avec clause de cession-bail pour son installation au Québec
10 juin 2021
LIRE LA SUITE (en anglais) →
VANCOUVER, British Columbia / TORONTO, Ontario, February 29, 2024 – BZAM Ltd. (“BZAM”) (CSE:BZAM; US-OTC:BZAMF) announced today that BZAM and its Canadian subsidiaries (collectively, the “BZAM Group”) have been granted an order (the "Initial Order") from the Ontario Superior Court of Justice (Commercial List) (the "Court") under the Companies’ Creditors Arrangement Act (the “CCAA”), in order to restructure their business and financial affairs. The Initial Order also extends certain protections to, among others, BZAM's foreign subsidiaries (the "Non-Applicant Stay Parties").
Due to, among other things, margin pressures caused by significant competition and the fragmentation of the cannabis industry, and financial underperformance and pressures resulting from obligations owing to creditors, the BZAM Group has been unable to generate positive cash flows and has incurred cumulative losses. After careful consideration of all available alternatives, the board of directors of each member of the BZAM Group determined that it was in the best interest of the BZAM Group and its stakeholders to seek creditor protection under the CCAA.
The Initial Order provides for, among other things, a stay of proceedings in favour of the BZAM Group and the Non-Applicant Stay Parties, the approval of debtor-in-possession financing ("DIP Financing") and the appointment of FTI Consulting Canada Inc. as monitor of the BZAM Group (in such capacity, the "Monitor"). In addition, the Initial Order provides BZAM with relief from certain reporting obligations under securities legislation and stock exchange rules.
Bennett Jones LLP is acting as counsel the BZAM Group in its CCAA proceedings.
The stay of proceedings and DIP Financing will provide the BZAM Group with the time and stability required to consider potential restructuring transactions and maximize the value of its assets for the benefit of its creditors and other stakeholders. This may include the sale of all or substantially all of the business or assets of the BZAM Group through a court-supervised sales process.
In that regard, the BZAM Group intends to seek Court approval to launch a sale and investment solicitation process for its business and assets (the "SISP") on or around March 8, 2024. The SISP is expected to be administered by the BZAM Group and the Monitor. In connection with the SISP, BZAM expects to enter into a transaction with an entity related to an existing creditor and significant stakeholder of the company to acquire substantially all of the business and assets of the BZAM Group (the "Stalking Horse Transaction"). The Stalking Horse Transaction is expected to act as the stalking horse bid in the SISP. Additional details in respect of the SISP and the proposed Stalking Horse Transaction will be disclosed shortly.
In addition, BZAM also announced that Kay Jessel resigned from the board of BZAM prior to the board resolving to commence proceedings under the CCAA.
The business operations of the BZAM Group will not be interrupted as a result of the CCAA proceedings. It is expected that the BZAM Group will emerge from creditor protection as a stronger company with a healthier balance sheet.
The Canadian Securities Exchange (the "CSE") may halt trading of BZAM’s common shares and warrants for a period of time and, as a result of having filed for protection under the CCAA, will place BZAM under delisting review.
Additional information regarding the CCAA proceedings – including all of the Court materials filed in the CCAA proceedings – may be found at the Monitor's website: http://cfcanada.fticonsulting.com/bzam/
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US–OTC: BZAMF) is a leading Canadian cannabis producer. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, as well as partner brands Jeeter, Cookies, Sherbinskis, Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM's shares and certain BZAM warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", "BZAM.WA", and "BZAM.WB" respectively. The BZAM Shares trade in the U.S. on the OTCQX under the symbol "BZAMF".
For further information about BZAM and the CCAA proceedings, please contact the Monitor:
FTI Consulting Canada Inc.
Phone: 416-649-8065
Toll Free: 1-833-446-7441
Email: bzam@fticonsulting.com
or
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Forward-Looking Information and Statements
This news release contains "forward-looking information" within the meaning of applicable securities laws. Any such forward-looking statements may be identified by words such as "will", "expects", "anticipates", "intends", "contemplates", "believes", "projects", "plans" and similar expressions. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements in this release include statements regarding: BZAM's expectation that the business operations of the BZAM Group will not be interrupted as a result of the CCAA proceedings; BZAM's belief that the stay of proceedings and DIP Financing will provide the BZAM Group with the time and stability required to consider potential restructuring transactions and maximize the value of its assets for the benefit of its creditors and other stakeholders; BZAM's intention to effect the SISP; and the trading and listing of BZAM's common shares and warrants. Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; delay or failure to receive creditor or regulatory approvals; the ability to complete any future potential transactions in connection with the SISP in CCAA proceedings and the terms and conditions thereof; the availability of DIP Financing; the application of federal, state, provincial, county and municipal laws; the impact of increasing competition; those additional risks set out in BZAM’s public documents filed on SEDAR at www.sedarplus.com. Although BZAM believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, BZAM disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Vancouver, British Columbia, January 25, 2024 – BZAM Ltd. ("BZAM") (CSE: BZAM) (US-OTC: BZAMF) announced today that Sean Bovingdon, Chief Financial Officer, will be leaving his position on April 30, 2024 to pursue other opportunities. He will remain in his role to ensure a smooth transition, including through the announcement of the Company's results for the fiscal year ending December 31, 2023. In conjunction with transition, he will be stepping down from the Board of Directors effective immediately. Matt Milich, BZAM’s Chief Executive Officer, will be joining the Board as management representative to fill the vacancy.
"On behalf of the Board of Directors and the entire BZAM team, I would like to thank Sean for his dedication to BZAM. We wish him every success in his future endeavors," said Mr. Milich.
The Corporation has commenced a formal search process for a new Chief Financial Officer.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, as well as partner brands Jeeter, Cookies, Sherbinskis, Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
The BZAM Shares and certain BZAM warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. The BZAM Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO, BZAM
778-655-6335
BZAM enters into Second Amended and Restated Credit Agreement
Vancouver, British Columbia, January 9, 2024 – BZAM Ltd. ("BZAM") (CSE: BZAM) (US-OTC: BZAMF) is pleased to announce that, following the completion of the acquisition of all of the issued and outstanding shares of Final Bell Canada Inc. (“FBC”) from Final Bell Holdings International Ltd. (“FBHI”) (the “Transaction”), BZAM, through its wholly owned subsidiary The Green Organic Dutchman Ltd, has today entered into a Second Amended and Restated Credit Agreement (the “SARCA”) with its Canadian lender to incorporate the assets of FBC into the security collateral and, amongst other things: (i) amend the EBITDA financial covenant to take effect on a rolling three month average basis; (ii) repay $1 million on the fixed portion of the facility from the proceeds of sale of the Edmonton property, such repayment amount then becoming available under the revolving portion of the facility and (iii) allow for the unsecured promissory note issued to Final Bell Holdings Inc., the prior affiliate of FBC. All other terms of its amended and restated credit agreement dated September 29, 2021 (as amended) not specifically amended will remain materially the same as before.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Jeeter, Cookies, Sherbinskis, Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
The BZAM Shares and certain BZAM warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. The BZAM Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO, BZAM
778-655-6335
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Vancouver, British Columbia, January 8, 2024 – BZAM Ltd. ("BZAM") (CSE: BZAM) (US-OTC: BZAMF) is pleased to announce that, further to the news release dated December 6, 2023, it has completed the acquisition of all of the issued and outstanding shares of Final Bell Canada Inc. (“FBC”) from Final Bell Holdings International Ltd. (“FBHI”) (the “Transaction”). The Transaction combines BZAM’s cultivation, production, and sales infrastructure with the portfolio of international brands that Final Bell is bringing to market in Canada.
The combination of BZAM and FBC creates a Canadian cannabis powerhouse, significantly advancing core tenants of BZAM’s mission: (i) to deliver the brands and products consumers want; and (ii) to be a favoured partner of the retailer community nationwide.
“It has been our vision to be Canada’s favourite source for cannabis. Bringing FBC under the BZAM umbrella takes us forward in realizing this vision as we combine our broad flower and 2.0 product portfolio with some of the biggest international brands and products in the cannabis universe including Jeeter, Cookies, Sherbinskis, and our existing Canadian JV partner Wyld,” said Matt Milich, BZAM’s CEO.
Pursuant to the Transaction, FBHI, the sole shareholder of FBC, has received 90,000,000 common shares of BZAM (the “BZAM Shares”) at a deemed price of $0.15 per BZAM Share, representing approximately one-third of the issued and outstanding shares of BZAM following the closing of the Transaction. The BZAM Shares issued to FBHI are subject to a lock-up, with 1/3 of the BZAM Shares being released on the 4-month, 8-month, and 12-month anniversaries of the date of issuance of such shares. As part of the Transaction, FBC will retain an unsecured promissory note issued to FBHI, or an affiliate, in the amount of $8 million, bearing zero percent interest until March 31, 2025 and ten percent interest thereafter until the maturity date of June 15, 2027.
As part of the Transaction, Greg Boone has joined BZAM as President and Jennifer Maccarone has joined as VP of Operations, while Christy Zhou assumes the role of Chief Legal Officer at BZAM. Matt Milich will remain as Chief Executive Officer of BZAM.
In addition, FBHI appointed a nominee, being Kay Jessel, to the board of directors of BZAM (the “Board”), joining existing BZAM board members Bassam Alghanim, who continues as Chair of the Board, Chris Schnarr, Sherry Tross, Keith Merker, Wendy Kaufman, and Sean Bovingdon.
Kay Jessel is an experienced economist, asset manager and investment banker, with a track-record of successful capital markets transactions and strategic advisory services for corporations, creditors, and equity owners. Mr. Jessel has held director positions in public and private companies in North America and Europe, including Fila Golf, Inc., HeartForce Medical Inc. and Biokronix Inc. Mr. Jessel also co-founded Melchior Kapital AG, a prominent Swiss-German portfolio asset management company specializing in venture capital. His experience has been leveraged by companies worldwide to raise approximately a quarter of a billion dollars in financing. At FBHI, he serves as Executive Director, generally overseeing operations, securityholder communications/investor relations, and fund-raising. Mr. Jessel holds a Diplom-Kaufmann degree from Hamburg University, which is equivalent to an MBA.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, as well as partner brands Jeeter, Cookies, Sherbinskis, Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
The BZAM Shares and certain BZAM warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. The BZAM Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO, BZAM
778-655-6335
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about BZAM being a Canadian cannabis powerhouse, success in the advancement of BZAM’s mission, and the offering of any particular products or brands by the Company in any jurisdiction. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Vancouver, British Columbia and Van Nuys, California, December 6, 2023 – Building on a mutual strategy of delivering the best portfolio of cannabis products to consumers, BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (US-OTC: BZAMF) has entered into a definitive share exchange agreement dated December 5, 2023, (the “Agreement”) to acquire Final Bell Canada Inc. (“FBC”) from Final Bell Holdings International Ltd. (“FBHI”), the companies announced today (the “Transaction”).
Under the terms of the Agreement, FBHI, the sole shareholder of FBC, will receive 90,000,000 common shares of BZAM at a deemed price of $0.15 per share, representing approximately one-third of the issued and outstanding shares of BZAM (the “BZAM Shares”) following the closing of the Transaction (the “Closing”), which is anticipated to occur on or about December 18, 2023, subject to customary closing conditions. BZAM will also enter into a supply agreement under which FBHI’s wholly owned subsidiary, 14th Round Inc., will continue to provide industry leading child-resistant packaging, high-tech vaporization hardware, and pre-roll cones to BZAM.
“This Transaction combines BZAM’s cultivation, production, and sales infrastructure with the exceptional portfolio of international brands that Final Bell has brought to market in Canada. FBHI, together with Greg Boone and his team at FBC, have done an incredible job introducing the biggest names in cannabis to Canadian consumers and creating significant value in the process. We are pleased to bring this team and these brands to BZAM,” said Matt Milich, Chief Executive Officer of BZAM. “This combination also brings in FBHI as an invaluable strategic shareholder to the Company, which creates additional opportunities for long term growth and value creation.”(2)
“This combination places the combined entity as the 5th largest Canadian L.P. on a proforma basis”(1)(2) said Robert Meyer, CEO of FBHI. “BZAM’s demonstrated prowess in the Canadian marketplace, coupled with our brand portfolio and packaging and hardware innovation are a recipe for continued growth with many competitive advantages.”(2)
“We are proud of the work we have done to bring many of the leading cannabis brands from California to Canada and I am excited to continue the work of developing those brands under the BZAM umbrella with the incredible resources BZAM brings to the table,” said Greg Boone, CEO of FBC.
As part of the Transaction, Greg Boone will join BZAM as President and Jennifer Maccarone will join as VP of Operations. FBC’s Chief Legal Officer Christy Zhou will assume the same role at BZAM, and Lana MacKenzie will also take on a senior role within BZAM. Matt Milich will remain as CEO of BZAM. In addition, FBHI will be entitled to appoint a new member to BZAM’s board of directors.
Further to the Transaction, the combined Company will be the Canadian home of some of the most recognizable international brands in the cannabis industry – including Cookies, Sherbinskis, and Wyld.
Transaction Details
In consideration for all the issued and outstanding common shares of FBC, upon Closing, BZAM will issue 90,000,000 BZAM Shares to FBHI, representing an ownership stake of approximately 33% of the combined Company following Closing. This Transaction does not constitute a fundamental or significant acquisition under CSE Policy.
In accordance with the terms of the Agreement, FBHI will enter into a contractual lock-up agreement, whereby the BZAM Shares received at Closing shall be subject to a lock-up, with 1/3 of being released on the 4-month, 8-month, and 12-month anniversaries of the date such shares are issued. As part of the Transaction, FBC will retain a promissory note issued to FBHI in the amount of $4 million, bearing zero percent interest, maturing March 31, 2025, and subordinate to BZAM’s current credit facility.
The Transaction is expected to achieve significant cost synergies through the reduction of selling, general and administrative expense, as well as supply chain and distribution integration and optimization.(2)
Clarus Securities Inc. acted as the exclusive financial advisor to BZAM, with compensation of 3% of the purchase price, equating to 2,700,000 common shares of BZAM, to be issued upon successful completion of the Transaction.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
About Final Bell International Ltd.
Final Bell enables innovation at scale for the cannabis industry. Founded by experienced cannabis industry operators, Final Bell offers an owned, end-to-end supply chain solution that allows leading cannabis brands to quickly move products from concept to shelf, across multiple geographies, while maintaining the quality and experience their customers demand. Its hardware and packaging division, 14TH Round Inc., delivers the most advanced vaporization devices and child-resistant packaging solutions to market.
Notes:
(1) Based on estimated retail sales from HyFire Analytics for calendar Q3 2023.
(2) This is forward-looking information and based on a number of assumptions. See "Cautionary Statements". This target, and the related assumptions, involve known and unknown risks and uncertainties that may cause actual results to differ materially. While BZAM and FBC believe there is a reasonable basis for this target, such target may not be met. Actual results may vary and differ materially from the targets.
CONTACT INFORMATION
Matt Milich, CEO, BZAM
778-655-6335
Kay Jessel, Executive Director, Final Bell Holdings International Ltd.
604-365-6099
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about the timing and achievement of closing of the Transaction, statements about the Company becoming the fifth largest Canadian licensed producer, statements about future revenue, statements about cost synergies and overhead reductions, statements about future production and manufacturing, statements about achievement of value for shareholders, statements about reduction in cost of goods sold and general and administrative expenses, statements about the offering of any particular products by the Company in any jurisdiction, statements regarding the future performance or future growth of the Company, statements about future development and delivery of products of the Company, and statements about the level of demand for Company’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC and TORONTO, ON, November 30, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, announces that the Company has granted options (each, an “Option”) to purchase an aggregate of up to 105,000 Common Shares to certain employees of the Company. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.14. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”).
A copy of the Option Plan is available under the Company’s SEDAR profile at www.sedarplus.ca.
About BZAM
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com
CONTACT INFORMATION
Matt Milich, CEO; mmilich@bzam.com; 778-655-6335
Sean Bovingdon, CFO; sbovingdon@bzam.com; 844-256-2926
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC and TORONTO, ON, November 28, 2023 - BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce its financial and operating results for the three and nine month period ended September 30, 2023. These filings are available for review on the Company’s SEDAR profile at www.sedarplus.ca. All financial information is provided in Canadian dollars except where otherwise indicated.
Q3 2023 Highlights:
- Achieved quarterly net revenues of $21.0 million for Q3 2023, an increase of 112% from Q3 2022, and a 9% increase from Q2 2023;
- Maintained adjusted G&A Expenses at 22% of gross revenue in Q3 2023, a reduction of 30% vs. Q3 2022, and almost flat with the 21% in Q2 2023;
- Implemented the final phase of the post-merger synergy plan to monetize redundant facilities, clean up inventory, and reduce expenses;
- Initiated deliveries further to various export agreements in three international markets, leveraging the Company’s EU-EMP certification obtained in Q2 2023.
Management Commentary:
Matt Milich, CEO, stated, “In Q3 we completed our extensive post-merger facility consolidation and cost reduction program, while rationalizing a number of low margin SKUs, which we expect to positively impact our operating metrics going forward.”
Q3 2023 Financial Highlights:
Net revenue: Net revenue increased by 112% compared to Q3 2022, primarily driven by the expansion in the Company’s brand and product portfolio resulting from the merger between BZAM Holdings Inc. and The Green Organic Dutchman Holdings Ltd (the “BZAM Transaction”). Relative to Q2 2023, net revenues were 9% higher. The quarter-on-quarter increase in net revenues was driven by increased sales of Highly Dutch flower, -ness vapes, and BZAM infused pre-rolls, partly offset by the planned discontinuation of some low margin SKUs.
Direct Gross Profit: Direct Gross Profit for the quarter was 8% before changes in fair value of biological assets, compared to 6% in Q3 2022 and 16% in Q2 2023. The decrease from Q2 2023 was primarily due to inventory cost provisions and the clean-up of old inventory through sales at or below cost.
Adjusted General and Administrative Expenses (“G&A”): Adjusted G&A increased year-over-year by $2.5 million or 59% primarily due to the BZAM Transaction, and increased by $0.51 million from Q2, 2023, or 8%. As a percentage of gross revenue, the Adjusted G&A was 22% in Q3, 2023, a decrease from 30% of gross revenue in Q3, 2022, and on par with the 21% of gross revenue in Q2, 2023.
Loss from Operations: Loss from operations was $12.9 million in Q3 2023, compared to $8.7 million for Q3 2022, and $12.1 million in Q2, 2023, with the increase in loss primarily driven by higher net inventory provisions, and the restructuring and termination costs incurred in Q3 2023.
Q3 Operational Highlights:
Maximizing Facility Utilization: The Company continues to concentrate activities at its core facilities to maximize utilization and overhead absorption. In September, the Company implemented the final phase of its post-merger synergy plan, which included: (i) eliminating redundant facilities, (ii) realigning the Company’s production activities across its two core sites in Ancaster, ON and Pitt Meadows, BC to maximize efficiencies, and (iii) reducing selling, general and administrative (“SG&A”) expenses to achieve its goal of positive EBITDA.
International Distribution:
In Q3 2023, the Company received orders under its international distribution agreements in Germany, Australia, and the United Kingdom following on receipt of its EU-GMP certification in Q2 2023. As of October 31, 2023, the Company had delivered export orders to those three markets totaling $1.05M.
Capital:
- Post quarter end, the Company secured $1.79 million in borrowing from Stone Pine Capital Ltd. (“Stone Pine”), a company controlled by the Company’s largest shareholder and current Chairman. The promissory notes bear interest at Prime plus 8.0%, mature no earlier than January 31, 2025, and are subordinate to the Company’s Senior Credit Facility.
- On October 27, 2023, the Company entered into a Waiver Agreement with its lender, waiving the covenant requiring positive EBITDA until January 31, 2024.
About BZAM:
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Sean Bovingdon
sbovingdon@bzam.com
844-256-2926
Non-IFRS Financial Measures
This Press Release contains certain financial and operational performance measures that are not recognized or defined under IFRS (the “Non-IFRS Measures”). As there are no standardized methods of calculating these Non-IFRS Measures, the Company’s approaches may differ from those used by others, and this data may not be comparable to similar data presented by other licensed producers of cannabis and cannabis companies. As such, users are cautioned that these measures should not be construed as alternatives to measures determined in accordance with IFRS, including net income (loss) and gross profit, as measures of profitability or as alternatives to the Company’s IFRS-based Consolidated Financial Statements. For an explanation of these measures to related comparable financial information presented in the Consolidated Financial Statements prepared in accordance with IFRS, refer to the discussion below.
The Company believes that these Non-IFRS Measures are useful indicators of operating performance and are specifically used by management to assess the financial and operating performance of the Company. These Non-IFRS Measures include, but are not limited, to the following:
- “Direct Gross Profit” is calculated by subtracting cost of sales, before the effects of (i) unrealized gain (loss) on changes in fair value of biological assets; (ii) realized fair value on inventories sold; and (iii) provisions and impairment of inventories and biological assets. Gross margin before fair value adjustments percentage is calculated by dividing gross margin before fair value adjustments (defined above) by net revenue. Management believes that these measures provide useful information to assess the profitability of our cannabis operations as it excludes the effects of non-cash fair value adjustments on inventory and biological assets, which are required by IFRS.
- “Adjusted G&A” is a Non-IFRS Measure used by management that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. Management defines Adjusted G&A as general and administrative expenses less termination costs, restructuring costs and any one-off expenses incurred.
Non-IFRS Measures should be considered together with other data prepared in accordance with IFRS to enable investors to evaluate the Company’s operating results, underlying performance and prospects in a manner similar to the Company’s management. Accordingly, these Non-IFRS Measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Forward-looking Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue, margins, cost of goods, and SG&A savings, and positive cash flows, statements about future operating cashflows and EBITDA, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, statements about the level of demand for BZAM’s products in Canada and internationally, statements about the achievement of synergy initiatives, and statements about the Company’s working capital. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Vancouver, Toronto, Canada & London, UK, October 31, 2023 — BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), is pleased to announce that its subsidiary, The Green Organic Dutchman Ltd. (collectively the “Company”) completed its first shipment of Canadian certified organic, EU GMP medical cannabis to the UK on October 25, 2023. The Company is shipping its first 150kg of TGOD’s top strains to 4C LABS for onward distribution to 4C LABS pharmacy clients in the United Kingdom (UK).
Pursuant to the agreement, signed on April 29, 2023, the Company will supply 4C LABS with approximately 600KG of flower annually for the next two years.
4C LABS believes that there is strong demand for quality, organic Canadian cannabis products in the UK’s burgeoning medical cannabis market. The team at 4C LABS expects the market to expand over the next five years, mirroring previously legalized medical markets elsewhere, and expects this new agreement will enable them to establish a dominant position in the UK medical cannabis market.
Matt Milich, BZAM’s CEO, stated: “We are proud to see our international export strategy go live in the UK. Executing on our recent EU GMP Certification is a key priority and we are excited to be able to partner with local experts like 4C LABS.”
Greg Dobbin, 4C LABS CEO, stated: "We are extremely pleased to be able to offer The Green Organic Dutchman products to our UK & International pharmacies & clinics. BZAM is a world class company which operates a truly innovative facility where Canada’s best growers and unique genetics come together. From feeding certain plants maple syrup to creating community gardens at their grow facility, the BZAM team takes medical cannabis to the next level.”
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s common shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s common shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
About 4C LABS Ltd.
4C LABS Ltd. is a privately held Canadian medical cannabis company focusing on providing pharmacies & clinics with world class medical cannabis products at an affordable price. 4C LABS has import and distribution licenses in the UK and a wide network of pharmacies in the UK & Channel Islands. 4C LABS carries a full product line of medical cannabis from a selected network of trusted international cultivation partners. For more information, please visit www.4clabs.co
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, and statements about the level of demand for BZAM's products, statements relating to the creation and timing of any revenue in the UK, and statements about the future size of any international markets. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company's facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company's products continuing as expected and based on past trends. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
For further information (BZAM):
Matt Milich, CEO, mmilich@bzam.com, 778-655-6335
Lisa Stewart, Investor Relations, lstewart@bzam.com, 604-341-8177
4C LABS Ltd.: Greg Dobbin, CEO, greg@4clabs.ca, 604-603-5333
TORONTO, Ontario, and VANCOUVER, British Columbia, October 30, 2023 - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (US-OTC: BZAMF) announced today that the Company has opted to proceed with a loan facility offered by the investment holding company of its Chairman and largest shareholder in lieu of the brokered private placement (the “Offering”) referenced in its press release of October 2, 2023. In place of the Offering, the Company has secured a loan today from the Chairman and largest shareholder of the Company of up to $3 million in aggregate, funded by way of one or more secured promissory notes (the “Loan”). The Loan will bear interest at a rate of prime plus 8% per annum and mature no earlier than April 1, 2025. The Loan is intended to be used for general corporate expenses and working capital purposes, with the initial tranche of $1.19 million being funded today.
Matt Milich, the Chief Executive Officer of the Company, stated: “We are pleased to have secured this non-dilutive financing and grateful for the continuing support of our Chairman. This funding provides additional flexibility as we look to expand revenue and market share in Q4 and beyond from our increasingly streamlined and efficient cost base.”
The Company’s Chairman and largest shareholder, who is an insider of the Company, will be issuing the Loan. Accordingly, the Loan is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to each "related party transaction" on SEDAR under BZAM’s issuer profile at www.sedarplus.ca. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the Loan is not more than the 25% of the Company's market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the fair market value of the Loan is not more than the 25% of the Company's market capitalization.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAMTM, TGODTM, nessTM, Highly Dutch OrganicTM, TABLE TOPTM, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO, mmilich@bzam.com, 778-655-6335
Lisa Stewart, Investor Relations, lstewart@bzam.com, 604-341-8177
Forward-looking Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about the issuance of the Loan, the amount of the Loan, use of the funds received under the Loan, potential cost savings, statements on future revenue and market share, and statements on continuing support from the Chairman. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward- looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Vancouver, BC and Toronto, ON, October 13, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, announced today that, further to its previously announced cost optimization initiatives, it has appointed MNP LLP as auditor of the Company effective October 10, 2023. Following the recommendation from its Audit Committee, the Company’s board of directors requested and were also provided with KPMG LLP’s resignation as the auditor of the Company effective October 10, 2023.
“We have appreciated working with KPMG for the last five years,” said Sean Bovingdon, CFO. “As we continue our commitment to cost control, we look forward to working with MNP moving forward, given its broad experience in the cannabis sector.”
In accordance with National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”), the Company has filed a Notice of Change of Auditor, together with response letters from KPMG LLP and MNP LLP on SEDAR under the Company’s profile at www.sedarplus.ca. There were no “reportable events,” as such term is defined in NI 51-102.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s common shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s common shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO, mmilich@bzam.com, 778-655-6335
Lisa Stewart, Investor Relations, lstewart@bzam.com, 604-341-8177
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Vancouver, BC and Toronto, ON, October 2, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, has entered into an engagement letter with Clarus Securities Inc. (the “Agent”), pursuant to which the Agent has agreed to conduct, on a “best-efforts” marketed basis, a private placement (the “Offering”) of at least 15,384,615 units (each, a “Unit”) at an issue price of C$0.13 per Unit (the “Offering Price”) for aggregate gross proceeds of approximately C$2,000,000. The Units will be offered by way of the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (the “Listed Issuer Financing Exemption”).
Matt Milich, the Chief Executive Officer of the Company, stated: “We are incredibly grateful for the support of our Chairman throughout the post-merger integration process. Now that we have effectively completed our post-merger plan, we look forward to the next chapter as we target positive free cashflow in the first quarter of 2024.”
Each Unit will consist of one common share (each, a “Share”) and one Share purchase warrant (each, a “Warrant”), with each Warrant entitling the holder thereof to acquire one Share (each, a “Warrant Share”) at an exercise price of C$0.18 per Warrant Share for a period of three years from the Closing Date (as defined below).
Further to the engagement letter, the Agent may offer up to a maximum of 21,153,846 Units for aggregate gross proceeds of approximately C$2,750,000 and the Company has granted the Agent an option (the “Over-Allotment Option”), exercisable in whole or in part, to purchase up to an additional 3,173,076 Units for a period of 30 days from and including the Closing Date to cover over-allotments, if any, and for market stabilization purposes. The Agent shall be under no obligation whatsoever to exercise the Over-Allotment Option in whole or in part. If the Over-Allotment Option is exercised in full, the aggregate gross proceeds of the Offering will be approximately C$3,162,500.
The Company intends to use the proceeds of the Offering for general corporate expenses and working capital purposes.
The Offering is expected to close on or about October 12, 2023, or such other date as may be agreed upon by the Company and the Agent (the “Closing Date”) and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the Canadian Securities Exchange (“CSE”). There can be no assurances that the Offering will be completed on the terms set out herein, or at all, or that the proceeds of the Offering will be sufficient for the purposes of the Company set out herein.
Subject to compliance with applicable regulatory requirements and in accordance with the Listed Issuer Financing Exemption, the Units will be offered for sale to purchasers resident in Canada, except Québec, and other qualifying jurisdictions. Since the Offering is being completed pursuant to the Listed Issuer Financing Exemption, the securities issued in the Offering will not be subject to a hold period pursuant to applicable Canadian securities laws.
There is an offering document prepared in the form prescribed by Form 45-106F19 under Canadian securities laws, relating to the Offering (the “Offering Document”) that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.bzam.com. Prospective investors should read the Offering Document before making an investment decision.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold to, or for the account or benefit of, persons in the “United States” or “U.S. persons”(as such terms are defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and all applicable state securities laws or pursuant to an exemption from such registration requirements. This news 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 jurisdiction in which such offer, solicitation or sale would be unlawful.
The Company expects certain insiders of the Company to purchase Units issued as part of the Offering. As such, the Offering is considered to be a “related party transaction” for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to each “related party transaction” on SEDAR under BZAM’s issuer profile at www.sedarplus.ca. The Company did not file the material change report more than 21 days before the expected Closing Date as the details of the Offering and the participation therein by the “related parties” of the Company were not settled at such time. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s market capitalization.
This news release is not for publication or distribution, directly or indirectly, in or into the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of BZAM Ltd. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the United States Securities Act of 1933, as amended, and applicable state securities laws or unless an exemption from such registration is available. No public offering of securities is being made in the United States.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol “BZAM”, “BZAM.WR”, “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO, mmilich@bzam.com, 778-655-6335
Lisa Stewart, Investor Relations, lstewart@bzam.com, 604-341-8177
Cautionary Statements
This news release includes statements containing certain “forward‐looking information” within the meaning of applicable securities law (“forward‐looking statements”). Forward looking statements in this release include, but are not limited to, statements with respect to the size and terms of the Offering; the timing and ability of the Company to achieve positive free cash flow; the actual Closing Date for the Offering; the ability of the Company to obtain all necessary corporate and regulatory approvals, including Board approval, and any approval required from the CSE; the Company’s anticipated use of proceeds from the Offering; the expected participation by insiders in the Offering; the exemption from formal valuation and minority shareholder approval requirements under MI 61-101; and whether the proceeds of the Offering will be sufficient for the purposes of the Company moving forward. Forward‐looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “should”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedarplus.ca. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC, and TORONTO, ON, September 29, 2023 - BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce that further to its September 19, 2023 news release, the Company has now completed the sale of its Maple Ridge, BC facility (the “Transaction”). Per the sale agreement between the Company and an arms-length party, total gross proceeds received from the Transaction were $3,800,000. In keeping with Company’s plan to reduce debt, fifty percent of the total net proceeds from the Transaction, after commission and costs, amounting to $1,845,842, has been applied to the term portion of Company’s credit facility. The remaining proceeds will be held in cash.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s common shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s common shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
For further information, please contact: Matt Milich, CEO: mmilich@bzam.com; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 ext. 1269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC, and TORONTO, ON, September 19, 2023 - BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce that it has implemented the final phase of its plan to unlock company-wide synergies following the merger of BZAM Holdings Inc. and The Green Organic Dutchman Holdings Ltd (the “Merger”). The plan has focused on: (i) eliminating redundant facilities, (ii) realigning the Company’s production activities across remaining sites to maximize efficiencies, and (iii) reducing selling, general and administrative (“SG&A”) expenses to achieve its goal of positive EBITDA. In particular, the implementation of this last phase results in focusing the scope of activities at its Pitt Meadows, BC facility and concentrating other activities at its Ancaster, ON facility, which together allow the Company to reduce headcount by more than 90 additional personnel.
Highlights:
- Company anticipates Q3 net revenue of at least $20.3M (1), a 5% increase vs. the prior quarter
- Completion of post-Merger synergy plan in Q3 substantially progresses Company’s objectives of positive EBITDA heading into the final quarter of 2023
- Since the Merger, the Company will have reduced fixed operating overhead expenses by approximately $8M annually which is expected to significantly improve margins from Q4 onward
- Since the Merger, the Company has reduced SG&A expenses to approximately $7M on a quarterly run rate basis heading into Q4, equating to an annual run rate of approximately $28M vs. approximately $48M on a pre-Merger combined basis, a savings of approximately 40%
- Company is on track to reduce the term portion of its debt from approximately $29M to $20M with the sale of the remaining redundant facilities
(1) Net Revenue forecast for Q3 is based on completed and pending deliveries for existing orders as of September 18, 2023. See “Cautionary Statements”. This target involves known and unknown risks and uncertainties and while the Company believes there is a reasonable basis for this target, such target may not be met. This target represents forward-looking information. Actual results may vary and differ materially from the targets. Accordingly, investors are cautioned not to place undue reliance on the foregoing information.
Management commentary:
Matt Milich, CEO of the Company, stated “It is no secret that the Canadian cannabis industry needs to work through a period of consolidation. While not an easy road, we are proud to be one of the companies leading the charge – and demonstrating what is possible when two consumer favourites combine, focus on sales and our customers, while shedding costs and streamlining operations. The changes we have implemented following the Merger position the Company to thrive in both the Canadian and international markets going forward.”
Operational Developments:
Since the Merger, the Company has embarked on a concerted, disciplined approach to realizing combined synergies. As part of the plan, it has been able to dramatically reduce headcount and monetize four redundant facilities, realizing annual combined savings across SG&A and fixed Cost of Goods Sold (“COGS”) expenses of approximately $28M without impacting future sales:
- Reduced overall headcount of the combined entities from approximately 670 pre-Merger to 395 in Q3 2023
- Completed disposal of Puslinch, ON facility on June 30, 2023
- Completed sale of the Midway, BC facility on August 4, 2023
- Contracted to sell the Maple Ridge, BC facility for $3.8M, with closing expected to occur by the end of September 2023
- Listed the Edmonton, AB facility for sale at $10.8M, with a view to concluding a transaction by Q1 2024
With the pending sale of the Edmonton, AB facility, the Company expects to be able to reduce the term portion of its debt by up to $9M, leading to a reduction in interest expense of at least $0.5M per year.
In addition, by eliminating these facilities, the Company is expected to achieve a substantial reduction in fixed operating overhead expense, which is part of COGS – which is expected to lead to a significant corresponding improvement in margins.
Post-Merger Achievements & Outlook:
Following the Merger, the persistent focus on improving margins and reducing SG&A costs continue to progress the Company’s twin objectives of positive EBITDA and free cash flow. This focus has manifested itself via several complementary initiatives:
- Margin Expansion: The Company expects the closure and sale of its redundant facilities will materially improve COGS company-wide by materially reducing indirect fixed costs and overhead. The Company does not expect to incur significant expenses for unabsorbed overheads by 2024.
- Headcount Optimization: The Company has reduced SG&A expense across the combined organization nearly to the level it was for each entity on a standalone basis prior to the Merger – about $7M per quarter on a combined basis heading into Q4 vs. approximately $6M per quarter for each on their own (or $12M combined). Moreover, the Company has been able to trim over 200 in operating headcount by eliminating redundant facilities and streamlining operations across the remaining facilities, without impacting the Company’s ability to meet sales demand.
- Continued Organic Revenue Growth: The Company expects to launch 11 new SKUs in Q4 2023 and over 20 new SKUs in Q1 2024. At the same time, the Company continues to focus on selling higher margin products and improving margins on existing products.
- EU GMP Certification & Commencement of Exports: Having received its EU-GMP certification in May, 2023, the Company has successfully completed its first shipment to Australia, and expects to commence shipments to the Germany in the coming weeks, with the UK to follow later in Q4.
About BZAM
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s common shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s common shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Cautionary Statements:
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue, margins, cost and SG&A savings, statements about interest expense reduction, statements about future operating cashflows and positive EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability and debt reduction, statements about growth and delivery of products, and statements about the level of demand for BZAM’s products, statements relating to generating any revenue in Germany, Australia, or the United Kingdom, statements relating to when actual exports of the Company’s products will occur into Germany, Australia, or the United Kingdom, statements relating to the Company’s sale of facilities in Maple Ridge, BC and Edmonton, AB, statements relating to the expected gross proceeds of the Company’s sale of facilities, and statements about the achievement of synergy initiatives. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedarplus.ca . Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
This news release contained future-oriented financial information (“FOFI”) about BZAM’s projected Q3-2023 revenue, which is subject to the same assumptions, risk factors, limitations and qualifications as set forth in the above paragraphs. The actual results of BZAM and the resulting financial results will likely vary from the amounts set forth herein and such variation may be material. BZAM and its management believe that the FOFI has been prepared on a reasonable basis, reflecting management’s best estimates and judgments. However, because this information is subjective and subject to numerous risks, it should not be relied on as necessarily indicative of future results. Except as required by applicable securities laws, BZAM undertakes no obligation to update such FOFI. FOFI contained in this news release was made as of the date of this news release and was provided for purposes of providing further information about BZAM’s anticipated future business operations. Readers are cautioned that the FOFI contained in this news release should not be used for purposes other than for which it is disclosed herein.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
For further information, please contact: Matt Milich, CEO: mmilich@bzam.com; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 ext. 1269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
VANCOUVER, BC and TORONTO, ON, August 28, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, announces that the Company has granted options (each, an “Option”) to purchase an aggregate of up to 85,000 Common Shares to certain employees of the Company. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.16. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”).
A copy of the Option Plan is available under the Company’s SEDAR profile at www.sedarplus.ca.
About BZAM
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as a retail store in Regina, Saskatchewan.
BZAM’s Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
For further information, please contact: Matt Milich, CEO: mmilich@bzam.com; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 ext. 1269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC, and TORONTO, ON, August 24, 2023 - BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce its financial and operating results for the three and six months ended June 30, 2023 (“Q2 2023”). These filings are available for review on the Company's SEDAR profile at www.sedarplus.ca. All financial information is provided in Canadian dollars except where otherwise indicated.
Q2 2023 Highlights:
- Achieved quarterly gross revenues of $30.0 million during Q2 2023, up 89% from Q2 2022;
- Achieved quarterly net revenues of $19.3 million for Q2 2023, up 66% from Q2 2022;
- According to Hifyre, the Company captured market share of 4.4% in Q2 2023, ranking as the 7th largest producer in Canada;
- Executed on our post-merger plan to right-size our production platform, monetize redundant facilities, and reduce our cost base. This includes the sale of the Midway, BC facility (completed August 4, 2023) and the Maple Ridge, BC facility (expected to be completed in September 2023), which should produce an aggregate of approximately $7 million in gross proceeds.
- Incurred a non-cash impairment charge of $61.8 million, arising primarily from the write-off of goodwill and the market-wide reduction in cannabis property values, resulting in the Company recording a net loss of $65.5 million; and
- Achieved EU-EMP certification for the Company’s Ancaster Facility, allowing for international distribution of products. The Company also entered into a strategic distribution agreement with a UK based import and distribution company, expecting to supply 600kg of flower in each of the next two years.
Management commentary:
Matt Milich, CEO of the Company, stated, “Through the second quarter we continued to focus on the execution of our 2023 objectives to improve cash flows, strengthen our balance sheet and streamline our operations. We have a set of initiatives underway, focusing on cost reduction and revenue expansion, and we expect to see the financial impacts of these initiatives reflected in our results over the coming quarters. We appreciate the support of our shareholders as we continue to work toward our 2023 objectives.”
Q2 2023 Financial Highlights: Select Key Financial Metrics
|
Q2 2023 |
Q2 2022 |
% Change |
Gross Revenue |
29,974 |
15,841 |
89% |
Net Revenue |
19,284 |
11,627 |
66% |
Cost of Sales (“COGS”) |
16,224 |
9,134 |
78% |
Direct Gross Profit (1) |
3,060 |
2,493 |
23% |
SG&A |
11,368 |
6,767 |
68% |
1) Direct Gross Profit is a non-IFRS financial measures not defined by and do not have any standardized meaning under IFRS; please refer to “Non-IFRS Financial Measures” in this press release for more information.
Gross and net revenue: Gross and net revenue increased by 89% and 66% respectively in comparison to Q2 2022, primarily driven by the growth in the Company’s brand and product portfolio as the result of the merger between BZAM Holdings Inc. and The Green Organic Dutchman Holdings Ltd. Relative to Q1 2023 however, gross and net revenue were 14% and 20% lower respectively. Worth noting, in Q2 2023, the Company saw a 20% increase in sell through to retail stores from the Ontario Cannabis Store (“OCS”) (Ontario being the Company’s largest market), while recording lower wholesale Net Revenue from the province. This was largely driven by a quarter-on-quarter inventory drawdown at the OCS used to meet the increased retailer demand and non-provisioned returns from Q1 sales which are not expected to recur at the same level. Taken together with an excise tax correction from Q1 2023 being recorded in Q2 2023 normalized Q2 gross and net revenues would be more in line with Q1.
Gross profit: Direct Gross Profit increased by 23% vs. Q2 2022. As compared to Q1 2023, Direct Gross Profit increased from 13% to 16% of net revenue, mainly as a result of reductions in production costs and improvements in yields in Q2 2023. Despite this, overall gross profit percentage was 9.5% in Q2 vs. 12% in Q1 2023 as a result of $1.1M higher fair value adjustments in Q2 2023.
Sales, General and Administrative Expenses (“SG&A”): SG&A increased by 68% in Q2 2023 vs. Q2 2022, commensurate with the Company’s overall growth. As compared to Q1 2023, the Company reduced SG&A by $0.52M or 5% in Q2 2023, due to cost containment initiatives and operational synergies realized, including reductions in headcount, partially offset by an increase in sales and marketing expenses related to in-store activity to promote sales over the coming months. The Company expects to continue reducing SG&A through the balance of the year as it continues its cost control initiatives.
Loss from operations: Loss from operations for the quarter was $12.1M compared to $11.7M in Q1 2023. The slight increase in loss was driven by lower gross profit, and partially offset by the decrease in SG&A quarter-over-quarter.
Q2 Operational Highlights & Outlook:
The Company is focused on growing its topline, improving margins and reducing SG&A costs in order to become cash flow positive in subsequent quarters. The Company is undertaking several initiatives through the year to expand revenues and control costs. During and subsequent to Q2 2023, the Company achieved the following:
- Right-Sizing of Asset Base and Increasing Utilization Rate and Efficiency of Core Facilities: The Company is committed to concentrating activities and maximizing utilization at its two core facilities in Ancaster, ON and Pitt Meadows, BC. To achieve this, the Company has divested, or expects to divest, its Puslinch, ON facility (completed on June 30, 2023), Midway, BC facility (completed August 4, 2023), Maple Ridge, BC facility (expected to be completed in September 2023), and Edmonton, AB facility (listed for sale in August 2023). With these divestments, the Company expects to reduce borrowings, interest expense, COGS, and SG&A, without impacting future sales.
- Revenue Growth and Margin Expansion: The Company expects to launch 11 new SKUs in Q4 2023 and over 20 new SKUs in Q1 2024. At the same time, the Company continues to focus on selling higher margin products and improving margins on existing products. By way of example, the Company anticipates the closure of the Edmonton, AB facility and relocation of activities to Pitt Meadows, BC and Ancaster, ON will materially improve COGS company-wide by eliminating indirect fixed costs and overhead. The Company does not expect to incur expenses for unabsorbed overheads by 2024.
- Amended Credit Agreement: On June 30, the Company entered into a fifth amendment of its Amended and Restated Credit Agreement relating to its credit facility. The key amendments included: (i) that any repayment made in respect of the Base Facility Amount (currently $24 million) prior to the maturity date (each such repayment, a “Base Facility Prepayment”) shall permanently reduce the Base Facility Amount (but, for greater certainty, not the Maximum Revolving Facility Limit of $34 million) by an amount equal to such Base Facility Prepayment (for clarity, this does not reduce available credit); (ii) that on and after September 30, 2023, the Company shall make Base Facility Prepayments, on a monthly basis, in amounts to be determined by its lender acting reasonably; (iii) that the EBITDA financial covenant be amended to take effect for the month of July 2023; and (iv) that a requirement to remit to the lender no less than fifty percent of the proceeds of the sale of the Midway facility and no less than fifty percent of the proceeds of the sale of the Maple Ridge facility, for an aggregate amount that is greater than or equal to $3 million. Subsequent to June 30, 2023, in anticipation of a possible breach of the covenant requiring positive EBITDA for the month of July 2023, the Company requested a waiver on the covenant from its lender.
- Working Capital: As at June 30, 2023, the Company had a positive working capital of $9.6 million. The total cash position was $3.05 million, including $0.7 million of restricted cash. Subsequent to the quarter end, the Company secured an additional $1.325 million pursuant to a promissory note with Stone Pine Capital. This cash will be used primarily towards covering working capital requirements and operating costs as the Company moves towards achieving positive operating cashflow.
- Completed private placement with proceeds of $5 million, bolstering balance sheet: On June 9, 2023, the Company completed a non-brokered private placement, whereby it issued 22,222,223 Units at a price of $0.225 per Unit for gross proceeds of $5 million. Each Unit consisted of one Common Share and one Common Share purchase warrant (each, a “Private Placement Warrant”), with each Private Placement Warrant entitling the holder thereof to acquire one Common Share at an exercise price of $0.40 for a period of three years from the closing date.
- EU GMP Certification: On May 11, 2023, the Company announced that its Ancaster Facility had received EU-GMP certification. This certification permits the Company to export certain medical cannabis products to numerous international markets, and allows the Company to execute on existing strategic distribution partnerships which have already been established.
About BZAM
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM’s Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Non-IFRS Financial Measures
This Press Release contains certain financial and operational performance measures that are not recognized or defined under IFRS (the “Non‐IFRS Measures”). As there are no standardized methods of calculating these Non‐IFRS Measures, the Company’s approaches may differ from those used by others, and this data may not be comparable to similar data presented by other licensed producers of cannabis and cannabis companies. As such, users are cautioned that these measures should not be construed as alternatives to measures determined in accordance with IFRS, including net income (loss) and gross profit, as measures of profitability or as alternatives to the Company’s IFRS‐based Consolidated Financial Statements. For an explanation of these measures to related comparable financial information presented in the Consolidated Financial Statements prepared in accordance with IFRS, refer to the discussion below.
The Company believes that these Non‐IFRS Measures are useful indicators of operating performance and are specifically used by management to assess the financial and operating performance of the Company. These Non‐IFRS Measures include, but are not limited, to the following:
- “Direct Gross Profit” is calculated by subtracting cost of sales, before the effects of (i) unrealized gain (loss) on changes in fair value of biological assets; (ii) realized fair value on inventories sold; and (iii) provisions and impairment of inventories and biological assets. Gross margin before fair value adjustments percentage is calculated by dividing gross margin before fair value adjustments (defined above) by net revenue. Management believes that these measures provide useful information to assess the profitability of our cannabis operations as it excludes the effects of non-cash fair value adjustments on inventory and biological assets, which are required by IFRS.
Non‐IFRS Measures should be considered together with other data prepared in accordance with IFRS to enable investors to evaluate the Company’s operating results, underlying performance and prospects in a manner similar to the Company’s management. Accordingly, these Non‐IFRS Measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cautionary Statements:
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue, margins, cost of goods, and SG&A savings, and positive cash flows, statements about future strengthening of the Company’s balance sheet, statements about future operating cashflows and EBITDA, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, statements about the level of demand for BZAM’s products, statements relating to the Company’s sale of facilities in Maple Ridge, BC and Edmonton, AB, statements relating to the expected gross proceeds of the Company’s sale of facilities, statements about the relocation of activities to Pitt Meadows, BC and Ancaster, ON, statements about expenses for unabsorbed overheads, statements about the achievement of synergy
initiatives, higher yields, expanded automation and higher facility capacity, and statements about the use of the Company’s working capital.. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedarplus.ca . Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
For further information, please contact: Matt Milich, CEO: mmilich@bzam.com; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 ext. 1269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
VANCOUVER, BC, and TORONTO, ON, August 18, 2023 - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (OTC: BZAMF), a leading Canadian cannabis producer, will release its Q2 2023 consolidated financial results on Thursday, August 24, 2023, before market open.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Vancouver, BC, and Toronto, ON, August 10, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, announced today that further to its press releases dated July 13, 2023, and July 25, 2023, the Company has closed its previously announced purchase of an aggregate of 270,000 class A shares in the capital of BZAM Cannabis Corp. (“BCC”) from certain minority shareholders of BCC (the “BCC Shareholders”) pursuant to share purchase agreements entered into with each of the BCC Shareholders (the “Share Purchase”).
As consideration for the Share Purchase, the Company: (i) issued an aggregate of 475,000 common shares of the Company (the “Common Shares”) to certain BCC shareholders at a price of between $0.18 and $0.23 per Common Share; and (ii) paid an aggregate of $14,700 to other BCC shareholders who did not receive Common Shares.
The Common Shares were issued in reliance on certain prospectus exemptions available under securities legislation and are subject to a four-month plus one day statutory hold period. The closing of the Share Purchase has resulted in the Company owning 88.2% of BCC, which is a 30.5% increase of the Company’s existing ownership stake of BCC.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Lisa Stewart, Investor Relations
604-341-8177
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Vancouver, August 9, 2023 - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian producer of premium cannabis, is pleased to announce that it has completed the sale (the “Transaction”) of the majority of its assets in both its Midway properties in B.C, including all associated lands, support buildings, related equipment and on-site biomass, as applicable. In accordance with two purchase and sale agreements between the Company and arms-length parties dated August 1 and 4, 2023, total gross proceeds received from the Transaction were $3,228,000 with 50% of the total net proceeds from the Transaction, after commission and costs, being applied against the Company’s term portion of its credit facility.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM's common shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the Canadian Securities Exchange (the “CSE”) under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about the level and availability of working capital, the financial health of the Company, the execution of operating plans, and the existence of potential growth opportunities. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company's facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company's products continuing as expected and based on past trends. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Vancouver, BC, and Toronto, ON, July 25, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, is pleased to announce that further to its press release dated July 13, 2023, the Company, through its wholly-owned subsidiary, has agreed to purchase (the “Share Purchase”) an additional 120,000 shares (the “Purchased Shares”) of the 884,700 Class A shares (the “BCC Shares”) issued and outstanding in the capital of BZAM Cannabis Corp. (“BCC”) from certain minority shareholders (the “BCC Shareholders”), increasing its proposed aggregate ownership from 630,000 BCC Shares (representing owning 71.2% of BCC) as disclosed July 13, 2023, to 750,000 BCC Shares (representing owning 84.8% of BCC). As consideration for the Purchased Shares, the Company will issue an aggregate of an additional 240,000 common shares of the Company (the “Common Shares”) to the BCC Shareholders, at a deemed issuance price of $0.18 per Common Share. Such Common Shares will be issued in reliance on certain prospectus exemptions available under securities legislation and will be subject to a four-month plus one day statutory hold period. The issuance of such Common Shares for the purpose of the Share Purchase remains subject to all necessary regulatory approvals including final acceptance by the Canadian Securities Exchange (the “CSE”).
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about the closing of the Share Purchase and receipt of regulatory approvals for the Share Purchase. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release, such as the closing of the Share Purchase, and receipt of regulatory approvals. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Vancouver, BC, and Toronto, ON, July 13, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, is pleased to announce that the Company has agreed to purchased an aggregate of 630,000 class A shares (the “Purchased Shares”) in the capital of BZAM Cannabis Corp. (“BCC”), from certain minority shareholders of BCC (the “BCC Shareholders”) pursuant to share purchase agreements entered into with each of the BCC Shareholders (the “Share Purchase”). As consideration for the Share Purchase, the Company will issue an aggregate of 255,000 common shares of the Company (the “Common Shares”) to the BCC Shareholders, at an average deemed issuance price of $0.225 per Common Share. Such Common Shares will be issued in reliance on certain prospectus exemptions available under securities legislation and will be subject to a four-month plus one day statutory hold period. The issuance of such Common Shares for the purpose of the Share Purchase remains subject to all necessary regulatory approvals including final acceptance by the Canadian Securities Exchange (the “CSE”). Once approved, the closing of the Share Purchase will result in the Company owning 71.2% of BCC, which is a 13.6% increase of the Company’s existing ownership stake of BCC.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about the closing of the Share Purchase and receipt of regulatory approvals for the Share Purchase. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company's facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company's products continuing as expected and based on past trends. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Vancouver, BC, and Toronto, ON, July 4, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, is pleased to announce that, as planned following the Company’s recent merger in November 2022, it has now completed the disposal of Galaxie Brands Corporation via a share purchase agreement (the “Transaction”) whereby it will sell all of the issued and outstanding shares in the capital of Galaxie to a third party for $556,522 less usual post closing adjustments. This is materially consistent with the valuation of Galaxie assets and liabilities that were deemed “Held for Sale” in the Company’s most recent interim unaudited financial statements.
In conjunction with the Transaction, the Company and its Lender agreed to amend the terms of the amended and restated credit agreement dated September 29, 2021, as amended (the “Credit Agreement”), between The Green Organic Dutchman Ltd. (the “Borrower”), a wholly-owned subsidiary of BZAM, and its Canadian lender (the “Lender”).
The Lender and the Borrower have agreed to enter into a fifth amendment to the Credit Agreement (the “Fifth Amendment”) to: (i) amend the EBITDA financial covenant to take effect on July 31, 2023; (ii) reduce the term portion of the credit facility by the greater of (a) $3 million or (b) fifty percent (50%) of the net proceeds of the sale of the Company’s Cedar Way property and the Midway property, with increased availability under the revolving portion of the credit facility by same amount; and (iii) make certain prepayments on the term portion of the credit facility commencing on or after September, on a reasonable monthly basis to be determined by the Agent. For clarity, this amendment does not result in a reduction of availability on the credit facility; any reduction in the term portion of the facility is added to the availability under the revolving portion of the facility. All other terms of the Credit Agreement will remain materially consistent.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba, and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future EBITDA, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about future repayments of loans, statements about growth and delivery of products, and statements about the future sales of any assets. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company's facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company's products continuing as expected and based on past trends. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Vancouver, BC, and Toronto, ON, June 9, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, announced today that the Company has closed its previously announced non-brokered private placement (the “Offering”) of units of the Company (the “Units”).
Pursuant to the Offering, the Company issued 22,222,223 Units at a price of C$0.225 per Unit for aggregate gross proceeds of C$5,000,000.18. Each Unit will consist of one common share in the capital of the Company (each, a “Share”) and one Share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder to purchase one Share at an exercise price of C$0.40 for a period of three years following the completion of the Offering.
The net proceeds from the Offering are expected to be used for general corporate and working capital purposes.
The securities issued in connection with the Offering (including the Units, Shares, Warrants, and Warrant Shares) will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities legislation.
As the Company's Chairman, who is an insider and largest shareholder of the Company, purchased all of the Units issued as part of the Offering, the Offering is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to each "related party transaction" on SEDAR under BZAM's issuer profile at www.sedar.com. The Company did not file the material change report more than 21 days before the expected Closing Date as the details of the Offering and the participation therein by the "related party" of the Company were not settled at such time. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization.
This news release is not for publication or distribution, directly or indirectly, in or into the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of BZAM Ltd. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the United States Securities Act of 1933, as amended, and applicable state securities laws or unless an exemption from such registration is available. No public offering of securities is being made in the United States.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC, and TORONTO, ON, May 30, 2023 /CNW/ - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce its financial and operating results for the three months ended March 31, 2023 (“Q1 2023”). These filings are available for review on the Company's SEDAR profile at www.sedar.com. All financial information is provided in Canadian dollars except where otherwise indicated.
Q1 2023 Highlights:
- Achieved record quarterly gross revenues of $35.0 million for Q1 2023, an increase of 41% quarter-over-quarter (Q1 2023 vs. Q4 2022);
- Achieved record quarterly net revenues of $24.1 million for Q1 2023, an increase of 40% quarter-over-quarter (Q1 2023 vs. Q4 2022);
- Expanded market share to be ranked as the 6th largest producer in Canada according to Hifyre;
- Reduced adjusted selling, general and administrative expenses (“SG&A”) to 43% of sales, down from 59% Q4 2022.
Management Commentary:
Matt Milich, CEO of the Company, stated: “We delivered strong net revenue growth in Q1 2023, from both the full impact of our November merger and the Company’s organic sales growth. Further to the progress we made in Q1 2023, we continue to execute on our plans to improve margin and reduce SG&A, including the headcount rationalization and cost savings measures we have just implemented this month, which we expect to generate about $2.5M in annual savings across both cost of goods sold and SG&A.”
“We are looking forward to a robust second half of the year. We continue to leverage our industry leading lab and innovation folks, with the launch of over 20 new products across Canada in the next six months. And, we continue to build momentum in the export market, having received our EU GMP certification earlier this month, we are executing on distribution agreements in Germany and the UK – with branded products expected to land in the UK market by Q4 this year.”
Q1 2023 Financial Highlights:
(1) Adjusted SG&A and Adjusted EBITDA are non-IFRS financial measures not defined by and do not have any standardized meaning under IFRS; please refer to “Non-IFRS Financial Measures” in this press release for more information.
Gross and Net Revenue: The increase in gross revenue quarter-over-quarter was primarily driven by the dramatic growth in the Company’s brand and product portfolio as a result of the merger between BZAM Holdings Ltd. and The Green Organic Dutchman Holdings Ltd. in November 2022 (the “November Merger”), as well as organic sales growth and increased demand for products under the TGOD and Highly Dutch brands. Following their transition to the Company’s inhouse sales team, Highly Dutch and TGOD sales increased by 22% and 33% from Q4 2022, respectively.
Gross Margin/Profit: Overall gross margin for Q1 was 12%, which represents an increase in gross profit of 141% quarter-over-quarter as a result of increased revenue resulting in better cost absorption and reduced inventory provisions in the quarter.
SG&A: Achieved an adjusted SG&A (excluding one-time non-recurring costs) of 43% of sales in Q1 2023, down from 59% in Q4 2023. This was primarily as the result of increasing revenues while driving costs down by reducing headcount, renegotiating service level agreements with its respective vendors, and maintaining cost discipline in line with corporate objectives.
Operational Highlights & Outlook:
The Company is focused on improving operating cash conversion from streamlining operations, continuing to implement cost containment initiatives, and continuing the evolution of automation. The Company believes it can continue to increase its topline revenue, improve margins and generate positive cash flow as a result of the synergistic impacts of the November Merger.
During the first quarter, the Company:
- Expanded its recreational market share to 5.2% in March 2023 from 2.0% in March 2022, as per Hifyre data;
- Transitioned Wyld production to the Company’s Pitt Meadows Facility and ceased all production at the Puslinch Facility in readiness for its sale. The Company expects to complete that sale within the next 12 months;
- Progressed negotiations with prospective buyers for the Company’s Maple Ridge Facility. The Company expects to receive gross proceeds of $3 to $4 million for the sale.
Following quarter end, on May 11, 2023, the Company announced that its subsidiary, The Green Organic Dutchman Ltd., received EU-GMP certification for its facility in Ancaster, Ontario. This certification permits the Company to export certain medicinal cannabis products to numerous global markets, and allows the Company to execute on existing strategic distribution agreements that were established in anticipation of the certification, including agreements in Germany and the United Kingdom.
On May 29, 2023, the Company received a waiver with respect to the EBITDA financial covenant, requiring achievement of positive EBITDA (as defined by the lender), under the Fourth Amendment for its Revolver Loan. Under the waiver, the effective date of the requirement to achieve positive EBITDA was moved from April 30, 2023 to July 31, 2023.
Investor Conference Call to Discuss Q1 2023 Results:
Management will host a conference call with analysts on May 31, 2023, at 10:30 a.m. Eastern Time to discuss the results. To instantly join the conference call, please use the following URL to easily register yourself and have your phone connected into the conference call automatically: https://emportal.ink/42u0bYn. Alternatively, participants may access the call by dialing 1-416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 24157341.
For those unable to participate on the live call, a replay of the call will also be available through June 7, 2023, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 157341#).
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US-OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbols "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively.. BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information, please visit www.bzam.com.
For further information, please contact: Matt Milich, CEO: mmilich@bzam.com; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 ext. 269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
Non-IFRS Financial Measures
This Press Release contains certain financial and operational performance measures that are not recognized or defined under IFRS (the “Non-IFRS Measures”). As there are no standardized methods of calculating these Non-IFRS Measures, the Company’s approaches may differ from those used by others, and this data may not be comparable to similar data presented by other licensed producers of cannabis and cannabis companies. As such, users are cautioned that these measures should not be construed as alternatives to measures determined in accordance with IFRS, including net income (loss) and gross profit, as measures of profitability or as alternatives to the Company’s IFRS-based Consolidated Financial Statements. For an explanation of these measures to related comparable financial information presented in the Consolidated Financial Statements prepared in accordance with IFRS, refer to the discussion below.
The Company believes that these Non-IFRS Measures are useful indicators of operating performance and are specifically used by management to assess the financial and operating performance of the Company. These Non-IFRS Measures include, but are not limited, to the following:
- “Adjusted SG&A” refers to sales (including marketing), general and administrative expenses excluding severance costs, any write downs and one-off restructuring costs. Adjusted SG&A is a useful measure as it removes expenses that are not expected to recur in the following year.
- “Adjusted EBITDA” has been identified by the Company as a relevant industry performance indicator. Adjusted EBITDA is a Non-IFRS Measure used by management that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. Management defines Adjusted EBITDA as loss for the period, as reported, excluding foreign exchange gains and losses, finance costs, accretion expenses, finance income, revaluation loss (gain) of contingent consideration, loss (gain) on disposal of assets, impairment (reversal of impairment) charge for non-financial assets, loss on derecognition of investment in joint venture, expenditures incurred in connection with research and development activities, debt modification, impairment loss on remeasurement of disposal group, gain on disposal of subsidiary, realized fair value adjustment on sale of inventories, unrealized gain on changes in fair value of biological assets, provisions and impairment of inventories and biological assets, share based compensation, depreciation, amortization, legal provisions, ERP implementation costs, restructuring costs and transaction costs. Management believes Adjusted EBITDA provides useful information as it is a commonly used measure in capital markets to approximate operating earnings. The Company provides the Non-IFRS Measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. The Non-IFRS Measure is also presented because management believes such measures provide information which is useful to shareholders and investors in understanding its performance and which may assist in the evaluation of the Company’s business relative to that of its peers. Management believes the Non-IFRS Measure is a useful financial metric to assess the Company’s operating performance on a cash basis before the impact of non-cash items, and on an adjusted basis as described above. However, such Non-IFRS Measure should not be considered superior to, as a substitute for or as an alternative to, and should only be considered in conjunction with, the most comparable Non-IFRS Measure.
Non-IFRS Measures should be considered together with other data prepared in accordance with IFRS to enable investors to evaluate the Company’s operating results, underlying performance and prospects in a manner similar to the Company’s management. Accordingly, these Non-IFRS Measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue, margins, cost savings, and positive cash flows, statements about future EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, and statements about the level of demand for BZAM’s products, statements relating to obtaining final EU GMP certification and generating any revenue in Germany or the United Kingdom, statements relating to when actual exports of the Company’s products will occur into Germany or the United Kingdom, statements relating to the Company’s sale of facilities in Maple Ridge, BC and Puslinch, Ontario, and statements relating to the expected gross proceeds of the Company’s sale of facilities. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company’s facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company’s products continuing as expected and based on past trends, there being no material issues or delays in the Company receiving EU GMP certification, the Company being able to sell its facilities in Maple Ridge, BC and Puslinch, Ontario. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in Management’s Discussion and Analysis and the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC, and TORONTO, ON, May 25, 2023 /CNW/ - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (OTC: BZAMF), a leading Canadian cannabis producer, will release its Q1 2023 consolidated financial results after market close on Tuesday, May 30, 2023 and hold a conference call with analysts on Wednesday, May 31, 2023, beginning at 10:30 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at: https://app.webinar.net/agplXkwX8Ao
Scheduled speakers are Matt Milich, Chief Executive Officer, and Sean Bovingdon, Chief Financial Officer. The discussion will be followed by a question-and-answer period with analysts. Participant dial-in information is summarized below.
CONFERENCE CALL INFORMATION:
Date: May 31, 2023; Time: 10:30 a.m. Eastern Time
To instantly join the conference call, please use the following URL to easily register yourself and have your phone connected into the conference call automatically: https://emportal.ink/42u0bYn
You can also dial direct to be entered to the call by an Operator:
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 24157341
A replay of the call will also be available through June 7, 2023, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 157341#).
About BZAM Ltd
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
For further information: Matt Milich, CEO: mmilich@bzam.com | 778-655-6335; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 x269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
Vancouver, Toronto, Canada & London, UK, May 23, 2023 — BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), is pleased to announce that its subsidiary, The Green Organic Dutchman Ltd. (collectively the “Company”) has entered into a strategic distribution agreement with 4C LABS Ltd. (“4C LABS”), a London, UK based import & distribution company focused on the medical cannabis space. The Company and 4C LABS expect to commercialize medical cannabis products under The Green Organic Dutchman brand in the UK beginning in Q4 2023.
Pursuant to the agreement, signed on April 29, 2023, the Company will supply 4C LABS with approximately 600KG of flower annually for the next two years.
The Company is a premier, certified organic grower of medical cannabis in living soil. The Company recently received EU GMP certification for its greenhouse facility located in Ancaster, Ontario, Canada. This certification permits the Company to export certain medical cannabis products to numerous global markets, including the UK.
4C LABS believes that there is strong demand for quality, organic Canadian cannabis products in the UK’s burgeoning medical cannabis market. The team at 4C LABS expects the market to expand over the next five years, mirroring previously legalized medical markets elsewhere, and expects this new agreement will enable them to establish a dominant position in the UK medical cannabis market.
Matt Milich, BZAM’s CEO, stated: “We are proud to announce this agreement with 4C LABS to bring our exceptional product to the UK market. Executing on our recent EU GMP Certification is a key priority and we are excited to be able to partner with local experts like 4C LABS.”
Greg Dobbin, 4C LABS CEO, stated: "We are extremely pleased to be able to offer The Green Organic Dutchman products to our UK patients. BZAM is a world class company which operates a truly innovative facility where Canada’s best growers and unique genetics come together. From feeding certain plants maple syrup to creating community gardens at their grow facility, the BZAM team takes medical cannabis to the next level.”
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbol "BZAM". BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information, please visit www.bzam.com.
About 4C LABS Ltd.
4C LABS Ltd. is a privately held UK medical cannabis company focusing on providing patients with world class medical cannabis products at an affordable price. 4C LABS has import and distribution licenses in the UK and a wide network of pharmacies in the UK & Channel Islands. 4C LABS carries a full product line of medical cannabis from a selected network of trusted international cultivation partners. For more information, please visit www.4clabs.co.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, and statements about the level of demand for BZAM's products, statements relating to the creation and timing of any revenue in the UK, and statements about the future size of any international markets. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company's facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company's products continuing as expected and based on past trends. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in Management's Discussion and Analysis and the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
SOURCE BZAM LTD. & 4C LABS Ltd.
For further information (BZAM): Matt Milich, CEO: mmilich@bzam.com | ; Sean Bovingdon, CFO: sbovingdon@bzam.com | Lisa Stewart, Investor Relations lstewart@bzam.com
For further information (4C LABS Ltd.): Greg Dobbin, CEO: greg@4clabs.ca / +1-604-603-5333
Vancouver, BC and Toronto, ON, May 19, 2023 – BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC:BZAMF), a leading Canadian cannabis producer, announces that it intends to complete a non-brokered private placement of up to approximately 22,222,223 units of the Company (each, a “Unit”) at an issue price of C$0.225 per Unit for gross proceeds of up to approximately C$5,000,000 (the “Offering”).
Matt Milich, CEO, stated: “We are grateful for the continued support of our Chairman and largest shareholder. This investment falls within the estimated range of funding anticipated at the time of the November merger to be required by the Company, as we continue to work toward achieving positive EBITDA and free cashflow in the second half of 2023.”
Each Unit will consist of one common share (each, a “Share”) and one Share purchase warrant (each, a “Warrant”), with each Warrant entitling the holder thereof to acquire one Share (each, a “Warrant Share”) at an exercise price of C$0.40 per Warrant Share for a period of three years from the Closing Date (as defined below).
The Company intends to use the proceeds of the Offering for general corporate and working capital purposes.
Subject to customary closing conditions, including, if applicable, regulatory and CSE approvals, it is anticipated that the Offering will be completed on or about May 31, 2023, or such other date as may be determined by the Company (the “Closing Date”). There can be no assurances that the Offering will be completed on the terms set out herein, or at all, or that the proceeds of the Offering will be sufficient for the purposes of the Company set out herein.
The securities issued or issuable in connection with the Offering (including the Units, Shares, Warrants, and Warrant Shares) will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities legislation.
As the Company's Chairman, who is an insider and largest shareholder of the Company, will purchase all of the Units issued as part of the Offering, the Offering is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to each "related party transaction" on SEDAR under BZAM's issuer profile at www.sedar.com. The Company did not file the material change report more than 21 days before the expected Closing Date as the details of the Offering and the participation therein by the "related party" of the Company were not settled at such time. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization.
This news release is not for publication or distribution, directly or indirectly, in or into the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of BZAM Ltd. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the United States Securities Act of 1933, as amended, and applicable state securities laws or unless an exemption from such registration is available. No public offering of securities is being made in the United States.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (US‐OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 currently trade on the CSE under the symbol "BZAM", "BZAM.WR", “BZAM.WA”, and “BZAM.WB” respectively. BZAM’s Shares trade in the U.S. on the OTCQX under the symbol “BZAMF”. For more information on BZAM Ltd., please visit www.bzam.com.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@bzam.com
778-655-6335
Lisa Stewart, Investor Relations
lstewart@bzam.com
604-341-8177
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements with respect to the Offering; the Company achieving positive EBITDA and free cashflow in the second half of 2023; the actual Closing Date for the Offering; the ability of the Company to obtain all necessary corporate and regulatory approvals, including Board approval, and any approval required from the CSE; and the Company’s anticipated use of proceeds from the Offering. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC and TORONTO, ON, May 11, 2023 - BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce that its subsidiary, The Green Organic Dutchman Ltd, has received EU GMP certification for the Company’s facility located in Ancaster, Ontario. This certification permits the Company to export certain medicinal cannabis products to numerous global markets. The certification is valid for a three-year period from inspection, with a renewal date of August 31, 2025.
This certification allows BZAM to execute on existing strategic distribution partnerships which have already been established, including partnerships in Germany and the UK. With regard to the UK, the Company anticipates launching multiple strains under The Green Organic Dutchman brand in Q4 2023.
Matt Milich, CEO, stated: “We are thrilled to announce this significant milestone for the Company. Having laid the groundwork with key partners in Germany and the UK, we are ready to hit the ground running as we continue expanding our distribution network in the additional markets this opens up. We couldn’t be more excited to share some of Canada’s best cannabis with our friends in Europe.”
With Germany’s recent moves toward legalising cannabis for recreational use, BZAM is now well positioned to benefit from regulatory changes as they unfold. The Company expects to see a positive impact on revenue from international sales resulting from EU GMP certification by Q4 2023, if not sooner.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbol "BZAM". BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information, please visit www.bzam.com
For further information: Matt Milich, CEO: mmilich@bzam.com | 778-655-6335; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 x269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, and statements about the level of demand for BZAM’s products, statements about future legalization of recreational cannabis in Germany, statements relating to the creation and timing of any revenue in Germany and the UK, and statements about the future size of any international markets. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company’s facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company’s products continuing as expected and based on past trends. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in Management’s Discussion and Analysis and the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
VANCOUVER, BC and TORONTO, May 3, 2023 /CNW/ - BZAM Ltd. (the "Company" or "BZAM")(CSE: BZAM) (OTC: BZAMF), a sustainable global cannabis company, announces that the Company has agreed to issue an aggregate of 376,923 common shares of the Company (the "Common Shares"), at a deemed issuance price of $0.325 per Common Share, to settle approximately $122,500 (the "Indebtedness") owing to a third party supplier (the "Supplier") for certain services provided to a wholly-owned subsidiary of the Company by the Supplier. Such Common Shares will be issued in reliance on certain prospectus exemptions available under securities legislation and will be subject to a four-month plus one day statutory hold period. The issuance of such Common Shares to settle the Indebtedness remains subject to all necessary regulatory approvals including final acceptance by the Canadian Securities Exchange (the "CSE").
In addition, the Company announces that it has granted options (each, an "Option") to purchase an aggregate of up to 475,000 Common Shares to certain directors, employees, and consultants of the Company, of which 300,000 Options were granted to directors, and 175,000 Options were granted to employees and consultants. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.325. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company's share option plan adopted by the board of directors of the Company on May 12, 2021 (the "Option Plan").
Pursuant to the terms of the Company's amended and restated restricted share unit plan dated October 9, 2020 (the "RSU Plan"), restricted share units representing the right to receive up to an aggregate of 346,154 Common Shares, subject to the satisfaction of certain vesting conditions, were also issued to an officer of the Company, as the officer elected to take RSUs instead of cash in lieu of bonus earned for fiscal 2022. Copies of the Option Plan and the RSU Plan are available under the Company's SEDAR profile at www.sedar.com.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the CSE the symbol "BZAM", "BZAM.WR", "BZAM.WA", and "BZAM.WB" respectively. BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information on BZAM, please visit www.bzam.com.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
SOURCE BZAM LTD.
For further information: Matt Milich, CEO: mmilich@bzam.com | 778-655-6335; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 x269; and Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177.
VANCOUVER, BC and TORONTO, ON, April 28, 2023 - BZAM Ltd. (the “Company” or “BZAM”) (CSE: BZAM) (US-OTC: BZAMF), a leading Canadian cannabis producer, is pleased to announce its financial and operating results for the three months ended (“Q4 2022”) and year ended December 31, 2022 (“Fiscal Year 2022”). These filings are available for review on the Company's SEDAR profile at www.sedar.com. All financial information is provided in Canadian dollars except where otherwise indicated.
Q4 2022 vs Q4 2021 Highlights:
- Completed the acquisition of BZAM Holdings Inc. (the “BZAM Transaction”) on November 3, 2022, approximately doubling the Company’s revenue and asset base;
- Achieved record quarterly gross revenues of $24.8 million, including $15.9 million from TGOD brands ($12.4 million in Q4 2021) and $8.9 million from the addition of BZAM brands and products since November 3, for a total 100% increase;
- Achieved record quarterly net revenues of $17.2 million including $11.5 million from TGOD brands ($9.5 million in Q4 2021) and $5.7 million from the addition of BZAM brands and products since November 3, for a total 82% increase;
- Recreational market share climbed to 4.7% in December 2022, from 1.4% in December 2021 according to Hifyre;
- Expanded cultivation and processing footprint across Canada, while right-sizing operations in certain markets;
- Incorporated the assets acquired as part of the BZAM Transaction into the Cortland security collateral, allowing the Company to maximize loan advances under its existing revolving credit facility.
Fiscal Year 2022 vs Fiscal Year 2021 Highlights:
- Achieved gross annual revenues of $68.8 million, a 76% year-over-year increase;
- Achieved net revenues of $49.4 million, a 63% year-over-year increase;
- Maintained Adjusted Gross Margin of 39%;
- Achieved an Adjusted Sales, General & Administrative Expenses (“SG&A”) of 57% of sales in 2022, down from 80% in 2021.
Management Commentary:
“In November 2022, the Company completed a transformational merger and established BZAM as a top player in Canada. This enhanced scale gives us a solid platform for sustained growth on the revenue side, both in Canada and abroad, while allowing us to take advantage of synergies and eliminate duplicative costs across the newly combined entity” commented Matt Milich, CEO. “The integration has been going smoothly and with approximately $24 million in net revenue booked in the first quarter of 2023, representing quarterly growth of nearly 40%, we continue to pursue our goals of positive adjusted EBITDA and free cashflow in 2023.”
Q4 2022 & Fiscal Year 2022 Financial Highlights
1 Adjusted SG&A and Adjusted EBITDA are non-IFRS financial measures not defined by and do not have any standardized meaning under IFRS; please refer to “Non-IFRS Financial Measures” in this press release for more information.
Q4 Commentary
Gross and Net Revenue: Increase in revenue was driven by the introduction of new products to the market, as well as increased distribution and demand for existing SKUs, with the BZAM Transaction contributing $8.9 million in gross revenue and $5.7 million in net revenue since the closing of the BZAM Transaction.
Gross Profit/Loss: There is a Gross Loss in Q4 2022 as a result of (i) inventory provisions, (ii) increase in depreciation and (iii) changes in fair value of biological assets and inventory, which was a net gain in Q4 2021 but a net loss in Q4 2022, in addition to the impacts of price compression in the market.
SG&A Expenses: SG&A expenses increased due to the BZAM Transaction as well as additional sales efforts undertaken to provide direct store support and additional third-party marketing expenses commensurate with the increased revenue achieved. SG&A expenses also increased as a result of $4.6 million in one-time restructuring costs incurred during the period.
Operational Highlights and Outlook
- The BZAM Transaction enabled the Company to increase its brand portfolio and approximately double its product offerings across conventional and organic flower, pre-rolls, infused pre-rolls, vapes and other concentrate products;
- The Company exited its third party sales agency relationship and consolidated all sales activities under its in-house sales force;
- The Company completed all necessary steps to obtain EU GMP certification with final approval now pending, which would enable revenue generation from the German market;
- The Company completely exited its Valleyfield, QC, facility and has committed to monetize its redundant facilities in Maple Ridge, BC and Puslinch, ON;
- Following a comprehensive review and integration of the Company’s operations, the Company has identified the following impacts and opportunities which have the potential to drive continued financial performance and margin improvements in 2023, including:
- Right-sized cultivation and manufacturing footprint is expected to yield higher facility capacity utilization, leading to improved absorption of fixed overheads costs;
- Cultivation improvements with higher yields achieved in Q4 2022, which are expected to continue into 2023, lowering the cash cost price per gram;
- Higher quality and higher THC potencies are being consistently achieved, with a higher percentage of flower included in premium SKU formats, thus increasing the average selling price per gram. This level of product quality positions the Company to continue improving its position in the dried flower and pre-roll categories, which collectively represent approximately 69% of the Canadian legal market;
- Optimizing activities across the remaining facilities, in an effort to achieve economies of scale and maximum efficiency, thereby improving processing and manufacturing KPI’s and providing the foundation to allow the Company to efficiently scale to higher volumes in the future;
- Procurement synergies as the Company’s purchasing and negotiating power with vendors has increased based on the increased post-merger volumes;
- Supply chain optimization, standardization and logistics and freight saving initiatives with increased inbound and outbound average volumes per shipment;
- Renewed SG&A cost containment initiatives to push beyond the synergies originally envisioned by the Company;
- Departmental changes and streamlining core functions within the business, leading to increased visibility on leading and lagging indicators, enabling the Company to make more informed decisions regarding sales and inventory.
Investor Conference Call to Discuss Q4 2022 and Fiscal Year 2022 Results:
Management will host a conference call with analysts on May 1, 2023, at 10:00 a.m. Eastern Time to discuss the results. To instantly join the conference call, please use the following URL to easily register yourself and have your phone connected into the conference call automatically: https://emportal.ink/3z6WlYj. Alternatively, participants may access the call by dialing 1-416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 90926059.
For those unable to participate on the live call, a replay of the call will also be available through May 4, 2023, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 926059#).
Board of Director Appointments
The Company is also pleased to announce that Mmes. Wendy Kaufman and Sherry Tross have been appointed to the board of directors of the Company (the “Board”), effective as at April 28, 2023 (the "Board Appointments").
Ms. Kaufman is a CPA bringing over 25 years’ of financial executive experience in the public markets with expertise in financial management, capital structuring, mergers and acquisitions and integration. Ms. Kaufman currently serves as CFO of Canada Nickel Company Inc. (TSXV: CNC).
Ms. Tross is an experienced public policy advisor and corporate consultant. She has developed an expertise in international relations from her position of Ambassador (High Commissioner) of St. Kitts and Nevis to Canada, Mexico, and Panama since 2018. Ms. Tross has over 20 years’ of leadership experience in the public and private sector, participating in bilateral and multilateral negotiations and managing multi-country teams of trade and development specialists focused on business development and community impact.
In connection with these Board Appointments, Messrs. Jacques Desserault and Louis Sterling have stepped down as directors of the Board. The Company thanks Mr. Desserault and Mr. Sterling for their contributions to the Company over recent years and wishes them success in their future endeavours.
About BZAM Ltd.
BZAM Ltd. (CSE: BZAM) (OTC: BZAMF) is a leading Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbol "BZAM". BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information, please visit www.bzam.com
For further information: Matt Milich, CEO: mmilich@bzam.com | 778-655-6335; Sean Bovingdon, CFO: sbovingdon@bzam.com | 905-304-4201 x269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
Non-IFRS Financial Measures
This Press Release contains certain financial and operational performance measures that are not recognized or defined under IFRS (the “Non-IFRS Measures”). As there are no standardized methods of calculating these Non-IFRS Measures, the Company’s approaches may differ from those used by others, and this data may not be comparable to similar data presented by other licensed producers of cannabis and cannabis companies. As such, users are cautioned that these measures should not be construed as alternatives to measures determined in accordance with IFRS, including net income (loss) and gross profit, as measures of profitability or as alternatives to the Company’s IFRS-based Consolidated Financial Statements. For an explanation of these measures to related comparable financial information presented in the Consolidated Financial Statements prepared in accordance with IFRS, refer to the discussion below.
The Company believes that these Non-IFRS Measures are useful indicators of operating performance and are specifically used by management to assess the financial and operating performance of the Company. These Non-IFRS Measures include, but are not limited, to the following:
- “Adjusted Gross Margin” refers to gross margin excluding the adjustments for write down of inventory, provisions for returns and under absorption of overheads. Adjusted Gross Margin is a useful measure as it represents gross margin for management purposes based on costs to manufacture, package and ship inventory sold, exclusive of any impairments due to changes in internal or external influences.
- “Adjusted SG&A” refers to sales (including marketing), general and administrative expenses excluding severance costs, any write downs and one-off restructuring costs. Adjusted SG&A is a useful measure as it removes expenses that are not expected to recur in the following year.
- “Adjusted EBITDA” has been identified by the Company as a relevant industry performance indicator. Adjusted EBITDA is a Non-IFRS Measure used by management that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. Management defines Adjusted EBITDA as loss for the period, as reported, excluding foreign exchange gains and losses, finance costs, accretion expenses, finance income, revaluation loss (gain) of contingent consideration, loss (gain) on disposal of assets, impairment (reversal of impairment) charge for non-financial assets, loss on derecognition of investment in joint venture, expenditures incurred in connection with research and development activities, debt modification, impairment loss on remeasurement of disposal group, gain on disposal of subsidiary, realized fair value adjustment on sale of inventories, unrealized gain on changes in fair value of biological assets, provisions and impairment of inventories and biological assets, share based compensation, depreciation, amortization, legal provisions, ERP implementation costs, restructuring costs and transaction costs. Management believes Adjusted EBITDA provides useful information as it is a commonly used measure in capital markets to approximate operating earnings. The Company provides the Non-IFRS Measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. The Non-IFRS Measure is also presented because management believes such measures provide information which is useful to shareholders and investors in understanding its performance and which may assist in the evaluation of the Company’s business relative to that of its peers. Management believes the Non-IFRS Measure is a useful financial metric to assess the Company’s operating performance on a cash basis before the impact of non-cash items, and on an adjusted basis as described above. However, such Non-IFRS Measure should not be considered superior to, as a substitute for or as an alternative to, and should only be considered in conjunction with, the most comparable Non-IFRS Measure.
Non-IFRS Measures should be considered together with other data prepared in accordance with IFRS to enable investors to evaluate the Company’s operating results, underlying performance and prospects in a manner similar to the Company’s management. Accordingly, these Non-IFRS Measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue and gross margin, statements about future EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, and statements about the level of demand for BZAM’s products, statements relating to obtaining final EU GMP certification and generating any revenue in Germany, statements relating to the Company’s sale of facilities in Maple Ridge, BC and Puslinch, Ontario, statements relating to the facility capacity utilization and absorption of fixed overheads, statements relating to expected improvements in cultivation and their impacts on cash cost price per gram and statements relating to the Company being able to efficiently scale to higher volumes in the future. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release, such as assumptions that the Company's financial trajectory will continue, the Company not having any issues with regulators, cultivation patterns at the Company’s facilities continuing and there not being significant disruptions in cultivation such as disease or shortages in resources, the Company being insulated from supply chain issues and inflation affecting the global economy, the Company being able to access the capital markets and existing lenders for necessary funding, when necessary, demand for the Company’s products continuing as expected and based on past trends, there being no material issues or delays in the Company receiving EU GMP certification, the Company being able to sell its facilities in Maple Ridge, BC and Puslinch, Ontario. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in Management’s Discussion and Analysis and the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Vancouver and Toronto, April 25, 2023 /CNW/ - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (OTC: BZAMF), a leading Canadian cannabis producer, will release its Q4 and full year 2022 consolidated financial results after market close on Friday, April 28, 2023 and hold a conference call with analysts on Monday, May 1, 2023, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at: https://app.webinar.net/DwAboV7MVJX
The financial results release and related investor call have been delayed by two business days from the previously scheduled dates due to the additional time required by KPMG to complete final audit procedures in connection with the Company’s annual consolidated financial statements for the year ended December 31, 2022.
CONFERENCE CALL INFORMATION:
Date: May 1, 2023; Time: 10:00 a.m. Eastern Time
To instantly join the conference call, please use the following URL to easily register yourself and have your phone connected into the conference call automatically: https://emportal.ink/3z6WlYj
You can also dial direct to be entered to the call by an Operator:
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 90926059
A replay of the call will also be available through May 4, 2023, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 926059#).
About BZAM Ltd
BZAM Ltd. (CSE: BZAM) (OTC: BZAMF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbol "BZAM". BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information, please visit www.bzam.com
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
For further information: Matt Milich, CEO: mmilich@tgod.ca | 778-655-6335; Sean Bovingdon, CFO: sbovingdon@tgod.ca | 905-304-4201 x269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
TORONTO, March 29, 2023 /CNW/ - BZAM Ltd. (the "Company" or "BZAM") (CSE: BZAM) (OTC: BZAMF), a sustainable, global cannabis company and leading producer of premium, organically grown cannabis will release its Q4 2022 consolidated financial results after market close on Wednesday, April 26, 2023 and hold a conference call with analysts on Thursday, April 27, 2023, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at: https://app.webinar.net/DwAboV7MVJX
Scheduled speakers are Matt Milich, Chief Executive Officer, and Sean Bovingdon, Chief Financial Officer. The discussion will be followed by a question-and-answer period with analysts. Participant dial-in information is summarized below.
CONFERENCE CALL INFORMATION:
Date: April 27, 2023; Time: 10:00 a.m. Eastern Time
To instantly join the conference call, please use the following URL to easily register yourself and have your phone connected into the conference call automatically: https://emportal.ink/3z6WlYj
You can also dial direct to be entered to the call by an Operator:
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 90926059
A replay of the call will also be available through May 4, 2023, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 926059#).
About BZAM Ltd
BZAM Ltd. (CSE: BZAM) (OTC: BZAMF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity, sustainability and transparency. The BZAM family includes core brands BZAM™, TGOD™, ness™, Highly Dutch Organic™, TABLE TOP™, and partner brands Dunn Cannabis, FRESH and Wyld. BZAM operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
BZAM's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbol "BZAM". BZAM's Common Shares trade in the U.S. on the OTCQX under the symbol "BZAMF". For more information, please visit www.bzam.com
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
For further information: Matt Milich, CEO: mmilich@tgod.ca | 778-655-6335; Sean Bovingdon, CFO: sbovingdon@tgod.ca | 905-304-4201 x269; Lisa Stewart, Investor Relations: lstewart@bzam.com | 604-341-8177
VANCOUVER, BC and TORONTO, Feb. 21, 2023 /CNW/ - Further to its press release dated January 25, 2023, The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a leading Canadian cannabis producer, is pleased to announce that its name change from "The Green Organic Dutchman Holdings Ltd." to "BZAM Ltd." (the "Name Change"), will take effect at the open of market on or about February 23, 2023 (the "Effective Date"), subject to final regulatory approval including that of the Canadian Securities Exchange (the "CSE"). The common shares of the Company (the "Common Shares") will commence trading on the CSE under the symbol "BZAM", and on the OTCQX under the symbol "BZAMF". Warrants of the Company (the "Warrants") issued under indentures dated June 12, 2020, October 23, 2020, and December 10, 2020, will trade on the CSE under the symbol "BZAM.WR", "BZAM.WA", and "BZAM.WB" respectively.
The name change aligns with the Company's transformational growth and broader portfolio of both conventional and organic brands following the completion of the merger with BZAM Holdings Inc. in November 2022. The new corporate website, www.BZAM.com, will launch on the Effective Date with additional information about the Company and its go-forward strategy. TGOD's archived historical corporate information, including financial results and news releases, will also be available via the new website.
"Having already realized the vast majority of the cost synergies envisioned with the recent merger, as well as starting on the right foot for both our 2023 revenue and EBITDA goals, the Name Change marks an important milestone as we complete our integration process and move forward as one unified Company," said Matt Milich, Chief Executive Officer of the Company.
The Company is also pleased to announce that Mr. Sean Bovingdon, the Company's Chief Financial Officer, has been re-appointed to the board of directors of the Company (the "Board"), effective as at February 20, 2023 (the "Board Appointment"). Mr. Bovingdon brings over 25 years of executive experience across a multitude of private and public companies internationally.
"Being part of this Company's evolution has been an honour," said Mr. Bovingdon. "I look forward to continuing this journey and building an even brighter future together."
In connection with this Board Appointment, Mr. Angus Footman and Mr. Olivier Dufourmantelle will resign as directors of the Board. The Company thanks Mr. Footman and Mr. Dufourmantelle for their contributions to the Company.
The new CUSIP / ISIN for the Common Shares will be 12464X101 / CA12464X1015. Shareholders and warrantholders are not required to exchange their existing certificates for new certificates bearing the Company's new name. The Name Change does not affect the Company's existing share structure or the rights of the Company's existing shareholders or warrantholders, and no further action is required by shareholders or warrantholders.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US–OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan.
TGOD's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020, currently trade on the CSE under the symbol "TGOD", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. TGOD's Common Shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements with respect to the completion of the Name Change, timing to effect the Name Change, regulatory approvals to be obtained for the Name Change, trading of the Common Shares and Warrants under new ticker symbols, launch of the new website, future portfolio of brands, and achieving cost synergies, revenue and EBITDA targets. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
SOURCE The Green Organic Dutchman Holdings Ltd.
For further information: Matt Milich, CEO, mmilich@tgod.ca, 778-655-6335; Sean Bovingdon, CFO, sbovingdon@tgod.ca, 905-304-4201 x269
TORONTO, Jan. 25, 2023 /CNW/ - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium cannabis brands, is pleased to announce that its board of directors (the "Board") has authorized a change in the Company's name from "The Green Organic Dutchman Holdings Ltd." to "BZAM Ltd." (the "Name Change"), subject to regulatory approval including that of the Canadian Securities Exchange (the "CSE").
In connection with the Name Change, it is anticipated that trading of the Company's common shares will commence under the new ticker symbol "BZAM" on the CSE and "BZAMF" on the OTCQX. Securityholders of the Company holding securities in the Company's prior name do not need to take any action as a result of the Name Change. Further details regarding the Name Change, including the effective date of the Name Change will be announced in due course. The Name Change was previously approved by shareholders of the Company at its last annual general and special meeting. The Company's new corporate website, www.BZAM.com, will launch following completion of the Name Change.
"This Name Change marks a new era," said Matt Milich, Chief Executive Officer of the Company. "It reflects our larger portfolio of brands and facilities, and our ability to reach a broader consumer base to realize our vision of being one of Canada's favourite sources for cannabis."
The Company is also pleased to announce that Mr. Bassam Alghanim has been appointed Chairman of the Board, effective as at January 24, 2023. Mr. Alghanim brings extensive knowledge and experience to this position, having enjoyed a highly rewarding and successful career as an investor, businessman, and banker spanning four decades.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US–OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020, currently trade on the Canadian Securities Exchange (the "CSE") under the symbol "TGOD", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. TGOD's Common Shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements with respect to the completion of the Name Change, timing to effect the Name Change, regulatory approvals to be obtained for the Name Change, trading of the Common Shares under new ticker symbols, launch of the new website, future portfolio of brands and facilities of the Company, and ability for the Company to reach a broader consumer base and become a favourite source of cannabis. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
SOURCE The Green Organic Dutchman Holdings Ltd.
For further information: Matt Milich, CEO, mmilich@tgod.ca, 778-655-6335; Sean Bovingdon, CFO, sbovingdon@tgod.ca, 905-304-4201 x269
TORONTO, January 23, 2023 – The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium cannabis brands, announces that in accordance with certain earn-out provisions relating to the Company’s acquisition (the “Transaction”) of all of the issued and outstanding shares (the “Galaxie Shares”) of Galaxie Brands Corporation on November 17, 2021, the Company has released 1,142,857 common shares of the Company (the “Released Shares”) held in an indemnity escrow account upon closing of the Transaction, to two vendors of the Galaxie Shares (the “Vendors”). The remaining 7,428,571 common shares of the Company held in the indemnity escrow account will be returned to treasury and cancelled.
In addition, pursuant to the terms of the definitive agreement relating to the acquisition of all of the issued and outstanding common shares of BZAM Holdings Inc. by the Company, which closed on November 3, 2022, an aggregate of 1,120,226 common shares of the Company (the “BZAM Shares”) will be issued to the Company’s largest shareholder (the “Shareholder”), at a deemed issuance price of $0.596 per BZAM Share (the “BZAM Issuance”). Such BZAM Shares will be issued in reliance on certain prospectus exemptions available under securities legislation and will be subject to a four-month plus one day statutory hold period.
One of the Vendors and the Shareholder are insiders of the Company, and therefore the issuance of Released Shares to such Vendor (the “Vendor Issuance”), and the BZAM Issuance are considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to each "related party transaction" on SEDAR under TGOD’s issuer profile at www.sedar.com. The Company did not file the material change report more than 21 days before the expected closing date of the Vendor Issuance and the BZAM Issuance as the details of such were not settled until shortly prior to the closing of the Vendor Issuance and the BZAM Issuance. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the Vendor Issuance and the BZAM Issuance is not more than the 25% of the Company's market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the fair market value of the Vendor Issuance and the BZAM Issuance is not more than the 25% of the Company's market capitalization.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (the “CSE”) under the symbol "TGOD", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@tgod.ca
778-655-6335
Sean Bovingdon, CFO
sbovingdon@tgod.ca
905-304-4201 x269
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, January 11, 2023 – The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium cannabis brands, today announced the addition of Mr. Bassam Alghanim to its Board of Directors (the “Board”), to fill the vacancy left by the resignation of Mr. Tony Moschella from the Board.
Mr. Alghanim has enjoyed a highly rewarding and successful career as an investor, businessman, and banker spanning four decades. In the 1980s and 1990s, Mr. Alghanim managed and expanded Alghanim Industries, a multi-national conglomerate. Later, Mr. Alghanim spearheaded the acquisition of a controlling stake in Gulf Bank, becoming Chairman in 1999. After leading Gulf Bank for over nearly 10 years, during which it experienced profound growth, Mr. Alghanim moved on to hold diplomatic posts.
“We are very excited to welcome Mr. Alghanim to the Board and look forward to benefiting from his extensive knowledge and experience, as we continue to grow the Company,” said Matt Milich, Chief Executive Officer of the Company.
Mr. Alghanim is appointed by the Board to serve until the next Annual General Shareholders Meeting of the Company, at which the shareholders will vote on the constitution of the Board going forward.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (the “CSE”) under the symbol "TGOD", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@tgod.ca
778-655-6335
Sean Bovingdon, CFO
sbovingdon@tgod.ca
905-304-4201 x269
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, Ontario, and VANCOUVER, British Columbia, December 22, 2022 - The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), which recently merged with BZAM Holdings Inc. (the “BZAM Acquisition”) to create one of Canada’s leading producers of flower and 2.0 products, announced today that the Company has closed its previously announced marketed public offering (the “Offering”) of units of the Company (the “Units”). The Offering was conducted by Clarus Securities Inc. on a “best-efforts” marketed basis.
Pursuant to the Offering, the Company issued 12,707,500 Units at a price of $0.40 per Unit for aggregate gross proceeds of $5,083,000. Each Unit will consist of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant (each warrant, a “Warrant”). Each Warrant will entitle the holder to purchase one Common Share at an exercise price of C$0.50 for 60 months following the completion of the Offering.
The net proceeds from the Offering are expected to be used to repay previously incurred payables, including post-merger integration costs which are expected to yield future cost savings, and for working capital and general corporate purposes.
The Offering was completed pursuant to a prospectus supplement dated December 19, 2022 (the “Supplement”) to the Company’s short form base shelf prospectus dated November 27, 2020 (the “Prospectus”) filed with the securities commissions and other similar regulatory authorities in each of the Provinces and Territories of Canada, except Quebec. Copies of the Supplement and the Prospectus are available on the Company’s SEDAR profile at www.sedar.com.
The Company’s largest shareholder following the BZAM Acquisition, who is an insider of the Company, participated in the Offering and subscribed for an aggregate of 7,500,000 Units for gross proceeds to the Company of $3,000,000. Accordingly, the Offering is considered to be a “related party transaction” for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to each “related party transaction” on SEDAR under TGOD’s issuer profile at www.sedar.com. The Company did not file the material change report more than 21 days before the expected closing date of the Offering as the details of the Offering and the participation therein by the “related party” of the Company were not settled until shortly prior to the closing of the Offering. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s market capitalization. Additionally, the Company is exempt from minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s market capitalization.
This news release is not for publication or distribution, directly or indirectly, in or into the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of The Green Organic Dutchman Holdings Ltd. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the United States Securities Act of 1933, as amended, and applicable state securities laws or unless an exemption from such registration is available. No public offering of securities is being made in the United States.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US-OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD’s Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol “TGOD”, “TGOD.WS”, “TGOD.WR”, “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Matt Milich, CEO, TGOD
mmilich@tgod.ca
778-655-6335
Forward-looking Statements
This news release includes statements containing certain “forward‐looking information” within the meaning of applicable securities law (“forward‐looking statements”). Forward looking statements in this release include, but are not limited to, statements about the use of proceeds of the Offering, potential cost savings, and the Company’s strategy, plans, objectives, goals and targets. Forward‐looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “should”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, Ontario and VANCOUVER, British Columbia – December 15, 2022 – The Green Organic Dutchman Holdings Ltd. (“TGOD” or the “Company”) (CSE: TGOD) (US-OTC: TGODF), a sustainable Canadian cannabis company and leading producer of premium, organically grown cannabis announces that it has entered into an engagement letter with Clarus Securities Inc. (the “Agent”), pursuant to which the Agent has agreed to conduct, on a “best-efforts” marketed basis, a marketed public offering (the “Offering”) of at least 12,500,000 units of the Company (the “Units”), up to a maximum of up to 15,000,000 Units, at a price of $0.40 per Unit (the “Offering Price”) for aggregate gross proceeds to TGOD of a minimum of $5,000,000 up to a maximum $6,000,000.
Each Unit will consist of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant (each warrant, a “Warrant”). Each Warrant will entitle the holder to purchase one Common Share at an exercise price of C$0.50 for 60 months following the completion of the Offering.
The Company has granted the Agent an option (the “Over-Allotment Option”), exercisable in whole or in part, to purchase up to an additional 2,250,000 Units for a period of 30 days from and including the closing date of the Offering to cover over-allotments, if any, and for market stabilization purposes. The Agent shall be under no obligation whatsoever to exercise the Over-Allotment Option in whole or in part. If the Over-Allotment Option is exercised in full, the aggregate gross proceeds of the Offering will be C$6,900,000.
The Units will be offered by way of: (i) a prospectus supplement (the “Prospectus Supplement”) to TGOD’s short form base shelf prospectus dated November 27, 2020 (the “Shelf”), of which the Prospectus Supplement will be filed with the securities commissions and other similar regulatory authorities in each of the provinces of Alberta, British Columbia and Ontario; (ii) in the United States or to or for the account or benefit of “U.S. persons” as defined by Regulation S under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), by way of private placement pursuant to the exemption from registration provided for under Regulation D and Rule 144A of U.S. Securities Act and the applicable securities laws of any state of the United States; and (iii) in jurisdictions outside of Canada and the United States as are agreed to by the Company and the Agent provided that no prospectus filing or comparable obligation arises.
The Company intends to use the net proceeds from the Offering for working capital and general corporate purposes.
The Offering is expected to close on or about December 22, 2022 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the Canadian Securities Exchange (“CSE”).
In connection with the Offering, the Company will pay to the Agent a cash commission equal to 6.0% of the gross proceeds from the Offering, including pursuant to the exercise of the Over-Allotment Option, which will be reduced in respect of sales of Units to persons identified by the Company to the Agent pursuant to a president’s list.
Prospective investors should read the Shelf, the Prospectus Supplement, once filed, and the documents incorporated by reference therein before making an investment decision. Copies of the Shelf and the Prospectus Supplement, following filing thereof, will be available on the Company’s SEDAR profile at www.sedar.com.
The securities being offered have not been, nor will they be, registered under the U.S. Securities Act, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. 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.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR PUBLICATION, RELEASE OR DISSEMINATION IN THE UNITED STATES.
This news release is not for publication or distribution, directly or indirectly, in or into the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of The Green Organic Dutchman Holdings Ltd. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the United States Securities Act of 1933, as amended, and applicable state securities laws or unless an exemption from such registration is available. No public offering of securities is being made in the United States.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US–OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Matt Milich, CEO, TGOD
mmilich@tgod.ca
778-655-6335
Forward-looking Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about those regarding the terms of the Offering, the anticipated closing date of the Offering, the use of proceeds of the Offering, the Company’s strategy, plans, objectives, goals and targets. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, November 30, 2022 – The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium cannabis brands, announces that the Company has agreed to issue an aggregate of 3,486,888 common shares of the Company (the “Common Shares”), at a deemed issuance price of $0.7337 per Common Share, to settle approximately $2,558,330 of aggregate indebtedness of certain subsidiaries of the Company (the “Indebtedness”), pursuant to certain loan settlement agreements. Such Common Shares will be issued in reliance on certain prospectus exemptions available under securities legislation and will be subject to a four-month plus one day statutory hold period. The issuance of such Common Shares to settle the Indebtedness remains subject to all necessary regulatory approvals including final acceptance by the Canadian Securities Exchange (the “CSE”).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com.
CONTACT INFORMATION
Matt Milich, CEO
mmilich@tgod.ca
778-655-6335
Sean Bovingdon, CFO
sbovingdon@tgod.ca
905-304-4201 x269
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, November 25, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium cannabis brands, announces that it has granted options (each, an “Option”) to purchase an aggregate of up to 5,010,100 common shares of the Company (the “Common Shares”) to certain directors, officers, employees, and consultants of the Company, of which 2,005,000 Options were granted to directors and executive officers, and 3,005,100 Options were granted to employees and consultants. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.69. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”).
Pursuant to the terms of the Company’s amended and restated restricted share unit plan dated October 9, 2020 (the “RSU Plan”), restricted share units (“RSUs”) representing the right to receive up to an aggregate of 330,000 Common Shares, subject to the satisfaction of certain vesting conditions, were also awarded to certain directors and officers of the Company. Copies of the Option Plan and the RSU Plan are available under the Company’s SEDAR profile at www.sedar.com.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com
CONTACT INFORMATION
Matt Milich, CEO
mmilich@tgod.ca
778-655-6335
Sean Bovingdon, CFO
sbovingdon@tgod.ca
905-304-4201 x269
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Achieved quarterly net revenues of $9.92 million, a 36% increase from Q3 2021;
- Net revenues for the nine months ended September 30, 2022 has increased by $11.3 million (55%) compared to the same period in the prior year;
- As per Statistics Canada, Canada-wide cannabis revenues increased by 20% from January to August 2022 compared to the same period last year. The Company’s net revenues have grown by 55% for the nine months to September 30, 2022, outperforming the market growth;
- Gross Profit for the nine months ended September 30, 2022 has increased by $7 million (103%) compared to the same period in the prior year;
- Achieved a decrease in quarterly general and administrative expenses of $2.2 million, a 34% decrease from Q3 2021;
- In September 2022, the Company completed the sale HemPoland S.p.a. Z.o.o. (“HemPoland”) for gross proceeds of $6.81 million; and
- Subsequent to the quarter-end, completed the merger with BZAM Holdings Inc. ("BZAM")
TORONTO, November 23, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium cannabis brands, reports its financial results for the quarter ended September 30, 2022. These filings are available for review on the Company's SEDAR profile at www.sedar.com. All financial information is provided in Canadian dollars except where otherwise indicated.
Management Commentary:
“In Q3 2022, TGOD continued its focus on quality and execution,” commented Matt Milich, CEO of TGOD. “The consistent improvements in TGOD’s operations and product offerings paved the way for the transformational merger with BZAM that was concluded after the quarter end. The merger is expected to more than double net revenue relative to TGOD on a standalone basis while substantially reducing duplicate costs. In fact, the integration process and realization of savings is already well underway as we drive hard toward our positive EBITDA and free cashflow goals in the course of 2023”
Third Quarter 2022 Financial Highlights:
The Company:
- Achieved quarterly net revenues of $9.92 million, a 36% increase from Q3 2021. The increase is due to the launch of new premium flower strains (Cherry Mints and Maple Kush), the launch of new pre-roll SKUs, and the Company’s Highly Dutch Organic™ flower continuing to gain traction in 2022. With additional sales efforts undertaken to provide direct store support with budtender and consumer education, in addition to the new listings accepted in key markets throughout 2022, the Company achieved significant increased revenues in key markets.
- Year to date 2022 net revenues of $32.1 million, reflecting growth of 55% versus the same period in the prior year.
- Gross profit before changes in fair value of biological assets (“direct gross profit”) was $596 thousand for Q3 2022, representing a 6% gross profit margin before changes in fair value of biological assets reflecting a provision of $1.7 million that was made in Q3 2022 for potential obsolescence of inventory. Normalized direct gross profit without this provision would be $2.3 million, or 23%.
- Gross profit, after fair value adjustments, was $997 thousand for Q3, 2022, representing a 10% gross profit margin reflecting the $1.7 million inventory provision and a fair value adjustment on that provision of $4.3 million. Normalized gross profit without this provision would be $7.0 million or 71%. For the nine months ended September 30, 2022, gross profit was $13.9 million, being 103% higher than the prior year, reflecting the improved revenues.
- General and administrative expenses (“G&A”) were $4.19 million for the three months ended September 30, 2022, a 34% decrease in comparison to $6.37 million for Q3 2021. In comparison to Q2 2022, G&A expenses decreased by $0.71 million which is primarily a result of Company’s efforts to decrease costs including the reduction of overhead personnel.
Key Initiatives:
- The TGOD brand continued to increase the distribution of several SKUs across Canada, including our well received Organic Maple Kush, Organic Sugarbush and Organic Cherry Mints SKUs. Building on the pre-roll category, the brand also rolled out Organic Maple Kush 3 x 0.5g pre-rolls in Ontario during the quarter. The Highly Dutch Organic brand also had a notable quarter, including the launch of a new SKU, Amsterdam n’Rosin 0.5g vape. Additionally, the brand’s strong Afghan Black and Marrakech Gold hash SKUs both expanded from 1g/unit to 2g/unit offerings. This size adjustment started in Alberta & Manitoba and will roll out to all provinces. The Cruuzy portfolio featured the newest SKUs for the organization. Additionally, the Cruuzy portfolio launched 3 new SKUs each in Ontario and Alberta.
- On September 6, 2022 the sale of HemPoland was completed with the purchaser paying a total of $1.35 million in cash. A loan payable to HemPoland by the Company, of $5.46 million was also forgiven. This brought the total proceeds to $6.81 million.
- Subsequent to quarter end, on November 3, 2022 (“Closing”), the Company completed the acquisition of BZAM Holdings Inc., a corporation incorporated under the laws of the province of British Columbia (“BZAM”), from its sole shareholder BZAM International Inc. (“BZAM Shareholder”). TGOD paid a purchase price as follows:
- A nominal cash payment of $100 and the issuance on Closing of an aggregate of 655,227,815 common shares, which constitutes on a pro forma basis immediately following Closing, 49.5% of the aggregate number of common shares issued and outstanding immediately following the Closing (the “Closing Shares”). For purposes of calculating the Closing Shares, the determination of the issued and outstanding common shares as of immediately following the Closing did not take into account (i) any securities issued by the Company that are convertible into, or exercisable for common shares; or (ii) the 85,714,286 common shares (the “Milestone Escrow Shares”) held in escrow pursuant to a certain indemnity escrow agreement dated November 17, 2021, between the Company, Computershare Trust Company of Canada, and certain securityholders of the Company related to the acquisition of Galaxie; and
- Following the release from escrow on December 31, 2022, of the Milestone Escrow Shares, the Company shall issue such number of common shares equal to 49.5% of the aggregate number of Milestone Escrow Shares not returned to treasury.
Investor Conference Call to Discuss Third Quarter Results:
Management will host a conference call with analysts on November 24, 2022, at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 69462023. For those unable to participate on the live call, a replay of the call will also be available until December 1, 2022, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 462023#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com
CONTACT INFORMATION
Matt Milich, CEO
mmilich@tgod.ca
778-655-6335
Sean Bovingdon, CFO
sbovingdon@tgod.ca
905-304-4201 x269
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue and gross margin, statements about future EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about funding availability, statements about growth and delivery of products, and statements about the level of demand for TGOD’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, November 18, 2022- The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company and leading producer of premium, organically grown cannabis will release its Q3 2022 consolidated financial results after market close on November 23rd, 2022 and hold a conference call with analysts on Thursday November 24th, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at: https://app.webinar.net/ZD4pNY4BOlG
Scheduled speakers are Matt Milich, Chief Executive Officer, and Sean Bovingdon, Chief Financial Officer, followed by a question-and-answer period with analysts.
CONFERENCE CALL INFORMATION:
Date: November 24, 2022 | Time: 10:00 a.m. Eastern Time
Participant Dial-In
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 69462023
A replay of the call will also be available through December 1, 2022, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 462023#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca and www.bzamheadquarters.com
CONTACT INFORMATION
Matt Milich, CEO
mmilich@tgod.ca
778-655-6335
Sean Bovingdon, CFO
sbovingdon@tgod.ca
905-304-4201 x269
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, Ontario, and VANCOUVER, British Columbia, November 4, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable Canadian cannabis company and leading producer of premium, organically grown cannabis is pleased to announce that further to the news release dated October 19, 2022, it has completed the transaction whereby TGOD will acquire all of the issued and outstanding common shares of BZAM Holdings Inc. (“BZAM”) from BZAM’s sole shareholder (the “BZAM Shareholder”), in exchange for common shares (the “Combined Entity Shares”) of TGOD (the “Transaction”). The Transaction results in the BZAM Shareholder holding an approximate 49.5% of the issued and outstanding Combined Entity Shares, with the ability to earn additional Combined Entity Shares subject to achievement of certain financial milestones in 2023.
Following the closing of the Transaction, the Company is now led by Matt Milich as CEO, supported by Sean Bovingdon as CFO, Jordan Winnett as CCO and Michel Gagne as COO. The board of directors of the Company (the “Board”) now consists of two new nominees from BZAM, being Tony Moschella and Keith Merker, who will join existing TGOD Board members Angus Footman, remaining as Chair of the Board, Jacques Dessureault, Chris Schnarr, Louis Sterling III and Olivier Dufourmantelle. The Company would like to thank Dr Caroline McCallum and Adam Jaffe for their prior service as TGOD directors as they step down from the Board.
Keith Merker is an established entrepreneur and executive who has a track record of building and advising successful businesses as the founder of Riptide Advisory. As a pioneer in the cannabis industry, he developed one of the first licensed cannabis companies in Canada in 2014, into a multi-site public company, where he served as CFO, director, and ultimately CEO until 2020. Prior to this, Keith spent more than 15 years in investment banking, advisory and entrepreneurial leadership roles. Keith earned his BSc in Biology from the University of British Columbia in 1998 and received his Chartered Financial Analyst designation in 2007.
Tony Moschella has served as Executive Vice President of BZAM Management Inc. since its inception and has helped guide its growth. He has over 25 years of experience in economic development, specializing in defining corporate strategies, real estate acquisitions, and risk management. Tony has worked and advised in private and family-owned businesses across a variety of industries and has experience in the diplomatic and governmental sector. He earned his BSc in Finance, Real Estate, Law with a Minor in Economics from California Polytechnic University, Pomona (USA).
In connection with the closing of the Transaction, the Company is also pleased to announce that it has agreed to amend the terms of its amended and restated credit agreement dated September 29, 2021, as amended (the “Credit Agreement”), between The Green Organic Dutchman Ltd. (the “Borrower”), a wholly-owned subsidiary of TGOD, and its Canadian lender (the “Agent”). The Agent and the Borrower have agreed to enter into the fourth amendment to the Credit Agreement (the “Amendment”) to incorporate the assets of BZAM into the security collateral and, amongst other things: (i) remove the reduction of the limit to revolving portion of the credit facility as a result of prepayment on the term portion of the credit facility; (ii) amend the EBITDA financial covenant to take effect on April 30, 2023; (iii) extend the maturity date of the credit facility to March 24, 2024; and (iv) introduce a 1.5% reduction of the interest rate upon achievement of three consecutive months of positive earnings before depreciation and amortization. All other terms of the Credit Agreement not specifically amended will remain the same as before.
As consideration for the Amendment, the Company has agreed to issue a total of 7,000,000 warrants (the “Warrants”) to the Agent and certain affiliates of the Agent. Each Warrant will entitle the holder to one common share of the Company (a “Warrant Share”) for a period of 60 months from the issue date of the Warrants, at a price of $0.095 per Warrant Share.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a multi-licensed Canadian cannabis producer with a focus on branded consumer goods, innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including BZAM, The Green Organic Dutchman, -ness, Highly Dutch Organics, TABLE TOP, Cruuzy and partner brands Dunn Cannabis, FRESH, Superflower and Snackbar. TGOD operates facilities in BC, Alberta, Ontario and Quebec, as well as retail stores in Winnipeg, Manitoba and Regina, Saskatchewan, and is rapidly expanding its offerings to a growing number of consumers across Canada.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Matt Milich, CEO, TGOD
778-655-6335
Sean Bovingdon, CFO, TGOD
905-304-4201 x269
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Creates sixth largest Canadian Licensed Producer(1) with right sized facilities in the largest provinces and a complete portfolio of popular products and brands(2)(3)(5)
- TGOD’s market strength in Quebec and Ontario complements BZAM’s strength in western Canada markets, with opportunities to expand distribution
- Combined entity forecasts net revenue of at least $100 million for calendar year 2023 and adjusted EBITDA positive by mid 2023(2)(3)(4)
- Expected annualized savings of at least $10 million in COGS and SG&A through rationalization and economies of scale(2)(3)(4)
- Addition of BZAM materially strengthens TGOD’s financial position including improved debt ratios
- Combined entity will be led by experienced leadership team with track record in execution and disciplined cost management
TORONTO, Ontario, and Vancouver, British Columbia, October 19, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable Canadian cannabis company and leading producer of premium, organically grown cannabis, and BZAM Holdings (“BZAM”), a privately owned producer of some of Canada’s best flower and 2.0 products, are pleased to announce that they have entered into a binding and definitive share exchange agreement dated October 18, 2022 (the “Agreement”) with BZAM’s sole shareholder (the “BZAM Shareholder”), pursuant to which TGOD will acquire all of the issued and outstanding common shares of BZAM from the BZAM Shareholder, in exchange for common shares (the “Combined Entity Shares”) of TGOD (the “Transaction”). The Transaction will result in the BZAM Shareholder ultimately holding an approximate 49.5% of the issued and outstanding Combined Entity Shares upon closing of the Transaction, with the ability to earn additional Combined Entity Shares subject to achievement of certain financial milestones (the “Milestones”) in 2023. All financial information in this press release is reported in Canadian dollars, unless otherwise indicated.
Strategic and Financial Benefits(2)(3)(5)
The combined entity resulting from the Transaction (the “Combined Entity”) is estimated to be the sixth largest Canadian cannabis company(1) based on June to August 2022 retail sales, with scale and breadth across major provinces and a complete portfolio of market leading brands and products. BZAM and TGOD each believe the Transaction is expected to provide strategic and financial benefits, including those outlined below.
Creates a Leading Canadian Recreational Cannabis Licensed Producer(2)(3)(4): TGOD and BZAM generated $30.2 million and $32.2 million, respectively, of net revenue in calendar 2021, and $31.6 million and $32.7 million, respectively, of net revenue from January to September 2022. The Combined Entity generated $85.7 million pro forma unaudited net revenue for the 12 months leading to September 2022. Taken together, BZAM and TGOD have experienced one of the fastest growth rates in the Canadian cannabis market(5).
Create market’s most compelling product and brand portfolio: Leveraging both BZAM and TGOD’s passion for quality cannabis, innovative products and brand building, the Combined Entity will serve Canadian consumers with a complete portfolio of flower and 2.0 products. BZAM’s best selling vapes(6), infused pre-rolls and high quality flower across every price point are sold under the BZAM, -ness, Table Top, Dunn Cannabis, and FRESH brands, which have a strong market presence in British Columbia and Alberta(6). TGOD’s organic premium flower and hash, under TGOD and Highly Dutch brands, are popular in Ontario and Quebec(6), while TGOD’s joint venture with Wyld has delivered some of the fastest growing cannabis edibles across Canada since their commercial launch in December 2021(7).
Footprint across Canada with right-sized facilities in the largest provinces(2)(3): The Combined Entity will have local production presence in the largest provinces, and over 400 listed SKUs across Canada. The Combined Entity’s facilities are right-sized to demand without the need for material capital expenditure. The facilities offer complete, scalable capabilities for the Combined Entity’s broad range of cannabis products.
Substantial Synergies(1)(2)(3): The combination of BZAM and TGOD is expected to deliver at least C$10 million of annualized cost synergies within the first three quarters following completion of the Transaction, aiding in the achievement of positive adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) by mid 2023. The Combined Entity expects to achieve cost synergies in the key areas of cultivation and production, cannabis and product purchasing, sales, marketing and corporate expenses. BZAM’s Pitt Meadows, British Columbia facility will also provide TGOD with low-cost THC distillate and extraction capabilities, which is expected to improve cannabis 2.0 product margins. The Combined Entity expects to share a unified sales force leading to improvements of geographical coverage and increased retail distribution. The Transaction is expected to result in a stronger balance sheet and provide the Combined Entity with access to lower cost capital.
Proven Leadership Team
The Combined Entity will be led by an experienced management team and board of directors, with strong track records in the cannabis. Upon completion of the Transaction, BZAM’s current Chief Executive Officer (“CEO”), Matt Milich, and Chief Commercial Officer (“CCO”), Jordan Winnett, will lead the Combined Entity as CEO, CCO, along with TGOD’s current CEO and Interim Chief Financial Officer (“CFO”), Sean Bovingdon, who will take the role of CFO, in order to assist with the integration of BZAM and TGOD and the transitionary period of the Combined Entity. The board of directors of the Combined Entity will consist of seven members including five members from TGOD’s existing board of directors, and two members nominated by BZAM.
“This is an exciting day for both companies, for our employees, and for our consumers. We are bringing together two rapidly growing companies that share a passion for cultivation, innovation and brand development,” said Mr. Bovingdon. “Our highly complementary businesses in terms of production footprints, products and distribution networks create a Combined Entity with a leading branded product portfolio along with significant synergies across our operations.”(2)
“We are looking forward to bringing together TGOD’s organic flower and hash with our crowd pleasing vapes and the exceptional flower of our craft partners, including Dunn Cannabis and FRESH,” added Mr. Milich.(2) “Together, we expect to expand on what we have each accomplished so far, as we build a strong, EBITDA-positive cannabis company.”
Transaction Details
In consideration for all the issued and outstanding common shares of BZAM, upon Closing, TGOD will issue Combined Entity Shares to the BZAM Shareholder in two tranches, totalling an approximate 49.5% ownership stake of the Combined Entity.
In addition, the BZAM Shareholder is also entitled to earn up to $33 million in Combined Entity Shares (the “Milestone Shares”), subject to achievement of certain Milestones. The Milestones include payouts of Milestone Shares tied to annual net revenue targets and positive adjusted EBITDA targets for 2023. The Transaction is scheduled to close on or about November 3, 2022, subject to a number of customary conditions being satisfied or waived. Each Milestone Share shall be issued at a deemed price of the greater of $0.0596, that being the 15-day volume weighted average price of the common shares of TGOD immediately prior to the date the Agreement was signed, and the minimum price permitted under the policies of the Canadian Securities Exchange (the “CSE”).
In accordance with the terms of the Agreement, the BZAM Shareholder will enter into a contractual lock-up agreement, whereby the Combined Entity Shares received as part of Closing (the “Escrowed Shares”), and excluding the Milestone Shares, shall be subject to escrow with 1/3 of such Escrowed Shares being released on the 4-month, 8-month, and 12-month anniversaries of the date such Escrowed Shares are issued.
Consolidation(2)
In conjunction with the Transaction, the Combined Entity plans to file articles of amendment following Closing to effect a consolidation (the "Consolidation") of all of the issued and outstanding Combined Entity Shares.
Pursuant to the Consolidation, shareholders are expected to receive one post-Consolidation Share for every ten pre-Consolidation Shares (the "Consolidation Ratio"), subject to the Combined Entity continuing to meet minimum listing requirements of the CSE. Accordingly, following the Consolidation, shareholders currently holding ten pre-Consolidation Combined Entity Shares will instead own one post-Consolidation Combined Entity Share. In the event that the Consolidation would result in the issuance of fractional Combined Entity Shares, each fractional post-Consolidation Combined Entity Share will be rounded down to the nearest whole, with any fractional Combined Entity Shares deemed to have been tendered for cancellation for no consideration. The trading price of the Combined Entity Shares is expected to reflect the Consolidation Ratio immediately upon the resumption of trading following the Consolidation.
The Consolidation is expected to be completed on or about November 8, 2022. The Consolidation was approved by the shareholders of TGOD on June 29, 2022.
All registered shareholders holding physical share certificates representing their existing Combined Entity Shares are required to send such certificates to the Company's registrar and transfer agent, Odyssey Trust Company, at 702-67 Yonge Street, Toronto, ON M5E 1J8, Attention: Corporate Actions. Shareholders who hold their securities through a broker, investment dealer, bank or trust company should contact that nominee or intermediary for assistance in depositing their securities in connection with the Consolidation.
Financial and Legal Advisors
Clarus Securities Inc. acted as exclusive financial advisor to the BZAM and DuMoulin Black LLP acted as Canadian legal counsel to BZAM.
Aird & Berlis LLP acted as Canadian legal counsel to TGOD.
Conference Call
http://playback.conferenceconsole.com/recordings/rec32146679_20221019105748.mp3
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands.. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
About BZAM
Headquartered in Vancouver, BC, BZAM Cannabis™ is a multi-licensed Canadian cannabis producer focused on branded consumer goods, cultivation, processing and people. The BZAM Cannabis family includes core recreational cannabis brands BZAM™, -ness™ and TABLE TOP™, and partner brands Dunn Cannabis, FRESH, SuperFlower and Snackbar. The company operates facilities in the Lower Mainland, West Kootenay and Vancouver Island in British Columbia. Its sister companies operate facilities in Edmonton, Alberta, as well as a retail BZAM store in Winnipeg, Manitoba and Regina, Saskatchewan. BZAM Cannabis is rapidly expanding with a goal of bringing quality cannabis products to a growing number of consumers across Canada.
Notes
- Based on estimated retail sales from HyFire and Weed Crawler, June to August 2022.
- This is forward-looking information and based on a number of assumptions. See "Cautionary Statements".
- This target, and the related assumptions, involve known and unknown risks and uncertainties that may cause actual results to differ materially. While TGOD and BZAM believe there is a reasonable basis for this target, such target may not be met. Actual results may vary and differ materially from the targets. See "Assumptions" below.
- Certain financial information included in this press release is neither audited nor reviewed. Where possible, the information has been constructed by management from available audited or audit reviewed financial statements. Where no audited or audit reviewed information has been available, additional management accounting information has been utilized to construct financial information. Readers are cautioned not to place undue reliance on such information.
- Based on quarterly financial statements from Canada’s top 15 publicly traded cannabis Licensed Producers.
- From June to August 2022, BZAM had the #1 best selling vape SKU in Ontario, Alberta, and British Columbia, and the #1 and #3 best selling 28g flower SKU in British Columbia and Alberta, respectively. Over the same period, TGOD had the #2 best selling premium flower SKU in Ontario and Quebec, and the #3 best selling hash SKU in Quebec, based on BCLDB, OCS, Weed Crawler and internal management estimates.
- According to HyFire data for British Columbia, Alberta, Saskatchewan, and Ontario, Wyld ranked #10 in retail sales of edibles in January 2022 and #4 in fastest growth of edibles in August 2022.
Assumptions
In developing the financial guidance set forth above, TGOD and BZAM made the following assumptions and relied on the following factors and considerations:
- The targets are based on TGOD and BZAM’s historical results including its year-to-date consolidated results of operations, as well as retail sales growth analysis from Statistics Canada’s June 2022 release, and Cannabis Benchmark analysis of cannabis store counts in Canada.
- The targets are subject to continued cultivation improvements, productivity improvements, as well as internal and external sourcing of biomass.
- Revenue sustainability and growth depend on a variety of factors, including among other things, location, competition, legal and regulatory requirements. Prices are projected forward at recently realized wholesale prices.
- Cost of goods sold, before taking into account the impact of value changes in biological assets (which are non-cash in nature), and, accordingly, are excluded from calculations of Adjusted EBITDA, have been projected based on estimated costs of production and capacity available from a similar supply chain.
- Selling, general and administrative expenses in future periods are assumed to decrease as a percentage of revenues due to inherent scalability of selling, general and administrative expenses and our cost cutting initiatives outlined above. Additionally, total selling, general and administrative expenses include an allocation for corporate overhead and public company costs.
- Cost of procurement, which includes consumables, packaging and flowers as well as supply chain, and ancillary agreements, are assumed to decrease in future periods as a percentage of revenues due to economies of scale, renegotiation of key contracts, and volume discounts. Office spaces will be adjusted to reflect the Combined Entity’s geographical footprint.
- Cost of product development and research and development in future periods are assumed to decrease due to economies of scope and the Combined Entity’s ability to leverage innovation across products and brands.
- Cost of logistic, shipping and inventory carrying are assumed to decrease in future periods as a percentage of revenues due to operational efficiencies and optimized distribution centers.
- Cost of labor are assumed to decrease in future periods as a percentage of revenues due to the centralization of activities, the specialization of sites, and the increased utilization of automation.
CONTACT INFORMATION
Sean Bovingdon, CEO and Interim CFO, TGOD
sbovingdon@tgod.ca
905-304-4201 x269
Matt Milich, CEO, BZAM
mmilich@bzam.com
778-655-6335
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future revenue and EBITDA, statements about future production and manufacturing, statements about achievement of value for shareholders, statements about reduction in cost of goods sold and general and administrative expenses, statements about the offering of any particular products by the Combined Entity in any jurisdiction, statements regarding the future performance of the Combined Entity, statements about the strengthening of the Combined Entity’s balance sheet and debt ratios, statements about future development and delivery of products of the Combined Entity, statements about the potential future revenue and cost synergies, statements about the level of demand for TGOD’s and BZAM’s products, and statements about the timing of and closing of the Consolidation. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- 7 core SKU expansions in BC and Alberta
- 4 new innovative product launches, starting in Ontario
TORONTO, September 21, 2022- The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), a sustainable cannabis company, announces new Fall 2022 SKU launches.
With record yields and increased growing capacity, the organization will now offer products in additional size options to serve market preference and offer consumers increased flexibility.
- 4 TGOD Organic Dried Flower SKU expansions into 14g – Launching in Alberta
- TGOD Organic Skunk Haze 5 x 0.5g pre-rolls – Launching in Alberta
- Highly Dutch Organic Afghan Black hash 2g & Organic Marrakech Gold hash 2g – Launching in Alberta
- Highly Dutch Rotterdam Indica 7g & Amsterdam Sativa 7g – Launching in Alberta
- Highly Dutch Organic Cherry Mints 28g – Launching in British Columba
Further to size expansion, there are four innovation SKUs which will launch in Ontario this Fall, followed by other provinces in the months ahead.
TGOD Organic Gold Butter MAC 3.5g Whole Flower - Organic Gold Butter MAC - 3.5g Whole Flower - A certified organic Indica dominant hybrid, grown in living soil using natural sunlight and purified rainwater. This innovative TGOD original phenotype is grown from a Peanut Butter Breath x (Quebec Gold x Gorilla Glue) male, and a MAC-1 female. The result is a truly unique cultivar, bringing pungent frosty buds with smooth, roasted butter and nut flavour. This unique flower will be sold in TGOD’s award winning sustainable green glass jars. Available in November.
TGOD Natural Leaf Wrap – Organic Gold Butter Mac 1g Ultra-Premium Pre-Roll - a natural, sustainably grown tendu leaf is rolled and filled with a TGOD original pheno, Organic Gold Butter MAC. This unique Tendu Leaf Wrap is made with whole flower and no sugar leaves, giving a consistent, high-quality burn that’s slow and refined. Each pre-roll will be sold in a recyclable glass tube. Available in November.
Highly Dutch Organic Rotterdam n’ Rosin 0.5g – Organic Rosin-infused vape - a 20:80 rosin infused distillate indica vape, made from organic cannabis and native cannabis terpenes. Available in November.
Cruuzy Strawberry Jerry 3.5g Whole Flower - a rare sativa known for its mysterious BC lineage with terps delivering a strong berry and earthy aroma. Available in October.
“With our record yields and flower quality from both the Ancaster and Valleyfield greenhouses, we’ve been afforded the opportunity to meet customer requests and expand some core skus into larger sizes. The combination of core sku expansion plus innovation is an exciting time for the organization as we grow to support increased consumer demand. 2022 has been a year of ongoing distribution growth and these latest additions will further help drive sales revenues while delivering unique, consistent performers in the market.” said Sean Bovingdon, CEO of The Green Organic Dutchman.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Sean Bovingdon
SBovingdon@tgod.ca
(905) 304 4201
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about future development, growth and delivery of products, and statements about the level of demand for TGOD’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, September 6, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce that it has closed the sale of its Polish subsidiary, HemPoland sp. z.o.o. (“HemPoland”). Under the terms of a share purchase agreement, TGOD sold its full interest in HemPoland to RAMM Pharma Corporation for $1.2 million on closing after customary closing adjustments, in addition to a $0.15 million non-refundable deposit provided in July that was used for operating expenses in HemPoland. In conjunction with closing, the loan payable to HemPoland by TGOD, of US$4 million plus accrued interest, was forgiven.
“We are happy to have concluded the sale process and can now focus on continuing to grow our core cannabis business in Canada. The proceeds from the sale will provide additional working capital to support this aim,” said Sean Bovingdon, CEO of TGOD.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company's common shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. The Company's common shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to statements about future cannabis revenues, acceleration of the revenue growth profile of the Company, availability of working capital, profitability of the Company and maximization of the Company’s shareholder value. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
CONTACT INFORMATION
Sean Bovingdon
905-304-4201
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Achieved record quarterly net revenues of $11.63 million, a 43% increase from Q2 2021, and a 10% increase from Q1 2022
- Achieved record monthly net revenues of $5.56 million in June
- Reports gross profit of $7.33 million, a 195% increase over Q2 2021, and a 31% increase from Q1 2022
- Adjusted EBITDA* loss improves 80% from Q2 2021 to $4.27 million.
- Completed the sale of the Puslinch Facility building improvements for $3.0 million
TORONTO, August 29, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, reports its financial results for the quarter ended June 30, 2022. These filings are available for review on the Company's SEDAR profile at www.sedar.com. All financial information is provided in Canadian dollars except where otherwise indicated.
Management Commentary:
“Our momentum continued in Q2 2002, including another record month in June. Quarterly growth was achieved by several initiatives, including the first harvest from the Valleyfield facility, the launch of Organic Cherry Mints premium flower, continued expansion in distribution, increasing key account agreements, and a continued commitment to the TGOD promise of quality, consistency, and high THC products,” commented Sean Bovingdon, CEO of TGOD. “In addition to continuing to increase our retail distribution by investing in building relationships with the retail cannabis chains, we are preparing for future growth with new and unique strains and products. We continue to have strong conviction in our products and believe they can provide further penetration in key markets to drive our revenue potential. In Q2 our success in Ontario and in roads into growth markets in western Canada have been vital drivers of our financial performance. We remain focused on quality and consistency, as well as continued cost discipline and execution to build a strong and sustainable organization and brands that consumers love.”
Second Quarter 2022 Financial Highlights:
The Company:
- Achieved record quarterly net revenues of $11.63 million, a 43% increase from Q2 2021, and a 10% increase from Q1 2022. The quarter-over-quarter increase in revenue is in line with the Company’s forecast and can be mainly attributed to the launch of premium flowers (Cherry Mints & Maple Kush), launch of Pre-rolls, and Highly Dutch Organic™ flower continuing to gain traction in 2022. With additional sales efforts to provide direct store support as well as budtender and consumer education, in addition to the new listings accepted in key markets, the Company achieved significant increased revenues in key markets. The Company has also continued to invest in building relationships with the retail cannabis chains to expand distribution.
- Year to date 2022 net revenue of $22.2 million, reflecting growth of 65% versus the same period in the prior year.
- Gross profit (before changes in fair value) in Q2 2022 was $2.49 million resulting in a gross profit margin of 21%, reflecting more Highly Dutch mainstream flower and hash in the quarter. The Company believes gross margin and net revenue in Canada will increase as it sells proportionately more premium flower.
- General and administrative expenses (“G&A”) were $4.90 million for the three months ended June 30, 2022, an 8% decrease in comparison to $5.34 million for Q2 2021. In comparison to Q1 2022, G&A expenses increased by $0.98 million which is primarily a result of annual salary increases in Q2 2022 as well as a net accrued vacation reversal of $0.03 million in Q1 2022, along with additional one-off non-recurring costs incurred in the quarter including $0.28 million in consulting and $0.35 million in legal fees.
- Adjusted EBITDA* loss was $4.27 million for Q2 2022, representing an 80% improvement of $17.10 million compared to Q2 2021. This was largely as a result of the Company’s increase in revenue and continued cost cutting initiatives.
- As of June 30, 2022, the Company had a total cash position of $4.67 million, including $1.47 million in restricted cash.
Key Initiatives:
- The Company processed its first harvest from the Valleyfield, Quebec facility (“Valleyfield”). The expanded production base allows the Company to meet increasing consumer demand by adding an estimated 3,000 kgs of flower annually while providing the Quebec market with TGOD flower that is grown in-province.
- Increased SKUs and distribution across Canada for TGOD, Highly Dutch and Cruuzy brands. TGOD sales focused on three dried flower lines, Organic Maple Kush, Organic Sugarbush and Organic Cherry Mints. Highly Dutch brands had increased penetration due to a strong PR campaign around 4/20, and global media attention on the launch of the “Highly Dutch Hotline”.
- In May 2022, the Company announced that it had completed the sale of the Puslinch Facility building improvements for $3.0 million and in conjunction extinguished two shareholder promissory notes totaling $0.9 million.
- On April 29, 2022, the Company announced that the Revolver Loan was amended and restated, whereby the lender agreed to: (i) increase the overall Revolver Loan limit from $30 million to $34 million, through providing an additional advance of $4 million (ii) increase the term portion of the Revolver Loan from $20 million to $24 million (iii) amend the EBITDA financial covenant (as defined in the Revolver Loan agreement) to take effect on June 30, 2022, (iv) remove the covenant requiring a $4 million prepayment through funds raised by the sale of HemPoland and (v) introduce certain prepayment fees in the combined amount of 2% of any prepayments, subject to the satisfaction of various conditions set out therein.
- Since October 2021, the Company has been engaged with advisors for the sale of Company’s entity in Poland, HemPoland S.p.a. Z.o.o. (“HemPoland”), which was deemed non-core to future operations and the Company strategy. The Company received a non-binding competitive offer subsequent to Q2 2022. The Company anticipates completing the sale of HemPoland by the end of September 2022.
Investor Conference Call to Discuss First Quarter Results:
Management will host a conference call with analysts on August 31, 2022, at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 05534890. For those unable to participate on the live call, a replay of the call will also be available until September 7, 2022, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 534890#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
(*) Non-GAAP Measures, Reconciliation and Discussion
This press release contains references to "Adjusted EBITDA" which is a non-international financial reporting standards (“IFRS”) measure (a “Non-GAAP Measure”). Management defines Adjusted EBITDA as loss for the period, as reported, adjusted for deferred income tax recovery, foreign exchange gains and losses, finance costs, accretion expenses, finance income, share of loss on investments in associates, revaluation of contingent consideration, loss (gain) on disposal of assets, impairment of investment in associates, impairment (reversal of impairment) charge for non-financial assets, loss on derecognition of investment in joint venture, impairment loss on remeasurement of disposal group, loss on assets held for sale, debt modification, acquisition related costs, change in fair value of investments, realized fair value adjustment on sale of inventories, unrealized gain on changes in fair value of biological assets, share based compensation, depreciation and amortization. This measure does not have any standardized meaning according to IFRS and therefore may not be comparable to similar measures presented by other companies.
Management believes Adjusted EBITDA provides useful information as it is a commonly used measure in the capital markets to approximate operating earnings. The Company provides the Non-GAAP Measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. The Non-GAAP Measure is also presented because management believes such measures provide information which is useful to shareholders and investors in understanding its performance and which may assist in the evaluation of the Company’s business relative to that of its peers. Management believes the Non-GAAP Measure is a useful financial metric to assess the Company’s operating performance on a cash basis before the impact of non-cash items, and on an adjusted basis as described above. However, such Non-GAAP Measure should not be considered superior to, as a substitute for or as an alternative to, and should only be considered in conjunction with, the most comparable Non-GAAP Measure.
Reconciliations of the Non-GAAP Measure is presented in the Company's management’s discussion and analysis for the three and six months ended June 30, 2022 (the “Q2 MD&A”). The Non-GAAP Measure should not be considered superior to, as a substitute for, or as an alternative to, and should be considered in conjunction with the IFRS financial measures presented in the Company's financial statements. For more information, please see "Non-GAAP Performance Measures" in the Company's Q2 MD&A, which is available under the Company's profile on www.sedar.com.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue and gross margin, statements about future Adjusted EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about future development, growth and delivery of products, and statements about the level of demand for TGOD’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, July 12, 2022 – The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, announces the resignation of Ms. Nichola Thompson from her position as Chief Financial Officer (“CFO”) of the Company, effective August 4, 2022.
Ms. Thompson has decided to pursue unique opportunities outside of the cannabis industry. Mr. Sean Bovingdon, Chief Executive Officer (“CEO”) of the Company, has been appointed Interim CFO, effective August 4, 2022. Mr. Bovingdon was the previous CFO of the Company prior to being appointed the CEO in March 2021. The Company has engaged an executive recruitment firm for the search of a permanent CFO.
“On behalf of myself, and the rest of the Board of Directors, I would like to thank Ms. Thompson for her contributions and dedication to the Company since joining following the acquisition of Galaxie Brands Corporation, commented Sean Bovingdon, CEO of TGOD. “We would also like to wish Nichola the best of luck with all of her future endeavours,” added Mr. Bovingdon.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389‐9911
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Organic Maple Kush Organic Pre-Rolls by TGOD
- Amsterdam n’ Rosin Organic Vape by Highly Dutch
- Rosin Charged Hash by Cruuzy
- Puffing Season 3.5g sativa by Cruuzy
- Ube Coconut Vape by Cruuzy
- Real Fruit Peach Gummies 5:1 CBD:THC by Wyld
TORONTO, July 7, 2022- The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable cannabis company announces new summer SKU launches at OCS.
2022 has seen the introduction of successful dried flower SKUs, like TGOD’s Organic Maple Kush and Organic Cherry Mints, plus innovative, popular SKUs, like Highly Dutch Organic’s 6-Month Oak Barrel Hash and Cruuzy's SprChrgd Duubyz pre-rolls. To build on that success, five new SKUs will be released in Ontario, Canada’s largest recreational cannabis market, this Summer. The new products, outlined below, will also roll out to other provinces in the months ahead.
TGOD Premium
Organic Maple Kush (3.5g) has had notable sales success in the dried flower category and will now be available in Pre-roll format. Organic Maple Kush 3 X.5g Pre-Roll is a high-THC, high-terpene indica in organic hemp paper and a compostable container. Certified organically grown in living soil, this trichome-covered high-THC indica is a TGOD original cross between Koloa Sunrise and GG4. Organic Maple Kush gets its name from the Canadian organic maple syrup used to feed the soil it grows in, giving it a natural source of carbohydrates. This beautiful bud brings with it a tropical, fruity, kush-like finish, a result of Myrcene and Farnescene terpenes that dominate this strain's aroma and flavour. Available August 2nd.
Highly Dutch Organic
Building on the strong performance of Rotterdam Indica and Amsterdam Sativa in the flower category, this will be the first vape SKU under the Highly Dutch Organic brand. Amsterdam n’ Rosin is a 20:80 organic rosin-infused distillate sativa vape, made from cannabis flower and native cannabis terpenes. This vape is designed to bring an enriched full flavoured sativa experience at an affordable price. Each pull delivers thick, terpy, full flower rosin flavour in a convenient affordable 0.5g cartridge. The perfect vape for everyday use. Available August 2nd.
Cruuzy
Rosin Charged Hash is a fusion of high quality trichomes and solventless rosin, delivering a striking blend of full-flower flavour and powerful potency in every experience. It starts by carefully pressing high-quality flower into a sticky golden rosin. The rosin is then blended with the finest quality kief, creating a unique, 100% solventless, truly flavourful rosin charged hash experience. Available in 2g format August 2nd.
Puffing Season is another offering in the successful Cruuzy portfolio of bringing unique dried flower genetics to market. This sativa-dominant hybrid has scents of musk, gas, and lemons. The deep hue buds of this sativa are coated with frosty hairs. Available for a limited time in 3.5g August 2nd.
Ube Coconut Vape is a very uniquely flavoured vape using the top food trend of 2022, Ube. Each vape features a nutty vanilla flavour, complemented with the subtle taste of coconut. This unique taste experience combines natural, botanical terpenes, made with high-quality distillate, Available in 1g carts August 2nd.
Wyld
In addition to the TGOD core brands, the Wyld Team has grown on its popular portfolio, by adding Real Fruit Peach Gummies 5:1 CBD:THC. Each Wyld Peach gummy contains 5mg of THC and 25mg of CBD combined with the terpenes Limonene, Linalool, Alpha-Pinene, and Beta-Pinene and they’re packaged in compostable packaging.
“Our strategic focus is to operate in select product categories where we have a notable competitive differentiation. Providing high quality, high THC flower and differentiated products has been a key driver of our overall growth and is enabling us to meet major financial milestones in Q2 2022, and beyond. Moving through Summer 2022, we are happy to expand our product offering to the growing community of retail customers and provincial Boards.” commented Sean Bovingdon, CEO of TGOD.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue and gross margin, statements about future Adjusted EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about future development, growth and delivery of products, and statements about the level of demand for TGOD’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Organic Maple Kush now available in ON, AB, SK, MB, QC, NS, and NL.
- Distribution in more than 1000 stores across Ontario and Alberta and increasing weekly
- Expanding Maple Kush product line with launch of Pre-Roll SKU August 2022
TORONTO, June 28, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (OTC: TGODF), a sustainable global cannabis company, celebrates entry into the 2nd half of the year with rapid distribution growth of dried flower SKU, Organic Maple Kush.
Organic Maple Kush is a 3.5g dried flower SKU from The Green Organic Dutchman, and after initial release earlier this year, sales of the SKU have expanded into many provinces. Organic Maple Kush flower is grown under a certified organic process, in living soil, and gets its name from the organic maple syrup used to feed the soil it grows in. It's known for having dense buds with dark purple leaves that bring with it a tropical, fruity, kush-like finish, a result of Myrcene and Farnesene terpenes that dominate this strains aroma and flavour.
Since launch, Maple Kush has been a popular Indica for both retail stores and consumers with many retail customers asking for it by name. As a strain, Organic Maple Kush boasts consistent THC of 25%-29% and very high Terpene levels between 3.5%-4.5%. Due to popular demand and strong retail feedback, TGOD will now offer Organic Maple Kush in the pre-roll category as a 3 X 0.5g SKU starting this Summer.
To celebrate the growth of Organic Maple Kush as a top dried flower strain, many retailers will be featuring the SKU as "The Quintessential Canadian Dried Flower Product" as part of Canada Day celebrations with various promotions and activations. Participating retail chains include True North Cannabis, The Cannabist Shop, Cannabis Xpress, Bud Bar, 420Premium, and One Plant locations.
"There are few things as Canadian as maple syrup, and enjoying this unique product is a great way to celebrate Canada Day. Our proprietary living soil contains natural ingredients sourced from different regions across Canada, including organic maple syrup from the maple forests of Quebec" said Sean Bovingdon, CEO of TGOD. "Organic maple syrup is food for the beneficial micro-organisms that thrive in our living soil. Rather than synthetic alternatives, a natural approach helps make a stronger, better plant for our customers." Bovingdon added.
About The Green Organic Dutchman Holdings Ltd.The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US–OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange ("CSE") under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. TGOD's Common Shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
Cautionary StatementsThis news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue and gross margin, statements about future Adjusted EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about future development, growth and delivery of products, and statements about the level of demand for TGOD's products. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
Investor Relations:Shane Dungeysdungey@tgod.ca(403) 389-9911
TORONTO, May 27, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (OTC: TGODF), a sustainable global cannabis company, announces that it has granted options (each, an "Option") to purchase an aggregate of up to 89,000 common shares of the Company (the "Common Shares") to certain employees of the Company. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.105. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company's share option plan adopted by the board of directors of the Company on May 12, 2021 (the "Option Plan"). A Copy of the Option Plan is available under the Company's SEDAR profile at www.sedar.com.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US-OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. TGOD's Common Shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Achieved record quarterly net revenues of $10.58 million, a 96% increase from Q1 2021, and a 12% increase from Q4 2021
- Improved gross margin (before changes in fair value) to 35% from 32% in Q4 2021, and from 1% in Q1 2021
- Continued to decrease costs, with general and administrative expenses of $3.92 million, a 14% decrease versus Q4 2021
- Subsequent to March 31, 2022, amended the secured revolving facility (the “Revolver Loan”), increasing the term portion by $4.0 million to $24.0 million
TORONTO, May 25, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, reports its financial results for the quarter ended March 31, 2022. These filings are available for review on the Company's SEDAR profile at www.sedar.com. All financial information is provided in Canadian dollars except where otherwise indicated.
Management Commentary:
“We continued our momentum from Q4 2021 with strong Q1 2022 results, including another record month in March. These results can be attributed to the launch of new products and our existing products gaining further traction, affirming the strategic approach we have taken,” commented Sean Bovingdon, CEO of TGOD. “In addition to continuing to increase our retail distribution by investing in building relationships with the retail cannabis chains to expand distribution, we are preparing for future growth. We remain on track to achieve breakeven EBITDA on a monthly basis in Q2 and are pursuing opportunities for additional cultivation for 2023 to meet the strong demand for our products, specifically our premium flower. We continue to have strong conviction in our potential to achieve significant growth quarter over quarter, as we remain focused on quality and consistency, as well as continued cost discipline and execution to build a strong and sustainable organization and brands that consumers love.”
First Quarter 2022 Financial Highlights:
The Company:
- Achieved record quarterly net revenues of $10.58 million, a 96% increase from Q1 2021, and a 12% increase from Q4 2021. The quarter-over-quarter increase in revenue is in line with the Company’s forecast and can be mainly attributed to the launch of premium flowers (Cherry Mints & Maple Kush), launch of Pre-rolls, and Highly Dutch Organic™ flower gaining traction in 2022. With Acosta Canada Corp, providing direct store support as well as budtender and consumer education, in addition to the new listings accepted in key markets for January 2022, the Company achieved significant increased revenues in key markets. The Company has also invested in building relationships with the retail cannabis chains to expand distribution in the past six months.
- Improved gross margin (before changes in fair value) to 35% from 32% in Q4 2021, reflecting higher net revenues due to sales mix of products moving towards premium flower. The Company believes gross margin and net revenue in Canada will continue to increase as it sells proportionately more premium flower, which should result in achieving breakeven adjusted earnings before interest, taxes, depreciation, and amortization (“Adjusted EBITDA”).(1)
- General and administrative expenses (“G&A”) decreased to $3.92 million for the three months ended March 31, 2022, a 14% decrease in comparison to $4.57 million for Q4 2021. In comparison to Q4 2021, G&A expenses decreased by $0.65 million which is primarily a result of the reduction in overall office expenses and the reduction of termination benefits that were incurred in the prior quarter.
- Adjusted EBITDA loss was $2.24 million for Q1 2022, representing a 57% improvement of $2.93 million compared to Q1 2021 as a result of the Company’s increase in revenue and continued cost cutting initiatives as well as a sales mix with premium flower accounting for 27% of overall sales versus 19% in the previous quarter.
- As of March 31, 2022, the Company had positive working capital of $19.01 million (including non-cash contingent consideration liability of $4.78 million).
Key Initiatives:
- The Company expanded its production base to meet increasing consumer demand by adding cultivation at the facility in Valleyfield, Quebec (“Valleyfield”). The Company expects Valleyfield to add 2,500 to 3,000 kgs of flower annually while remaining the production facility for hash products.
- On March 10, 2022, the Company announced that it had agreed with its Canadian lender for the Revolver Loan to: (i) increase the overall Revolver Loan limit by $5 million to $30 million; (ii) allow certain eligible inventory to be included as collateral; and (iii) relax certain non-financial covenants; subject to the satisfaction of various conditions set out therein. In exchange, the Company issued 500,000 common shares of the Company (“Common Shares”) to the lender at a price of $0.10 per Common Share. All other terms under the Revolver Loan remained the same.
- Since October 2021, the Company has been engaged with advisors for the sale of Company’s entity in Poland, HemPoland S.p.a. Z.o.o. ( “HemPoland”), which was deemed non-core to future operations and the Company strategy. The Company received a non-binding competitive offer subsequent to Q1 2022. The Company anticipates completing the sale of HemPoland within the coming months.
Key Updates Subsequent to the Quarter:
- On April 29, 2022, the Company announced that the Revolver Loan was amended and restated, whereby the lender agreed to: (i) increase the overall Revolver Loan limit from $30 million to $34 million, through providing an additional advance of $4 million (ii) increase the term portion of the Revolver Loan from $20 million to $24 million (iii) amend the EBITDA financial covenant (as defined in the Revolver Loan agreement) to take effect on June 30, 2022, (iv) remove the covenant requiring a $4 million prepayment through funds raised by the sale of HemPoland and (v) introduce certain prepayment fees in the combined amount of 2% of any prepayments, subject to the satisfaction of various conditions set out therein.
- On May 17, 2022, the Company announced it raised additional working capital through asset sale of its leasehold improvements at the Puslinch facility (the “Transaction”) with the landlord (the “Landlord”) for $3 million (the “Consideration”). $2 million of the Consideration will be paid to the Company in cash, and $1 million of the Consideration will settle previous loans advanced to the Company by the Landlord, including all accrued interest and transaction costs thereon. In connection with the Transaction, the Company has also agreed to an increase in rent of $25,000 a month for the remainder of the lease term on the Puslinch facility of approximately 19 years.
Investor Conference Call to Discuss First Quarter Results:
Management will host a conference call with analysts on May 26, 2022 at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 81358956. For those unable to participate on the live call, a playback will be available for one week after the conference call using this URL:
https://produceredition.webcasts.com/starthere.jsp?ei=1550743&tp_key=fff6b3ddd0
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
(1) Non-GAAP Measures, Reconciliation and Discussion
This press release contains references to "Adjusted EBITDA" which is a non-international financial reporting standards (“IFRS”) measure (a “Non-GAAP Measure”). Management defines Adjusted EBITDA as loss for the period, as reported, adjusted for deferred income tax recovery, foreign exchange gains and losses, finance costs, accretion expenses, finance income, share of loss on investments in associates, revaluation of contingent consideration, loss (gain) on disposal of assets, impairment of investment in associates, impairment (reversal of impairment) charge for non-financial assets, loss on derecognition of investment in joint venture, impairment loss on remeasurement of disposal group, loss on assets held for sale, debt modification, acquisition related costs, change in fair value of investments, realized fair value adjustment on sale of inventories, unrealized gain on changes in fair value of biological assets, share based compensation, depreciation and amortization. This measure does not have any standardized meaning according to IFRS and therefore may not be comparable to similar measures presented by other companies.
Management believes Adjusted EBITDA provides useful information as it is a commonly used measure in the capital markets to approximate operating earnings. The Company provides the Non-GAAP Measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. The Non-GAAP Measure is also presented because management believes such measures provide information which is useful to shareholders and investors in understanding its performance and which may assist in the evaluation of the Company’s business relative to that of its peers. Management believes the Non-GAAP Measure is a useful financial metric to assess the Company’s operating performance on a cash basis before the impact of non-cash items, and on an adjusted basis as described above. However, such Non-GAAP Measure should not be considered superior to, as a substitute for or as an alternative to, and should only be considered in conjunction with, the most comparable Non-GAAP Measure.
Reconciliations of the Non-GAAP Measure is presented in the Company's management’s discussion and analysis for the three months ended March 31, 2022 (the “Q1 MD&A”). The Non-GAAP Measure should not be considered superior to, as a substitute for, or as an alternative to, and should be considered in conjunction with the IFRS financial measures presented in the Company's financial statements. For more information, please see "Non-GAAP Performance Measures" in the Company's Q1 MD&A, which is available under the Company's profile on www.sedar.com.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future net revenue and gross margin, statements about future Adjusted EBITDA, statements about future production quantity and timing, statements about the offering of any particular products by the Company and statements regarding the future performance of the Company, statements about future development, growth and delivery of products, and statements about the level of demand for TGOD’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, May 18, 2022 - The Green Organic Dutchman Holdings Ltd. (“TGOD” or the “Company”) (CSE: TGOD) (US: TGODF), a sustainable global cannabis company, will release its Q1 2022 financial results following the market close on the evening of Wednesday May 25, 2022. The Company will hold a conference call with analysts on Thursday May 26, 2022, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at:
https://produceredition.webcasts.com/starthere.jsp?ei=1550743&tp_key=fff6b3ddd0
Scheduled speakers are Sean Bovingdon, Chief Executive Officer, Nichola Thompson, Chief Financial Officer, and Shane Dungey, Vice President, Investor Relations, followed by a question and answer period with analysts.
CONFERENCE CALL INFORMATION:
Date: May 26, 2022 | Time: 10:00 a.m. Eastern Time
Participant Dial-In:
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 81358956
A replay of the call will also be available through June 2, 2022, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 358956#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity, and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company’s Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. The Company’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Investor Relations:
Shane Dungey
(403) 389-9911
Media Relations:
Karine Cousineau
TORONTO, May 17, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce it has closed an agreement of purchase and sale, of its leasehold improvements at the Puslinch facility (the “Transaction”) with the landlord (the “Landlord”) for $3 million (the “Consideration”). $2 million of the Consideration will be paid to the Company in cash, and $1 million of the Consideration will settle previous loans advanced to the Company by the Landlord, including all accrued interest and transaction costs thereon. In connection with the Transaction, the Company has also agreed to an increase in rent of $25,000 a month for the remainder of the lease term on the Puslinch facility of approximately 19 years.
“TGOD is poised for substantial growth in 2022. We enjoy a great productive relationship with our Landlord and this economically sensible Transaction provides us with immediate additional working capital to fund our continued growth as we continue to focus on execution, and financial discipline,” said Sean Bovingdon, CEO of TGOD.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company's common shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. The Company's common shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future growth, and statements about available working capital. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Total facility limit is increased from $30 million to $34 million
- Certain mandatory prepayments removed
- Amendment provides additional working capital to support continued revenue growth
TORONTO, May 2, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce that it has agreed to amend the terms of the amended and restated credit agreement dated September 29, 2021, as amended (the "Credit Agreement"), between The Green Organic Dutchman Ltd. (the "Borrower"), a wholly-owned subsidiary of TGOD, and its Canadian lender (the "Agent").
The Agent and the Borrower have agreed to enter into the third amendment to the Credit Agreement (the "Amendment") to, amongst other things: (i) increase the term portion of the credit facility by $4,000,000 to $24,000,000; (ii) amend the EBITDA financial covenant to take effect June 30, 2022; (iii) remove the required $6,000,000 prepayment via funds raised by public issuance of equity securities in the Company.; (iv) remove the required $4,000,000 prepayment via funds raised by the sale of HemPoland Sp. Z o.o.; and (v) introduce certain prepayment fees in the combined amount of 2% of any prepayments; subject to the satisfaction of the various conditions set out therein. All other terms of the credit facility will remain the same as before, including the maturity date of June 30, 2023.
“As we continue to grow our market share in the Canadian retail cannabis market, we are seeing opportunities to accelerate our revenue growth profile,” said Sean Bovingdon, CEO of TGOD. “Having immediate access to an additional $4 million in the term facility will allow us the flexibility to explore potential cultivation expansion in B.C. and Quebec and meet consumer demand for TGOD, Highly Dutch and Cruuzy products across the country. Additionally, the relaxation of covenants provides us the ability to hit profitability while maximizing shareholder value.” added Bovingdon.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company's common shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. The Company's common shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to statements about future revenues, acceleration of the revenue growth profile of the Company, profitability of the Company, cultivation expansion of the Company and maximization of the Company’s shareholder value. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Educational, free, real-time consumer resource from coast to coast available on Wednesday, April 20th as part of 420 celebrations
- Staffed by budtenders, growers, and industry experts
- 420 is an important annual celebration for cannabis retailers and consumers
- 42% of Canadians say they’ve consumed cannabis in the past 12 months[1]
TORONTO, April 14, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce a new educational initiative as part of its 4/20 celebrations. The Highly Dutch Organic 420 hotline (the “Hotline”) will be open and free to individuals of legal age everywhere.
April 20th (“420”) is a notable day in the calendar for the cannabis community and has evolved into one of annual importance with rallies, promotions and events taking place around the World. The celebration has been about recognizing the value of the cannabis plant. Despite that, there are still limited educational resources for consumers.
“From the evolution of the counterculture movement to the growing legalization of cannabis around the World, the spirit of 420 has always been to celebrate cannabis with others, and we can help to ensure everyone has access to the information they need on the big day,” says Drew Campbell, VP of Marketing of TGOD. “For decades, the Thanksgiving industry has had turkey experts on stand-by via tollfree hotlines for aspiring home chefs. This is our way of providing the same service to those who view 420 as an equally important event.”
From the growing facility where Highly Dutch (www.highlydutch.ca) products are cultivated in Ancaster, Ontario, on Wednesday, April 20th from 9am-9pm EST, experts will be available to support any inquiry consumers or potential consumers may have about cannabis. A panel of industry experts, budtenders, growers, and cannabis education professionals, like Andrew Freedman (The Cannabis Sommelier), and Kelsey Cannabis will be available through the Hotline. Inquiries to our panel of experts are all free and can be made via phone 1-833-4HIGHLY (1-833-444-4459) or DM on Instagram (@highlydutchorganic). The Hotline is open to individuals of legal age only.
A recent poll suggested that at least 35% of Canadians are more open and positive about cannabis use since legalization[2], and 55% of Canadians are aware of 420.[3] The poll also said that 20% also confirmed that they’d be somewhat more or much more likely to consume cannabis if more educational resources were available.[4]
“Whether someone is a cannabis-regular or hasn’t touched the plant in many decades, we owe it to curious individuals anywhere to support them, and to ensure they have the celebration they’re looking for on this 420,” says Sean Bovingdon, CEO. “Despite legalization, the educational resources for cannabis are restricted from most mainstream media, so we’re excited to offer this free educational service for consumers everywhere.“
420 Statistics
- Since legalization, cannabis has contributed $43.5 billion to Canadian economy, contributed $15.1 billion in government tax revenues, and sustained 98,000 jobs across the country[5]
- In 2021, cannabis sales jumped more than 50% on 420 vs. an average day[6]
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company's common shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. The Company's common shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to statements about the operation of the Hotline, information to be available through the Hotline, and events occurring on 420. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
[1] Cannabis 420 Survey. IPSOS. April 2022. Total Base = 1000. English. Q.1 When was the last time you consumed or used any type of cannabis product for recreational purposes (non-medical, enjoyment, pleasure, amusement) or medical purposes (used to treat disease/disorder or improve symptoms) ?
[2] Cannabis 420 Survey. IPSOS. April 2022. Total Base = 1000 . Q.4 Since recreational legalization in 2018, has your opinion of cannabis changed?
[3] Cannabis 420 Survey. IPSOS. April 2022. Total Base = 1000. English. Q.9 420 has been considered a global celebration day for cannabis consumers for many decades. Are you aware of this 420 holiday?
[4] Cannabis 420 Survey. IPSOS. April 2022. Total Base = 1000. English. Q.8. If you had more educational resources about Cannabis, how would it impact your consumption of Cannabis
[5] Deloitte. An industry makes its mark. The economic and social impact of Canada’s cannabis sector. P3.
[6] Bloomberg. Cannabis Canada Weekly: Retailers see 50% jump in 420 sales despite lockdowns. https://www.bnnbloomberg.ca/cannabis-canada-weekly-retailers-see-50-jump-in-420-sales-despite-lockdowns-1.1594546 April 23, 2021.
TORONTO, April 7, 2022 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, announces that it has granted options (each, an “Option”) to purchase an aggregate of up to 29,552,000 common shares of the Company (the “Common Shares”) to certain directors, officers, employees, and consultants of the Company, of which 19,950,000 Options were granted to directors and executive officers, and 9,602,000 Options were granted to employees and consultants. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.13. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”).
Pursuant to the terms of the Company’s amended and restated restricted share unit plan dated October 9, 2020 (the “RSU Plan”), restricted share units (“RSUs”) representing the right to receive up to an aggregate of 350,000 Common Shares, subject to the satisfaction of certain vesting conditions, were also awarded to a consultant of the Company. Copies of the Option Plan and the RSU Plan are available under the Company’s SEDAR profile at www.sedar.com.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Gross revenue of $39.19 million for Fiscal Year 2021, a 149% increase over last year
- Achieved record quarterly gross revenues of $12.37 million, a 27% increase quarter over quarter; with record monthly gross revenue of $5.18 million in December 2021
- Achieved record quarterly net revenue of $9.47 million, a 30% increase quarter over quarter
- Improved gross margin (before changes in fair value adjustments) to 32% for Q4
- Reduced G&A expenses by 28% quarter over quarter
- Completed strategic acquisition of Galaxie Brands Corporation, the exclusive Canadian producer of Wyld edibles
- Significantly increased market share in 28g and 3.5g flower category and in hash category
TORONTO, April 5, 2022 – The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, reports its results for the three months ended December 31, 2021 (“Fourth Quarter” or “Q4 2021”) and for the twelve months ended December 31, 2021 (“Fiscal Year 2021”). These filings are available for review on the Company’s SEDAR profile at www.sedar.com.
All financial information is provided in Canadian dollars except where otherwise indicated.
Management Commentary
"We closed 2021 with strong momentum as we saw significant growth quarter-over-quarter, reflecting continued execution of our strategic plan as we remain focused on quality, consistency and transparency. We are seeing the early benefit of our enhanced sales strategy which has accelerated sell-through. Our two-prong approach of onboarding key retail chains while having boots on the ground with our dedicated sales force is starting to bear fruit," said Sean Bovingdon, CEO of TGOD. "We are on track to hit our positive Adjusted EBITDA(1) target in Q2 2022, with continued monthly sales progression from the strong month of December,” added Bovingdon.
Fourth Quarter and Year-End 2021 Financial Highlights
![table-1](/img/press-releases/Table-1_600x600.png?v=1649210085)
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The Company:
- For Fiscal Year 2021 the gross revenue from cannabis products was $39.19 million, an increase of 149% from Fiscal Year 2020. The Company has adapted to the market dynamics and in the prior year, launched its Highly Dutch brand for the price conscious consumer and continues to grow its premium flower and hash offerings, both of which have contributed to the increase in current year revenues.
- Continued sales improvement in adult-use cannabis products with gross revenues increasing by 27% during Q4 2021 to $11.06 million, in comparison to $8.69 million in Q3 2021.
- Sales in medical cannabis products increased by 79% during Q4 2021 to $0.99 million, in comparison to $0.55 million in Q3 2021.
- Net revenue increased to $9.47 million in Q4 2021, an increase of $2.19 million or 30% quarter over quarter.
- Recorded gross margin (before changes in fair value) in Q4 2021 of 32% (“Gross Margin”) an improvement of 3% quarter over quarter, reflecting production efficiencies and higher net revenues with lower excise duties than the previous quarter due to sales mix of products. The Company believes Gross Margin and Net Revenue in Canada will continue to increase as it sells proportionately more premium flower, which should result in achieving breakeven Adjusted EBITDA(1).
- General and administrative (“G&A”) expenses of $4.57 million for Q4 2021, represent a 28% decrease of $1.80 million compared to Q3 2021. The Company will continue to focus on cost discipline and savings in G&A in 2022.
- Adjusted EBITDA(1) loss was $3.31 million for Q4 2021, representing a 40% improvement compared to Q3 2021, and was $22.60 million for the Fiscal Year being a 35% improvement of $11.93 million over 2020.
- Loss from operations in Q4 2021 of $5.67 million, an improvement of $3.48 million from Q3 2021. Losses from operations were $28.74 million for Fiscal Year 2021, compared to $40.96 million for the same period in the prior year primarily due to the improvement in revenues and reduction of G&A expenses.
- As of December 31, 2021, the Company had a positive working capital of $25.72 million (December 31, 2020 - $22.0 million negative working capital) primarily due to the repayment of its senior secured first lien credit facility, modifying its debt under its secured revolving facility (the “Revolver Loan”) to amend the maturity date to June 2023, and reducing accounts payable with the funds received from the Revolver Loan, ATM equity financings and warrant exercises in 2021. The total consolidated cash position was $4.31 million including $0.22 million of restricted cash (December 31, 2020 – $11.83 million of which $0.62 million was restricted cash). This cash will be used primarily towards covering working capital requirements and operating costs as the Company moves towards achieving positive operating cashflow.
Other Strategic Initiatives
- On November 4, 2021, the Company entered into a definitive agreement with Acosta Canada Corp (“Acosta”) for exclusive and dedicated sales representation of TGOD’s adult recreational cannabis brands in key provinces across Canada. The Company made the strategic decision to move away from a syndicated sales model to enable scaled growth with a dedicated sales force through greater product education, market penetration and distribution for its TGOD™, Highly Dutch Organic™ and Ripple™ brand portfolios in the key markets of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and Newfoundland. The Company also added a Regional Manager role for Quebec and Atlantic Canada to its team and named a Regional Manager in Calgary to support its presence in Western Canada.
- TGOD is now in 1,554 stores across the country, as it continues to increase distribution, including going from zero locations to over 370 locations in key retail chains in 2021. Pricing has remained stable with consumers gravitating towards higher quality, high THC flower with strong terpene profiles.
- In 2021, the Company has expanded its international footprint as it completed its first commercial shipments for the Australian and South African medical cannabis market. The Company expects to introduce more cannabis products to those markets later in 2022.
- On November 17, 2021, the Company acquired all the issued and outstanding shares of Galaxie Brands Corporation (“Galaxie”). Galaxie is focused on product innovation, branding and manufacturing 2.0 products. Galaxie creates and produces a range of products including premium cannabis edibles, infused pre-rolls, flavoured vapes, oils and solventless products. It also provides manufacturing and product development services to partners across Canada.
- The Company continues to work with advisors to facilitate the sale of HemPoland.
Key Updates Subsequent to the Quarter:
- The Company has continued to grow revenues and expects a similar growth trajectory achieved in 2021 to continue into 2022, as it heads towards positive operating cashflow. The decision to move to a dedicated sales force continues to enhance sales velocity with the team achieving more than 5,800 visits since early December. The visibility has driven brand recognition of TGOD™, Highly Dutch Organic™, Ripple™ and Cruuzy™.
- As a result of the Company’s quality flower products and key retail chain penetration, revenues have continued to ramp up. With recent product launches and over 20 new skus already approved for listing, the Company expects key product launches for its product portfolio to be a key catalyst to grow revenues.
- Galaxie is the exclusive producer of Wyld edibles in Canada. Currently sitting at 25 listings across the country, Wyld will continue to add additional skus and distribution points through 2022.
- In February 2022, the Company has hit significant milestones across the product portfolio in Ontario according to sales data from the OCS, specifically:
- TGOD’s Organic Cherry Mints is the 3rd best selling 3.5g flower in the premium flower category while Organic Maple Kush is 6th and Organic Sugar Bush is the 11th best seller
- Cruuzy is the 2nd top brand in the Resin and Rosin category, with the Supercharged Duubyz infused pre-rolls
- Highly Dutch Amsterdam Sativa is the 6th top selling 28g flower in the province
- On March 10, 2022, the Company announced that it had amended and restated the credit agreement dated September 29, 2021, as amended by a first amendment dated November 20, 2021, relating to the Revolver Loan (the “Credit Agreement”). The Company and its Canadian lender agreed to, amongst other things: (i) increase the revolving facility limit by $5.0 million to $30.0 million; (ii) allow certain eligible inventory to be included as collateral; and (iii) relax certain covenants set forth in the Credit Agreement; subject to the satisfaction of the various conditions set out therein. All other terms of the Credit Agreement will remain the same as before, including the maturity date of June 30, 2023.
- Member of the Board of Directors (“Board”) and Chair of the Audit Committee Nicholas Kirton has announced his retirement from the Board effective today. Since joining the Board in 2018, Nick has provided strategic leadership and valuable counsel to the Board and the TGOD team. The Company wishes to thank Nick for his service and dedication to helping grow shareholder value and ensuring good governance. Director Chris Schnarr has been appointed as the new Chair of the Audit Committee.
Investor Conference Call to Discuss Fourth Quarter and Year-end Results
Management will host a conference call with analysts on April 6, 2022, at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 50503996. A replay of the call will also be available through April 13, 2022, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 503996#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the Canadian Securities Exchange (the “CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
(1) Non-GAAP Measures, Reconciliation and Discussion
This press release contains references to "Adjusted EBITDA" which is a non-international financial reporting standards (“IFRS”) measure (a “Non-GAAP Measure”). Management defines Adjusted EBITDA as loss for the period, as reported, adjusted for deferred income tax recovery, foreign exchange gains and losses, finance costs, finance income, share of loss on investments in associates, revaluation of contingent consideration, loss (gain) on disposal of assets, impairment of investment in associates, impairment (reversal of impairment) charge for non-financial assets, loss on derecognition of investment in joint venture, impairment loss on remeasurement of disposal group, loss on assets held for sale, debt modification, acquisition related costs, change in fair value of investments, realized fair value adjustment on sale of inventories, unrealized gain on changes in fair value of biological assets, share based compensation, depreciation and amortization. This measure does not have any standardized meaning according to IFRS and, therefore, may not be comparable to similar measures presented by other companies.
Management believes Adjusted EBITDA provides useful information as it is a commonly used measure in the capital markets to approximate operating earnings. The Company provides the Non-GAAP Measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. The Non-GAAP Measure is also presented because management believes such measures provide information which is useful to shareholders and investors in understanding its performance and which may assist in the evaluation of the Company’s business relative to that of its peers. Management believes the Non-GAAP Measure is a useful financial metric to assess the Company’s operating performance on a cash basis before the impact of non-cash items, and on an adjusted basis as described above. However, such Non-GAAP Measure should not be considered superior to, as a substitute for or as an alternative to, and should only be considered in conjunction with, the most comparable Non-GAAP Measure.
Reconciliations of the Non-GAAP Measure are presented in the Company's management’s discussion and analysis for the years ended December 31, 2021 and 2020 (the “Y/E MD&A”). The Non-GAAP Measure should not be considered superior to, as a substitute for, or as an alternative to, and should be considered in conjunction with the IFRS financial measures presented in the Company's financial statements. For more information, please see "Non-GAAP Performance Measures" in the Company's Y/E MD&A, which is available under the Company's profile on www.sedar.com.
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future revenue, gross margin and Adjusted EBITDA, statements about production timing, statements about future production and manufacturing, statements about achievement of positive cash flow and value for shareholders, statements about reduction in general and administrative expenses, statements about potential international sales or activities, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company, statements about future development and delivery of products, statements about the potential future revenue and cost synergies, statements about potential entry into the U.S. market, and statements about the level of demand for TGOD’s and Galaxie’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, March 22, 2022 - The Green Organic Dutchman Holdings Ltd. ("TGOD" or the "Company") (CSE: TGOD) (US: TGODF), a sustainable global cannabis company, will release its Q4 and Year-End 2021 financial results following the market close on the evening of Tuesday April 5, 2022. The Company will hold a conference call with analysts on Wednesday April 6, 2022, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at:
https://produceredition.webcasts.com/starthere.jsp?ei=1531383&tp_key=5d374f0003
Scheduled speakers are Sean Bovingdon, Chief Executive Officer, Nichola Thompson, Chief Financial Officer, and Shane Dungey, Vice President, Investor Relations, followed by a question and answer period with analysts.
CONFERENCE CALL INFORMATION:
Date: April 6, 2022| Time: 10:00 a.m. Eastern Time
Participant Dial-In:
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 50503996
A replay of the call will also be available through April 13, 2022, by dialing 1-416-764-8677 or 1-888-390-0541 (Passcode: 503996#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US–OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity, and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company's Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. The Company's Common Shares trade in the U.S. on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
- Revolving facility limit is increased from $25 million to $30 million
- Certain eligible inventory to be included as collateral
- Amendment provides additional working capital to support continued revenue growth
TORONTO, March 10, 2022- The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce that it has agreed to amend the terms of the amended and restated credit agreement dated September 29, 2021, as amended by a first amendment dated November 20, 2021 (the “Credit Agreement”), between The Green Organic Dutchman Ltd. (the “Borrower”), a wholly-owned subsidiary of TGOD, and its Canadian lender (the “Agent”).
The Agent and the Borrower have agreed to enter into the second amendment to the Credit Agreement (the “Amendment”) to, amongst other things: (i) increase the revolving facility limit by $5,000,000 to $30,000,000; (ii) allow certain eligible inventory to be included as collateral; and (iii) relax certain covenants set forth in the Credit Agreement; subject to the satisfaction of the various conditions set out therein. All other terms of the credit facility will remain the same as before, including the maturity date of June 30, 2023.
As consideration for the Amendment, the Company has issued a total of 500,000 common shares to the Agent and certain affiliates of the Agent based on an issue price of $0.10 per common share.
“The continued support and confidence from our financial partner are a testament to TGOD’s unique value proposition and the significant work our team has done to position the Company for long-term success. This Amendment provides us with the additional working capital needed to support our continued revenue growth as we move towards positive EBITDA,” said Sean Bovingdon, Chief Executive Officer at TGOD.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational
market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company’s Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. The Company’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to statements about future revenues, EBITDA and operating cashflow, statements about the profitability of the Company, and about the future working capital of the Company. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, February 1, 2022- The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce the appointment of Ms. Nichola Thompson to the position of Chief Financial Officer (“CFO”) of the Company.
A finance veteran with over 20 years of experience, Ms. Thompson joins the senior management team at TGOD, having most recently held the position of CFO at Galaxie Brands Corporation, which was acquired by TGOD in November 2021. Ms. Thompson brings a broad range of experience guiding the finance departments of both public and private companies. Her experience includes CFO roles in the cannabis industry at Embark Health Inc., and Entourage Health Corp (“Entourage”). During Ms. Thompson’s tenure at Entourage, she was responsible for guiding the organization during a period of rapid growth, helping build the cannabis company into a multi-facility, fully licenced entity. Before entering the cannabis industry, Ms. Thompson held senior finance positions at Discovery Air, Deloitte & Touche, Siemens, and Priority One Packaging. Throughout her career she has successfully aligned finance and business goals to support corporate strategies. A Western University Business Administration & Commercial Studies graduate, Nichola Thompson obtained her Chartered Professional Accountant and Chartered Accountant designations in 2007 and is a member of the Institute of Chartered Accountants of Ontario.
“Nichola brings tremendous cannabis experience and proven judgment to the TGOD team, and she will be a valuable contributor in helping guide our company forward as we execute our plan to profitability. Her proven ability to manage the finance departments across an array of industries will be a vital asset in driving the future success of TGOD” said Sean Bovingdon, CEO of TGOD.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational
market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company’s Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. The Company’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to statements about future revenues and operating cashflow, statements about the profitability of the company, and about the future success of the company. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recently filed Annual Information Form available on SEDAR. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, January 24, 2022 - The Green Organic Dutchman Holdings Ltd., a sustainable global cannabis company is pleased to announce the appointment (the “Board Appointment”) of Chris Schnarr, ICD.D to the Board of Directors (“Board”) effective today, subject to the receipt of any necessary regulatory approvals.
Chris Schnarr is an entrepreneur with over 30 years of board experience across a range of industries, including cannabis, biotech, and health care. A graduate of the Director’s Education Program at Rotman School of Business and holder of the ICD.D designation, Mr. Schnarr’s board experience spans 10 public companies and three private companies. He has extensive committee experience, including Audit, Governance, and Compensation, having chaired Canopy Growth Corporation’s audit committee for four years. Mr. Schnarr will be joining the Board’s audit committee.
“Chris has excellent governance acumen and extensive board experience, making him a valuable addition to the TGOD Board,” said Angus Footman, Chair of the Board. “The addition of Chris to the Board underscores TGOD’s ongoing commitment to bring fresh perspectives into the boardroom. We look forward to working with Chris and having his perspective as we execute our strategy and create further value for stakeholders,” added Footman.
In connection with the Board Appointment, the Company has granted Mr. Schnarr options (each, an “Option”) to purchase an aggregate of up to 500,000 common shares of the Company (“Common Shares”). Each Option is exercisable into one common share at an exercise price of $0.10 per Common Share. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”). The Option Plan is available under the Company’s SEDAR profile at www.sedar.com.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company’s Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. The Company’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about creating further value for shareholders and statements regarding the future performance of the Company. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, December 21, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD"), a trusted and sustainable global cannabis company is pleased to announce the appointment (the “Appointment”) of Louis Sterling to the Board of Directors (“Board”) effective today, subject to the receipt of any necessary regulatory approvals.
Since 2017, Mr. Sterling has been a private investor targeting small-cap public equities and select fast-growth private companies, particularly in the health, wellness, and cannabis industries. Prior to this, he was a managing director of BondFactor, a firm specializing in insuring municipal bonds. A graduate from Harvard Law School, Mr. Sterling also holds an MBA from Harvard Business School, an undergraduate degree from Howard University, and has extensive experience in investment banking and private equity, having worked at Lincolnshire Management and Goldman, Sachs & Co.
Mr. Sterling will be replacing Mr. Jeffrey Scott who is resigning from his position as Board Member effective immediately to focus on other business interests.
“On behalf of the entire TGOD organization, I’d like to welcome Louis to TGOD’s Board. He joins us at an exciting time as we continue to grow revenues and execute our plan to profitability. We are confident that Louis will provide valuable perspectives as we explore opportunities in the U.S. and increase our market share domestically,” said Angus Footman, Chair of the Board. “I would also like to thank Jeff for his contribution to the Board since 2018 and wish him well in his future endeavours,” added Mr. Footman.
In connection with the Appointment, the Company has granted Mr. Sterling options (each, an “Option”) to purchase an aggregate of up to 300,000 common shares of the Company. Each Option is exercisable into one common share at an exercise price of $0.11 per common share. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”). The Option Plan is available under the Company’s SEDAR profile at www.sedar.com.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the Company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The Company’s Common Shares and certain warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the Canadian Securities Exchange (“CSE”) under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. The Company’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future revenue, statements about potential sales and market share, statements about the future profitability of the Company and statements regarding the future performance of the Company in any jurisdiction. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, December 9, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company is pleased to announce changes to its senior sales team to drive forward leading sales strategies and accelerate the launch of the Company’s innovative products throughout Canada following the Galaxie Brands Corporation (“Galaxie”) acquisition.
Rachel D’Silva is joining the TGOD management team as VP Sales – Galaxie, and will be managing Key accounts for TGOD in addition to managing the Cruuzy sales growth. Rachel has been Vice President Sales at recently acquired Galaxie Brands Corporation since March 2021. Ms. D’Silva has extensive experience in the cannabis and alcohol industries. She previously was Chief Sales Officer at Fluent Beverages, a cannabis beverage JV between Labatt Breweries and Tilray and held senior marketing roles at Aphria, Diageo and InBev.
Robert Gora, Vice President Sales-TGOD, will continue to lead the independent retail and medical channels, as well as the dedicated sales force represented through Acosta across the country. Prior to joining TGOD in 2019, Mr. Gora was General Manager, Medical for MedReleaf and has more than fifteen years experience in the pharma industry, having worked for Innomar Strategies and Brystol-Myers Squibb.
“As we continue to develop strategies to support and increase sales, address commercial gaps and respond to rapidly changing market conditions, we will leverage Robert’s and Rachel’s experience in the cannabis industry to execute sales strategies that drive sell-through,” said Sean Bovingdon, TGOD’s CEO and Interim CFO.
The Company further announces the departure of Gayle Duncan, CGO effective December 15th, 2021. The Company appreciates Gayle’s contribution in establishing The Green Organic Dutchman as an emerging leader in quality and sustainable cannabis.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable cannabis company with a focus on innovation, quality, consistency, integrity and transparency. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, the company serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
The companies Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020, and December 10, 2020, trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. The companies Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future revenue, statements about potential sales, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company, statements about future development and delivery of products, and statements about the level of demand for TGOD’s and Galaxie’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, December 2, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, announces that it has granted options (each, an “Option”) to purchase an aggregate of up to 2,516,000 common shares of the Company (the “Common Shares”) to certain directors, officers, employees, and consultants of the Company, of which 1,500,000 Options were granted to recently appointed directors and officers, and 1,016,000 Options were granted to employees and consultants. Each Option is exercisable into one Common Share at an exercise price per Common Share equal to $0.14. The Options vest as to 1/3 of the total number of Options granted on each of the first, second and third anniversaries of the grant date, and expire five years from the grant date. The Options are granted in accordance with the Company’s share option plan adopted by the board of directors of the Company on May 12, 2021 (the “Option Plan”).
Pursuant to the terms of the Company’s amended and restated restricted share unit plan dated October 9, 2020 (the “RSU Plan”), 100,000 restricted share units (“RSUs”) were also awarded to recently appointed directors and an officer of the Company, which will vest in two equal tranches, on each of the first and second anniversaries of the grant date. Copies of the Option Plan and the RSU Plan are available under the Company’s SEDAR profile at www.sedar.com.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, November 30, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a sustainable global cannabis company, is pleased to announce that it has agreed to amend the terms of the amended and restated credit agreement dated September 29, 2021 (the “Credit Agreement”), between The Green Organic Dutchman Ltd. (the “Borrower”), a wholly-owned subsidiary of TGOD, and its Canadian lender (the “Agent”).
The limit to the Company’s revolving credit facility (the “Credit Facility”) will remain at $25 million total. The Agent and the Borrower have agreed to enter into the first amendment to the Credit Agreement (the “Amendment”) to, amongst other things: (i) increase the term portion of the Credit Facility from $17 million to $20 million; (ii) issue the Warrants (as defined below) to the Agent and certain affiliates of the Agent; (iii) update certain covenants set forth in the Credit Agreement; and (iv) permit the Borrower to terminate the Credit Agreement without the Agent’s consent upon 90 days written notice, subject to payment of all outstanding amounts accrued under the Credit Agreement. All other terms of the Credit Facility will remain the same as before, including the maturity date of June 30, 2023.
As consideration for the Amendment, the Company has issued a total of 3,000,000 warrants (the “Warrants”) to the Agent and certain affiliates of the Agent. Each Warrant will entitle the holder to purchase one common share (a “Warrant Share”) for a period of 60 months from the issue date at a price of $0.14 per Warrant Share.
“This amendment to the Credit Agreement is an important step for the Company as it provides a significant improvement on our working capital position into 2022 as we continue to grow the business and move towards profitability,” said Sean Bovingdon, CEO and Interim CFO at TGOD.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about improvements to the future working capital position of the Company, and growth and profitability of the Company. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Achieved increased quarterly gross revenues from Adult Rec and Medical sales to $9.242 million, an increase of 140% YoY.
- Reduced recurring G&A expenses by 10% QoQ
- Renewed and extended its revolver loan credit facility until June 2023, providing longer term working capital for growth
- Transitioned to the CSE to allow for entry into the US market
TORONTO, November 24, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a trusted and sustainable global cannabis company, reports its unaudited interim financial results for the quarter ended September 30, 2021. These filings are available for review on the Company's SEDAR profile at www.sedar.com.
All financial information is provided in Canadian dollars except where otherwise indicated. Results of HemPoland S.p.a z.o.o. (“HemPoland”) have been reclassified as held for sale on the statement of financial position and discontinued operations on the statement of loss and comprehensive loss. All comparative periods have been updated to reflect this change in accordance with the relevant accounting standards.
Q3 2021 Financial Highlights:
In thousands of CAD |
For the three months ended |
|||||||
|
September 30, 2021 |
September 30, 2020
|
Variance to Q3-2020 ($) |
Variance to Q3-2020 (%) |
|
June 30, 2021 |
Variance to Q2-2021 ($) |
Variance to Q2-2021 (%) |
Revenue from adult-use cannabis products |
8,690 |
3,339 |
5,351 |
160% |
|
8,581 |
109 |
1% |
Revenue from medical cannabis products |
552 |
496 |
56 |
11% |
|
497 |
55 |
11% |
Revenue from toll agreements |
503 |
- |
503 |
n/a |
|
1,322 |
(819) |
(62%) |
Total Gross Revenues |
9,745 |
3,835 |
5,910 |
154% |
|
10,400 |
(655) |
(6%) |
The Company:
- Continued its progress in the adult-use cannabis products and medical cannabis products with gross revenues increasing during Q3-2021 increased by $0.164 million in comparison to Q2-2021. Tolling revenues, where the Company performs services for other licenced producers, decreased by $0.819 million.
- Incurred quarterly general and administrative (“G&A”) expenses of $6.369 million for Q3-2021. Excluding a non-cash loss of $1.564 million related to the settlement of a vendor dispute, the Company’s G&A expenses were $4.805 million which is slightly down from the same period in the prior year of $4.864 million and down from $5.342 million in Q2-2021.
- Registered a net loss from continuing operations of $13.941 million for the quarter compared to $75.396 million for the same period during the prior year. This also represents an improvement of $18.584 million of losses from continuing operations since Q2-2021 where the Company recorded a loss from continuing operations of $32.525 million.
- Renewed and extended its revolver loan credit facility (the “Revolver Loan”). The Company’s overall facility was reduced from $30 million to $25 million total, within which the term loan portion was increased to $17 million from $16 million. The revolving component represents the $8 million balance of the total. In conjunction with the changes, the Company paid a 2% commitment fee in Common Shares on September 30, 2021. In exchange, the Company has agreed to a financial covenant requiring achievement of positive EBITDA on a monthly basis by March 31, 2022. All other terms for the Revolver Loan facility remained the same as before.
- Classified the Company’s HemPoland subsidiary as held for sale as the Company expects to finalize the sale within the coming months, bringing in expected net proceeds of $8.3 million (expected gross proceeds of $14.54 million, before repaying an approximate $5.54 million loan between the parent company and the subsidiary and expected transaction costs). Upon completion of the sale, the Company expects to repay $4 million of the term portion of the Revolver Loan. The remaining proceeds of sale would provide significant cash and working capital to fund the continued growth and operations of the Canadian business.
Other Strategic Initiatives:
The Company successfully transitioned its shares from listing on the Toronto Stock Exchange (“TSX”) on September 10, 2021, to begin trading on the Canadian Securities Exchange (“CSE”) on September 13, 2021. The Company expects the change in stock exchange to allow for additional investment capability into the U.S. as it continues to explore opportunities for an entry into the market as the regulatory framework evolves.
The Company announced that it completed its first international commercial shipment consisting of cannabis flower and other extracts destined for the highly anticipated South African medical cannabis market in August 2021. The Company’s cannabis flower will be the first to be distributed legally in the country at a commercial scale. Its products received the approval of the South African Health Products Regulatory Authority (SAHPRA). In addition, and subsequent to the quarter, the Company completed its first commercial shipment for the Australian medical cannabis market consisting of cannabis oils with its partner LeafCann.
On October 14, 2021, the Company announced the launch of Organic Highly Dutch Amsterdam Sativa 28g in the province of Ontario. A top-selling product in other provinces, Highly Dutch's Amsterdam Sativa is a rotating selection of organic high potency Sativa flower. Amsterdam Sativa 28g product joins Rotterdam Indica 28g as a second one-ounce option for consumers under the Highly Dutch brand. As with TGOD dried flower, Highly Dutch dried flower products are organically grown in living soil, offer guaranteed THC percentages above 20%, and every bag contains an Integra Boost 2-way humidity control pack. Amsterdam Sativa is now available in Alberta, Saskatchewan, Manitoba, Ontario, Quebec and Newfoundland.
Subsequent to the Quarter:
On November 4, 2021, the Company entered into a definitive agreement with Acosta Canada Corp (“Acosta”) for exclusive and dedicated sales representation of TGOD’s adult recreational cannabis brands in key provinces across Canada. The Company made the strategic decision to move away from a syndicated sales model in order to enable scaled growth with a dedicated sales force through greater product education, market penetration and distribution for its TGOD™, Highly Dutch Organic™ and Ripple™ brand portfolios in the key markets of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and Newfoundland. The Company also added a Regional Manager role for Quebec and Atlantic Canada to its team and named a Regional Manager in Calgary to support its presence in Western Canada.
On November 17, 2021, the Company completed the acquisition of all of the issued and outstanding shares of Galaxie (the “Galaxie Transaction”). The initial share consideration was valued at approximately $21 million. As part of the Galaxie Transaction, the Company also assumed $1.3 million of existing shareholder loans of Galaxie, which are non-interest bearing until at least January 31, 2022. Certain previous shareholders of Galaxie (the “Vendors”) are also entitled to earn up to $15 million in additional shares of the Company, subject to achievement of certain financial milestones by December 31, 2022. Galaxie is focused on product innovation, branding and manufacturing 2.0 products. Galaxie creates and produces a range of products including premium cannabis edibles, infused pre-rolls, flavoured and full melt vapes, oils and solventless products. It also provides manufacturing and product development services to partners across Canada.
Looking ahead to 2022, the Company expects the following key product launches for its product portfolio as a key catalyst to grow revenues:
Ontario |
January: TGOD Sugar Bush & Rockstar Tuna Pre-Rolls, TGOD Cherry Mints 3.5g & TGOD Maple Kush 3.5g, Afghan Black Hash 1g 40%; Ksmorz Indica 3.5g, Tangerine Sunrise Sativa 3.5g, Supercharged Duubyz (Indica) 3x0.5g, and Supercharged Duubyz (Sativa) 3x0.5g
|
Quebec |
January through June: Afghan Black Hash 3g 30%, Afghan Black 6 Month Aged Hash 3g 30%, TGOD Cherry Mints 3.5g, and Rockstar Tuna & Sugar Bush Pre-Rolls, and Maple Kush 3.5g
|
Alberta |
January: TGOD Sugar Bush & Rockstar Tuna Pre-Rolls, TGOD WiFi Mints 3.5g February/March: TGOD Cherry Mints 3.5g
|
In addition, the Company expects to list its Afghan Black 6 Month Aged Hash 2g 40%, and Blueberry Pomegranate QuickSticks in additional provinces by April 2022.
Management Commentary:
“We continue to execute on our plan and this management team is working hard to bring the Company to profitability with many strategic initiatives”, commented Sean Bovingdon, CEO and interim CFO of TGOD. “TGOD continued at its prior quarter pace as stores worked through inventory loaded in Q2 and new retail distribution points continue to be established. Most notably, the Company launched its Sativa products in Ontario in October 2021 to add one of its top selling products to the country’s largest retail distribution network and strategically partnering with Acosta’s direct sales force provides the Company with the opportunity to double our existing distribution footprint quicker than before. Along with the continued support of our lender, selling HemPoland is expected provide the short-term liquidity to bridge the Company to positive operating cash flow in early 2022,” added Bovingdon.
“Integrating Galaxie and TGOD will allow for significant efficiencies in the supply chain along with additional sales licence penetration in markets that are complimentary to TGOD. Looking to 2022, we expect that key product launches for both TGOD and Galaxie will be key catalysts to grow revenues. Each strategic initiative successfully achieved allows the Company to differentiate itself and we are eager to grow our market share,” said Angus Footman, Chairman of the TGOD Board of Directors.
Investor Conference Call to Discuss Third Quarter Results
Management will host a conference call with analysts on November 25th, 2021, at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 23694857. For those unable to participate on the live call, a playback will be available for one week after the conference call using this URL: https://produceredition.webcasts.com/starthere.jsp?ei=1511938&tp_key=b0955d9f23
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future revenue, statements about production timing, statements about future production and manufacturing, statements about achievement of positive cash flow and value for shareholders, statements about reduction in general and administrative expenses, statements about potential international sales or activities, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company, statements about future development and delivery of products, statements about the potential future revenue and cost synergies, statements about potential entry into the U.S. market, and statements about the level of demand for TGOD’s and Galaxie’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.The
TORONTO, November 18, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce that further to its news release dated November 1, 2021, it has completed the acquisition (the “Transaction”) of all of the issued and outstanding shares (the “Galaxie Shares”) of Galaxie Brands Corporation (“Galaxie”).
“This is an exciting day for both TGOD’s and Galaxie’s teams. As per our strategic plan, the completion of the Transaction allows TGOD to accelerate domestic growth. With Galaxie’s innovation and operating capabilities, scale and efficiencies, the combined entity will build stronger revenues and financial performance.” said Sean Bovingdon, CEO and interim CFO of TGOD.
Following closing of the Transaction, TGOD will diversify its brand portfolio with the addition of Galaxie’s unique pre-rolls, vapes, solventless products, and its flagship brand, Cruuzy. TGOD will also benefit from improved regional distribution across Canada and gain further exposure to the valuable edible category through Galaxie’s exclusive joint venture in Canada with a major edible brand in the United States.
Galaxie’s 26,000 sq. ft. Ontario production facility (the “Galaxie Facility”) is fully licensed by Health Canada and operational with 2.0 production capabilities. The Galaxie Facility is expected to provide TGOD with additional cultivation, value added processing, packaging, extraction, and product development capabilities. Galaxie will become a wholly-owned subsidiary of TGOD and will remain the licence holder for the Galaxie Facility.
The Transaction is expected to achieve cost synergies through combining activities in supply chain and distribution, research, and product development, as well as cost reductions in sales, general and administrative activities, and general overhead. Galaxie’s strategic U.S. connections and existing industry relationships are expected to accelerate TGOD’s entry into the U.S. market, with the growing TGOD organic brand platform being positioned for future expansion across the border.
“I am proud of what we have built at Galaxie” said Angus Footman, Galaxie CEO & Co-Founder, and Chairman of the Company. “In a short period of time, we have successfully developed and launched over 45 innovative new SKUs across Canada. We admire TGOD’s leadership in sustainability, organic and quality cannabis production and look forward to jointly developing new innovative products that reflect our shared commitments to serving our consumers and building a sustainable global cannabis company,” added Footman.
Transaction Details:
The initial share consideration values the Transaction at approximately CAD $21 million. As part of the Transaction, the Company will assume $1,300,000 of existing shareholder loans of Galaxie, which are non-interest bearing until at least January 31, 2022. The vendors of the Galaxie Shares (the “Vendors”) are also entitled to earn up to CAD $15 million in additional shares of TGOD (the “TGOD Shares”), subject to achievement of certain financial milestones by December 31, 2022.
In consideration for Galaxie Shares, TGOD has issued 120,000,000 TGOD Shares at a price of $0.175 per TGOD Share, of which 40,000,000 TGOD Shares have been placed into an indemnity escrow account to be released no later than December 31, 2023, subject to the escrow release terms of an indemnity escrow agreement, and the remaining 80,000,000 TGOD Shares have been placed into an escrow account, whereby one sixth of such shares will be released every four months. In addition, there is an earn-out provision, whereby up to an additional 85,714,286 TGOD Shares, could be issued the Vendors, subject to the achievement of certain milestones in 2022.
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About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a sustainable, global cannabis company with a focus on innovation, quality, consistency, integrity and transparency. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. In Canada, TGOD serves the recreational market with a brand portfolio including The Green Organic Dutchman, Highly Dutch Organics, Ripple by TGOD and Cruuzy brands, and the medical markets in Canada, South Africa, Australia, and Germany. All cannabis utilized in products for The Green Organic Dutchman and Highly Dutch Organics brands is grown through a certified organic process, which includes living soil, filtered rainwater, sunlight, and natural inputs. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production and manufacturing, statements about future development, distribution and delivery of products, statements about the potential future revenue and cost synergies, statements about potential entry into the U.S. market, and statements about the level of demand for TGOD’s and Galaxie’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Dedicated sales force in key markets will increase product distribution at the retail level, enabling a greater focus for increasing sales
- Acosta is the sales powerhouse behind the most recognized brands and a proven resource for top retailers across the U.S. and Canada
- TGOD to leverage Acosta’s significant expertise in recruiting, training, and managing a dedicated sales force to optimize engagement with retail budtenders and store managers
TORONTO, November 4, 2021 - The Green Organic Dutchman Holdings Ltd. ("TGOD" or the "Company") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce it has entered into a definitive agreement with Acosta Canada Corp (“Acosta”) for exclusive and dedicated sales representation of TGOD’s adult recreational cannabis brands in key provinces across Canada.
The Company made the strategic decision to move away from a syndicated sales model in order to enable scaled growth with a dedicated sales force through greater product education, market penetration and distribution for its TGOD™, Highly Dutch Organic™ and Ripple™ brand portfolios in the key markets of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and Newfoundland.
“With dedicated sales representation in key markets, we are confident that we will see stronger product distribution at the retail level, enabling greater focus, control, and flexibility for increasing awareness, imparting product knowledge and budtender training, and influencing consumer sales transactions with our retail channel partners” commented Gayle Duncan, TGOD’s Chief Growth Officer. “Acosta is a proven sales resource behind the most recognized leading brands which they represent to top retailers across Canada and the U.S. By leveraging their significant expertise in recruiting, training, and managing a dedicated force, we will optimize our engagement with retail budtenders and store managers, provide increased sales, merchandising and marketing support, and simply bring better value to them with minimal disruption to their operations,” added Duncan.
TGOD also added a Regional Manager role for Quebec and Atlantic Canada to its team and named a Regional Manager in Calgary to support its presence in Western Canada.
“Acosta is thrilled to leverage our retail expertise and best-in-class systems and processes through our partnership with TGOD”, said Bill Ivany, President of Acosta Canada. “TGOD and Acosta’s shared values and focus on delivering growth make this new partnership an exciting one for delivering unified value to TGOD’s industry partners through our dedicated team of TGOD representatives. We look forward to growing with TGOD in Canada and beyond in the coming years.”
TGOD’s product portfolio offers a wide array of categories, strains, potency, and formats. With the recent launches of Organic Sugar Bush Sativa and Organic Maple Kush Indica Flowers, Highly Dutch Marrakech Gold Blond Hash, and rapid-dissolving Ripple Quicksticks, the company continues to expand its portfolio to address the diverse needs and preferences of consumers who seek high-quality cannabis products and who appreciate TGOD’s approach to organic cultivation, sustainability, and transparency.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
About Acosta
Acosta is an integrated sales and marketing services provider that enables consumer packaged goods brands and retailers to win in the modern marketplace by delivering progressive solutions and exceptional service. With more than 90 years of experience, Acosta understands evolving consumer needs and helps its clients and customers stay a step ahead, fueling their accelerated performance. For more information, please visit www.acosta.com
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about expected sales, statements about the offering of any products in any jurisdiction, statements about product education, statements about market penetration and statements about retail store presence and engagement with retailers. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- TGOD to acquire Galaxie Brands Corporation
- Acquisition significantly expands and diversifies TGOD’s product portfolio through:
- Galaxie’s exclusive joint venture in Canada, with a major U.S. cannabis edible brand
- Galaxie’s differentiated portfolio in pre-rolls, vapes, and solventless products, including Galaxie’s flagship Brand, Cruuzy
- Strengthen TGOD’s executive capabilities with addition of industry veterans and former Canopy Growth Corp. executives Angus Footman and Olivier Dufourmantelle to the Board and Management Team
- Increased scale and expanded operating capabilities in key growth verticals with ability to accelerate entry into the U.S. market
TORONTO, November 1, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce that it has entered into a share purchase agreement (the “Agreement”) under which TGOD, or a wholly-owned subsidiary of TGOD, will acquire all of the issued and outstanding shares (the “Galaxie Shares”) of Galaxie Brands Corporation (“Galaxie”) with initial share consideration valued at approximately CAD $21 million (the “Transaction”). As part of the Transaction, the Company will also assume $1.3 million of existing shareholder loans of Galaxie, which are non-interest bearing until at least January 31, 2022. The vendors of the Galaxie Shares (the “Vendors”) are also entitled to earn up to CAD $15 million in additional shares of TGOD (the “TGOD Shares”), subject to achievement of certain financial milestones by December 31, 2022. The Transaction is scheduled to close on or about November 15, 2021, and subject to customary closing conditions and covenants.
Key Transaction Highlights and Rationale
Diversified Product Portfolio and distribution
Galaxie is a licensed producer focused on product innovation, branding and manufacturing 2.0 products. The company creates and produces a range of products including premium cannabis edibles, infused pre-rolls, flavoured and full melt vapes, oils and solventless products. It also provides manufacturing and product development services to partners across Canada.
The Transaction will expand and diversify TGOD’s portfolio as follows:
- TGOD will gain exposure to the valuable edible category, through Galaxie’s exclusive joint venture in Canada with a major edible brand in the U.S. which sells a range of cannabis edibles made with unique cannabinoids and flavors.
- TGOD will leverage Galaxie’s diverse 2.0 portfolio and gain access to its product development expertise and formulation lab capabilities. TGOD will expand its offering to include innovative infused pre-rolls, flavoured and full melt vapes, and solventless products.
Following closing of the Transaction, TGOD will benefit from improved regional distribution across Canada, providing product expansion capabilities into British Columbia for TGOD and Highly Dutch brands, and into Quebec for Galaxie’s Cruuzy brand, which is made for emerging cannabis enthusiasts.
The combined entity will leverage TGOD’s unique quality organic platform and cultivation capabilities and Galaxie’s differentiated infused pre-rolls and full melt vapes. The product portfolio will expand from 157 to 215 listings across Canada and key product innovations will be deployed across all brands.
Increased scale and operating capabilities
Galaxie’s 26,000 square feet (“sq. ft.”) Ontario facility (the “Galaxie Facility”) with 2.0 capabilities is fully licensed by Health Canada and operational, and is expected to provide TGOD with additional cultivation, processing, packaging, extraction, and product development capabilities. The Galaxie Facility, coupled with TGOD’s existing 166,000 sq. ft. state-of-the-art growing operations in Ancaster, Ontario, and 80,000 sq. ft. of available cultivating and manufacturing space in Valleyfield, Quebec, positions TGOD, following the closing of the Transaction, to continue to expand, and move towards profitability. TGOD anticipates that its own sales license tolling business will be enhanced with Galaxie’s contract manufacturing capabilities.
In addition, Galaxie’s strategic U.S. partnerships and existing industry relationships is expected to accelerate TGOD’s entry into the U.S. market, with the growing TGOD organic brand platform being positioned for future expansion across the border.
Enhancement of TGOD’s executive capabilities
Angus Footman, current CEO of Galaxie, will join the Board of Directors of TGOD (the “Board”) as Chairman of the Board, while Olivier Dufourmantelle, President of Galaxie, will join the TGOD team as President of U.S. Operations and as a Director on the Board. The current Chairman of TGOD, Jeff Scott, will remain on the Board as the independent Lead Director, responsible for overseeing the strong governance principles of the Company. The TGOD Executive Team will continue to be led by Sean Bovingdon, CEO and interim CFO.
Both Footman and Dufourmantelle are experienced professionals and entrepreneurs with substantial experience in the cannabis industry.
Footman is the founder of Park Lane Farms (“Park Lane”), one of the first legal producers of medical cannabis products in Canada. Footman sold Park Lane to Canopy Growth Corp. (“Canopy Growth”) in 2014 and served as the Managing Director and President of Tweed Farms (formerly Park Lane) until 2018. Footman then assumed leadership of Canopy Growth’s animal health division, a global leader in animal cannabinoid research.
Dufourmantelle was previously Chief Operating Officer of Canopy Rivers Inc. (“Canopy Rivers”), and Chief Operating Officer of Canopy Growth. He has also worked in leadership and management consulting roles in Asia, Europe, and North America with both Michelin Tires and McKinsey & Company. Dufourmantelle is a certified Professional Engineer and has received an MBA from Harvard Business School.
In addition, John Bell, the former Chairman and Director at Canopy Growth and Canopy Rivers, respectively, who is a Director at Galaxie, will be joining TGOD as an Advisor to the Board.
Other rationale
The Transaction is expected to achieve significant cost synergies through selling, general and administrative expense reduction through combining activities, supply chain and distribution optimization through economies of scales, combined research, and development activities through leveraging both entities, and a general overhead reduction.
Management commentary
“We are excited to continue to execute on our growth plans. The acquisition of Galaxie will allow TGOD to expand by increasing scale, innovation, and operating capabilities, with the addition of exciting brands in Canada. We believe our complementary brands and consumer bases will result in stronger revenues and overall financial performance for TGOD, while preparing for a future expansion to the U.S.” said Sean Bovingdon, CEO and interim CFO of TGOD. “We look forward to leveraging Galaxie’s multiple strategic partnerships and welcome Galaxie’s talent to the TGOD team,” added Bovingdon.
“We are thrilled to join the TGOD team. We believe this Transaction will accelerate our growth plans and expand our product portfolios and operations. Beyond complementary brands and products, we share with the TGOD team a focus on environmental stewardship, social responsibility, and sound governance. Olivier Dufourmantelle and I are proud of the strong team we have assembled at Galaxie, and we look forward to help bring value for the combined entity,” commented Footman.
Transaction Details
In consideration for all the issued and outstanding shares of Galaxie, upon closing of the Transaction, TGOD will issue CAD $21 million worth of TGOD Shares, subject to adjustment in accordance with the terms of the Agreement, at a price of $0.175 per share. This amounts to 120,000,000 TGOD Shares, of which 40,000,000 will be placed into an indemnity escrow account to be released no later than December 31, 2023, subject to the escrow release terms of an indemnity escrow agreement (the “Indemnity Escrow Agreement”); the remaining 80,000,000 TGOD Shares will be subject to an escrow agreement, whereby one sixth of these shares will be released every four months. In addition, there is an earn-out provision, whereby up to an additional CAD $15 million in TGOD Shares, being 85,714,286 TGOD Shares, could be issued the Vendors, subject to the achievement of certain milestones in 2022. Galaxie will remain as a wholly-owned subsidiary of TGOD and licence holder for the Galaxie Facility. Closing of the Transaction is subject to customary closing conditions and the approval of the CSE.
Following the closing of the Transaction, the Board will be composed of Jeff Scott, Sean Bovingdon, Dr. Caroline MacCallum, Nicholas Kirton, Jacques Dessureault, Adam Jaffe, Angus Footman and Olivier Dufourmantelle. Current TGOD director, Marc Bertrand will transition to act as an advisor to the Board, in conjunction with John Bell.
Led by Sean Bovingdon (CEO and interim CFO), the executive team will be comprised of existing TGOD executives Michel Gagné (Chief Operating Officer), Gayle Duncan (Chief Growth Officer) and Matthew Schmidt (EVP Corporate Development), with the addition of Olivier Dufourmantelle (President U.S. Operations).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the U.S. on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
About Galaxie Brands
Galaxie Brands Corp. is a licensed producer operating in the Galaxie Facility, a fully licensed, fully operational 26,000 sq. ft./50 acres facility in Ontario. Galaxie focuses on innovation, branding and processing. The company has full 2.0 capabilities including flower and pre-roll manufacturing, extraction and formulation, edibles, vapes, and oils. It manufactures and distributes products across Canada. Galaxie develop brands that are fun and memorable, the way cannabis should be. Its Cruuzy brand offers a range of flavor first, high potency products to customers new to cannabis. The GRx medical brand offers high CBD products to its medical patients. Through its exclusive joint venture, Galaxie brings a range of cannabis edibles made with unique cannabinoids and flavours.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production and manufacturing, statements about future development and delivery of products, statements about the closing of the Transaction, statements about the potential future revenue and cost synergies, statements about potential entry into the U.S. market, and statements about the level of demand for TGOD’s and Galaxie’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- First commercial shipment for Australian medical cannabis market
- TGOD’s organic portfolio provides patients with consistent and reliable products
- TGOD continues to execute its international growth strategy
TORONTO, October 19, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce it completed its first commercial shipment consisting of cannabis oils destined for the Australian medical cannabis market.
Medicinal cannabis was federally legalized in Australia in 2016. In 2020, TGOD signed a distribution agreement with LeafCann for the Australian and New Zealand medical cannabis markets. The TGOD organic products portfolio provides health practitioners with a safe alternative for patients who rely on quality products that are certified organically grown. As shown by intensive stability studies conducted by LeafCann and TGOD, the TGOD oils are reliable in their consistency and maintain their cannabinoid content. The Company expects to introduce more cannabis products to the Australian and New Zealand markets in 2022.
“This shipment to Australia is an important milestone for TGOD as it marks our entry into the Asia-Pacific market” said Sean Bovingdon, TGOD’s CEO and Interim CFO. Coming less than two months after its first shipment to South Africa, TGOD continues to lay the foundation for large-scale international market commercialization. “We remain laser-focused on execution as we chart the course for future growth, including opportunities in international markets,” added Bovingdon.
"LeafCann is excited to be executing on its strategy to provide high-quality products at affordable prices into the Australian market. The Green Organic Dutchman's commitment to organic production is a real plus and a clear point of differentiation in the marketplace," said LeafCann CEO, Elisabetta Faenza.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the US on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
About LeafCann
LeafCann is an Australian licenced, vertically integrated biotech company specialising in the production of high quality, pharmaceutical grade cannabis ingredients and medicines. Leafcann has become Australia’s thought leading pioneer in the medicinal cannabis sector. As Australia’s leading privately owned medicinal cannabis company, Leafcann’s philosophy is Patient first. Our world-class management team and leading international professionals on our advisory board bring decades of combined experience working with and in regulated Medical Cannabis Schemes. LeafCann’s promise is to provide the highest quality, consistent product, at affordable prices, creating great value for patients and reliable dosing for physicians.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
CEO, LeafCann Group Pty Ltd
Elisabetta Faenza
ef@leafcann.com
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company, statements about consistency and potency of its products, statements about future revenue and expected revenue streams from international markets. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release
- Top Selling 28g Sativa flower in other major provinces
- Organic high-THC Sativa strain grown in living soil
- THC guaranteed to be 20%-26%; Humidity pack in every bag
- Expanding distribution opportunity to 1,000+ stores in Ontario
TORONTO, Oct. 14, 2021 - The Green Organic Dutchman Holdings Ltd. ("TGOD" or the "Company") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce the launch of Organic Highly Dutch Amsterdam Sativa 28g in the province of Ontario. A top-selling product in other provinces, Highly Dutch's Amsterdam Sativa is a rotating selection of organic high potency Sativa flower, packing sweet floral flavors with punchy aromas to compliment any occasion.
Amsterdam Sativa 28g product joins Rotterdam Indica 28g as a second one-ounce option for consumers under the Highly Dutch brand. As with TGOD dried flower, Highly Dutch dried flower products are organically grown in living soil, offer guaranteed THC percentages above 20%, and every bag contains an Integra Boost 2-way humidity control pack. All Highly Dutch products are made using superior quality flowers to deliver a consistent potency and experience in every batch.
"Not only is Amsterdam Sativa one of the only organically grown one-ounce products available in Canada, but it also offers consumers a differentiated high-quality product at a competitive price" said Gayle Duncan, Chief Growth Officer at TGOD. "Our Highly Dutch one-ounce products continue to perform well across Canada, and we are looking forward to expanding our distribution across Ontario" added Duncan.
Amsterdam Sativa will be available for Ontario Cannabis retailers to purchase starting October 20th through the OCS Wholesale platform and for consumers on ocs.ca starting October 27th. The first shipment of Amsterdam Sativa 28g into the Ontario market has a potency of 24.5% THC
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US–OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next–generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively. TGOD's Common Shares trade in the US on the OTCQX under the symbol "TGODF". For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
Cautionary Statements
This news release includes statements containing certain "forward–looking information" within the meaning of applicable securities law ("forward–looking statements Forward looking statements in this release include, but are not limited to, statements about future product launches, statements about the potency of specific cannabis strains, statements about the availability of specific products and statements about the future demand for organic products. Forward–looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "should", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward–looking statements throughout this news release. Forward–looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward–looking statements, including those risk factors described in the Company's most recent Annual Information Form filed with Canadian securities regulators and available on the Company's issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward–looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE's Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release
- Renewed Canadian Credit Facility, which will mature on June 30, 2023
- Lender to provide additional $1 million in working capital, to be added to the term loan component in October 2021.
- Right-sized the overall available facility from $30 million to $25 million, reducing expected non-utilization fees.
TORONTO, September 30, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased announce that it has agreed with its remaining Canadian lender, which has security of the Company’s main operating facility and certain working capital, to renew its credit facility (the “Credit Facility”) and extend the maturity date to June 30, 2023.
As part of the renewal, the Company’s overall Credit Facility will be reduced from $30 million to $25 million total, within which the term loan portion will be increased to $17 million from $16 million. The revolving component will represent the $8 million balance of the total. The Credit Facility is secured primarily by the Company’s Ancaster hybrid greenhouse facility and trade accounts receivable. The Company will pay a 2% commitment fee in Common Shares. In exchange, the Company has agreed to a financial covenant requiring achievement of positive EBITDA on a monthly basis by March 31, 2022. All other terms for the facility will remain the same as before.
“We are very pleased to be able to renew and right-size our Credit Facility which shows a demonstration of continued support from our lender” said Sean Bovingdon, TGOD’s CEO and Interim CFO. “The renewed maturity date, coupled with some expected cash savings on fees, provides a significant improvement on the Company’s working capital position which enables us to continue to grow our business and move towards profitability” added Bovingdon.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the US on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements with respect to the terms of the Company’s credit facilities, statements about achieving positive EBITDA and/or profitability and statements about achieving growth. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
- Health Canada licence successfully transferred to Cannara Biotech (Valleyfield) Inc.
- TGOD to offer locally grown premium quality cannabis for the Quebec market
- Executional excellence and cost discipline driving transformation
TORONTO, September 27, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (CSE: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to provide an operational update on its wholly owned Quebec subsidiary Medican Organic Inc. (“Medican”)
TGOD has reached another milestone in its plan to drive the Company forward as it enters its next phase of growth. Under a service agreement reached with Cannara Biotech (Valleyfield) Inc. (“Cannara”), Medican will provide services in one growing zone to produce TGOD’s premium certified organic cannabis in Valleyfield, Quebec in the near future, under the facilities’ licence as it was successfully transferred to Cannara. Additionally, TGOD’s 2.0 products will continue to be manufactured in approximately 50,000 square feet in Valleyfield.
“We are pleased with this transition as it enables us to concentrate on growing our business without disruption,” commented Sean Bovingdon, TGOD's CEO and Interim CFO. “Quebec is an important market for TGOD. Our products are highly sought after, making us one of the top sellers in the province. We look forward to building on that success by providing Quebec with locally-grown products, as demand continues to increase,” added Bovingdon.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (CSE: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the CSE under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the US on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about future production and manufacturing, statements about future delivery of products into Quebec, statements about the level of sales in Quebec and statements about the level of demand for TGOD’s products. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the CSE nor the CSE’s Regulation Services Provider (as that term is defined in the policies of CSE) accept responsibility for the adequacy or accuracy of this release.
TORONTO, September 10, 2021 - The Green Organic Dutchman Holdings Ltd. ("TGOD" or the "Company") (TSX: TGOD) (US-OTCQX: TGODF), a leading producer of premium certified organically grown cannabis, announces today that the Company has received final approval from the Canadian Securities Exchange (the “CSE”) to list its common shares (the “Common Shares”) and listed Common Share purchase warrants (the “Warrants”) on the CSE (the “Listing”).
As previously noted, pursuant to Part VII, Section 720 of the Toronto Stock Exchange (the “TSX”) Company Manual, the Company will voluntarily delist from the TSX its Common Shares and Warrants (the “Delisting”) and has received approval from the TSX to do so.
No action is required on the part of holders of the Common Shares and Warrants in respect of the Listing and the Delisting. The Corporation will continue to trade under the symbol “TGOD” on the CSE.
The Delisting of the Common Shares and Warrants from the TSX will take effect at the close of business
on September 10, 2021, and the Listing of the Common Shares and Warrants on the CSE will take effect
on September 13, 2021, to ensure, to the extent possible, continued, and seamless trading liquidity for
holders of Common Shares and Warrants.
The ownership of the Common Shares and Warrants will not be affected by the Delisting, and holders of
the Common Shares and Warrants will maintain their existing rights under applicable corporate law and
the Company’s constating documents. Trading of the Common Shares on the OTCQX Best Market will be unaffected by the Delisting and the Listing.
“The conclusion of this process is an important milestone in the path forward for the Company. Our listing on the CSE allows the Company to accelerate its plans for entry into the U.S. market. We look forward to sharing our plans with investors as the opportunities advance.” said Sean Bovingdon, Chief Executive Officer, and Interim Chief Financial Officer of TGOD. “We will continue to identify partners that can leverage our organic expertise and utilize our intellectual property, while allowing for synergies to make agreements accretive in the short and long term.”
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
As of today’s date, TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively. TGOD’s Common Shares trade in the US on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, expansion of the Company into other jurisdictions including the United States, any added benefits of the Company’s expansion into other jurisdictions, status of discussions with other parties relating to entry into the U.S. market, synergies with potential partners, and creating added shareholder value. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the TSX nor the TSX’s Regulation Services Provider (as that term is defined in the policies of TSX) accept responsibility for the adequacy or accuracy of this release.
TORONTO, August 26, 2021 - The Green Organic Dutchman Holdings Ltd. ("TGOD" or the "Company") (TSX: TGOD) (US: TGODF), a leading producer of premium certified organically grown cannabis, announces today that the Company intends to list its common shares (the “Common Shares”) and listed Common Share purchase warrants (the “Warrants”) on the Canadian Securities Exchange (the “CSE”), and has received conditional approval from the CSE to do so. The Company is currently addressing all outstanding items to receive final approval of its application (the “Listing Application”) to list its Common Shares and Warrants on the CSE (the “CSE Listing”).
Pursuant to Part VII, Section 720 of the Toronto Stock Exchange (the “TSX”) Company Manual, the Company has also submitted an application to the TSX to voluntarily delist (the “Voluntary Delisting Application”) its Common Shares and Warrants. The Voluntary Delisting Application is subject to TSX approval.
The board of directors and management of the Company believe that listing the Common Shares and Warrants on the CSE will be beneficial to the Company and its securityholders, as a result of the Company being subject to reduced filing fees and obligations. In line with recent corporate objectives, the CSE Listing will allow the Company to accelerate plans for an entry into the United States (“U.S.”) market. As mentioned in the Company’s most recent quarterly results communication, initial discussions have commenced with approximately half a dozen groups in the U.S., in respect of the Company’s plans to enter into the U.S. market. In order to advance these discussions, the CSE Listing is vital to show credibility in terms of being able to make an investment or complete a transaction.
“We are motivated to advance our discussions past the initial phase and look forward to sharing our plans with investors as the opportunities progress,” said Sean Bovingdon, Chief Executive Officer and Interim Chief Financial Officer of TGOD. “We will look to partner with entities that can build on our halo and benefit from our experience and intellectual property, while allowing for synergies to make any agreement accretive in the short term and long term. There are about 1,600 craft growers in the U.S. in the Clean Green Directory, which we feel could benefit from our CleanCraftTM growing process and capabilities.”
The Voluntary Delisting Application is not expected to have any impact on the Corporation's ongoing operations, nor on its ability to raise further funds, if required, to progress the continued development of its projects.
The Voluntary Delisting Application is being made in conjunction with and is subject to the Company receiving final approval from the CSE for the CSE Listing. There is no guarantee that the CSE will approve the Company’s Listing Application. If the Company’s Listing Application receives final approval by the CSE, it is the Company’s intention to take all reasonable and prudent steps, as required and with assistance and cooperation from the CSE and the TSX, to list the Company’s Common Shares and Warrants on the CSE without interruption or delay. As a result, the Company is expecting the delisting of its Common Shares and Warrants from the TSX to be effective at the close of business on September 10, 2021, and the listing of its Common Shares and Warrants on the CSE to be effective on September 13, 2021. After this change, the Common Shares and Warrants will only be available for trading on the CSE.
Securityholder approvals of the Voluntary Delisting Application and the CSE Listing are not required.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US-OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next-generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
As of today’s date, TGOD's Common Shares and Warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbols "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGOD’S Common Shares trade in the US on the OTCQX under the symbol “TGODF”. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Cautionary Statements
This news release includes statements containing certain "forward‐looking information" within the meaning of applicable securities law ("forward‐looking statements"). Forward looking statements in this release include, but are not limited to, statements about the listing of the Common Shares and Warrants on the CSE, delisting of the Common Shares and Warrants from the TSX, final approval to be obtained from the CSE and the TSX, expansion of the Company into other jurisdictions including the United States, any added benefits of the Company’s expansion into other jurisdictions, status of discussions with other parties relating to entry into the U.S. market, synergies with potential partners, and creating added shareholder value. Forward‐looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", “should”, "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward‐looking statements throughout this news release. Forward‐looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties (including market conditions) and other factors that could cause actual events or results to differ materially from those projected in the forward‐looking statements, including those risk factors described in the Company’s most recent Annual Information Form filed with Canadian securities regulators and available on the Company’s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and forward-looking statements included in this news release are made as of the date of this news release. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither the TSX nor the TSX’s Regulation Services Provider (as that term is defined in the policies of TSX) accept responsibility for the adequacy or accuracy of this release.
- Shipment destined for highly anticipated South African medical cannabis market
- First flower to be distributed legally in the country at a commercial scale
- Setting the base for large-scale commercialisation into the international market in 2022
TORONTO, Aug. 25, 2021 /CNW/ - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (TSX: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce it completed its first international commercial shipment consisting of cannabis flower and other extracts destined for the highly anticipated South African medical cannabis market.
The Green Organic Dutchman Holdings Ltd. Logo (CNW Group/The Green Organic Dutchman Holdings Ltd.)
TGOD's cannabis flower will be the first to be distributed legally in the country at a commercial scale. Its products received the approval of the South African Health Products Regulatory Authority (SAHPRA). This illustrates the value of TGOD's organic portfolio and bolsters its position in securing international market access. TGOD continues to see demand and opportunities for superior quality, high potency, and consistent products, which the CleanCraft™ processes enable TGOD to deliver.
"This is an important milestone in our strategy to export our certified organically grown medical cannabis products to international markets. We are confident that our in-country partner will continue to develop this nascent market and that TGOD's portfolio of products will be well received by patients that have previously lacked access to legal, high-quality medical cannabis " commented Sean Bovingdon, TGOD's CEO and Interim CFO. "We are pleased to be able to complete our first shipment mid-Q3 2021, in line with our corporate objectives. This is setting the base for our large-scale commercialisation into the international market in 2022," added Bovingdon.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US–OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next–generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", "TGOD.WA", and "TGOD.WB" respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company, statements about future revenue and expected revenue streams from international markets. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release.
- Consolidated revenue of $11.82 million increased 32% compared to Q1-2021
- Paid down over $30 million in debt during the quarter
- Continued growth targeted in the second half of the year
TORONTO, August 11, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (TSX: TGOD) (US: TGODF), a leading producer of premium certified organically grown cannabis, reports its unaudited interim financial results for the quarter ended June 30, 2021. These filings are available for review on the Company's SEDAR profile at www.sedar.com.
Management Commentary:
“Growth continued in the second quarter as the organization remained focused on executing our turnaround plan and fulfilling the TGOD Promise. Our premium flower SKUs performed strongly and our mainstream portfolio under the Highly Dutch brand also contributed to the quarter’s sales growth which together, lead to our highest quarterly revenue to date,” commented Sean Bovingdon, TGOD’s CEO and interim CFO. “We continued our transformation with our strategic asset monetization initiatives such as the sale of our Quebec Facility in Valleyfield, which allowed us to eliminate our senior term debt while maintaining operations at the site through a lease agreement with the purchaser. Benefiting from a stronger balance sheet and lower operating costs out of the Quebec Facility, TGOD is well positioned for continued expansion.”
Second Quarter 2021 Financial Highlights:
- Earned quarterly consolidated revenues of $11.82 million in Q2-2021 compared to $8.98 million in Q1-2021, representing a quarter-over-quarter increase of 32%. Sales from cannabis products in Canada of $10.4 million for Q2-2021 and hemp-derived product sales in Europe of $1.42 million for Q2-2021. European revenues were affected by the impact of COVID-19 on distribution channels. Sales levels in Europe are expected to normalize towards the end of the year.
- Canadian sales grew 55% quarter-over-quarter as Highly Dutch Amsterdam Sativa gained traction and as the COVID-19 lockdown restrictions began to ease. Experienced a gross profit (before changes in fair value of biological assets) of $3.27 million compared to $1.34 million in the previous quarter, and of $0.99 million in Q4-2020. This positive result is primarily driven by the year over year improvement of $2.87 million in the Company’s gross profit before changes in biological assets. The Company’s cash return on each sale has improved as the efficiencies of scale are being realized at the Hamilton Facility as the fixed costs are being absorbed at higher rates, in line with Company expectations.
- Continued to focus on costs with G&A expenses remaining relatively flat compared to the prior year at $5.74 million despite the Company experiencing additional professional expenses and costs related to the annual meeting in Q2-2021. TGOD expects G&A expenses to normalize in line with Q1-2021 levels for the remainder of 2021.
- Sales and marketing expenses of $1.34 million for the quarter decreased in comparison to expenses of $2.24 million for the same period in 2020 primarily due to strategic partnership payments being paid on a new set of performance indicators. Personnel costs related to sales and marketing are expected to slightly increase through the rest of the year with the addition of the Chief Growth Officer. The Company also expects to invest an additional $0.5 million into strategic partnerships to continue to drive retail sales and build recurring business with chains, where possible.
- Registered a net loss of $32.48 million for the quarter comprised primarily of the loss on the assets held for sale (Quebec Facility) of $17.69 million and a loss from operations of $9.08 million. However, the cash used in operating activities was only $5.8 million in comparison to $8.29 million for the same period in the prior year. The Company expects to achieve positive monthly operating cash flow before the end of 2021.
Sale of Quebec Facility
On June 22, 2021, the Company completed the sale of the majority of its assets in Valleyfield, Quebec, including all of the industrial and agricultural land, main hybrid greenhouse, rooftop greenhouse, all support buildings and certain related equipment for gross proceeds of $27 million. The Company was also refunded the deposit of $5.76 million it had with Hydro-Quebec, including interest. In conjunction with the sale, TGOD eliminated its senior term debt of over $30 million at a 13% interest rate, resulting in a more manageable debt load and greater financial flexibility. The Company incurred a non-cash loss of $17.69 million in its Q2-2021 results representing the difference between the carrying value of the asset held for sale and the net proceeds; this non-cash loss has no impact on the Company’s operations or liquidity.
The Company entered into a leaseback of for approximately 80,000 square feet of cultivation and processing space at Valleyfield and remains committed to maintaining a significant portion of its operations, including all 2.0 product manufacturing, in Quebec which is one of the Company’s most important markets.
Other Strategic Initiatives
The Company continues to review other strategic initiatives to maximize shareholder value including further monetization initiatives with its subsidiaries and/or the potential for mergers and acquisitions in the Canadian cannabis LP sector.
The Company also continues to pursue other international opportunities specifically focusing on Germany, Mexico, Australia, and South Africa. TGOD is one of very few Canadian licensed producers with access to the Mexican market, with 4 SKUs already well into the review process by the Mexican regulators. In Australia, the Company continues to make progress with its in-country partner for medical cannabis, LeafCann, and expects to move towards exporting product in the next few months.
In addition, the Company continues to investigate a listing on the Canadian Securities Exchange, which would allow for immediate involvement in potential opportunities in the United States where cannabis is legal for medical or adult-use in several states.
Investor Conference Call to Discuss First Quarter Results
Management will host a conference call with analysts on August 12 at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 88603432. For those unable to participate on the live call, a playback will be available for one week after the conference call using this URL:
https://produceredition.webcasts.com/starthere.jsp?ei=1482090&tp_key=1d3456e442.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facility has been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Karine Cousineau
kcousineau@tgod.ca
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about future revenue, statements about production timing, , statements about future production, statements about achievement of positive cash flow and value for shareholders, statements about reduction in general and administrative expenses, statements about potential international sales or activities, statements about listing on the CSE, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release.
TORONTO, August 5, 2021 -- The Green Organic Dutchman Holdings Ltd. (“TGOD” or the “Company”) (TSX: TGOD) (US: TGODF), a leading producer of premium certified organically grown cannabis, will release its second quarter 2021 results following the market close on the evening of Wednesday, August 11, 2021. The Company will hold a conference call with analysts on Thursday, August 12, 2021, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at:
https://produceredition.webcasts.com/starthere.jsp?ei=1482090&tp_key=1d3456e442.
Scheduled speakers are Sean Bovingdon, Chief Executive Officer and Interim Chief Financial Officer, Michel Gagné, Chief Operating Officer, and Shane Dungey, Vice President, Investor Relations, followed by a question-and-answer period with analysts.
CONFERENCE CALL INFORMATION:
Date: August 12, 2021 | Time: 10:00 a.m. Eastern Time
Participant Dial-In
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 88603432
A replay of the call will also be available through August 19, 2021 by calling 1-416-764-8677 or 1-888-390-0541 (Passcode: 603432#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272-2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
- Achieved $11.7 million preliminary unaudited gross revenue in Q2 2021
- Increase in quarter over quarter revenue of 30%, Canadian sales increasing by 55%
- CGO to focus on enhancing existing sales and marketing capabilities, and helping accelerate growth and branding across North America
TORONTO, July 15, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (TSX: TGOD) (US: TGODF), a leading producer of premium certified organically grown cannabis in Canada, today announced preliminary unaudited revenue for the second quarter of 2021, reflecting growth of 30% over the prior quarter, and an increase of 143% compared to the same period in 2020. To further accelerate this growth, the Company is pleased to announce that Gayle Duncan has joined the Company's Senior Leadership Team as Chief Growth Officer (“CGO”), a newly created position aimed at enhancing existing sales and marketing capabilities and increasing brand awareness across North America.
Preliminary and unaudited consolidated gross revenue for the second quarter 2021 is expected to be approximately $11.7 million. This reflects the significant progress and growth achieved in Canadian operations and sales, which accounted for $10.3 million of the second quarter 2021 gross revenue total, an increase of 55% over Canadian sales in Q1-2021.
“The relaunch of our premium flower with the implementation of CleanCraft is being well received by the market. Combined with the national rollout of Organic Sugar Bush and the reopening of retail stores in key markets, it has contributed to a strong second quarter,” said Sean Bovingdon, CEO and Interim CFO of TGOD. “With the addition of Gayle, a seasoned marketer and proven sales growth enabler, I have even greater confidence in our ability to continue to deliver against our objectives.”
Ms. Duncan most recently provided consultative marketing services through her private practice to companies like Hydro One Telecom and Tim Horton’s, where she oversaw the Tim Card portfolio across North America and led the launch of the CIBC Tim Horton’s Double Double Visa Card. Prior to that, in her 30 year career launching, building and managing businesses, brands and teams, she held executive positions at agencies like Consumer Impact Marketing and Maritz Loyalty Marketing, and consulted with consumer brands such as IMAX, Bell Canada, and Green Gruff, a brand of CBD infused pet products sold in the United States.
The Company expects to release its consolidated interim financial results after market close on August 11, 2021.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272-2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about revenue, statements about production timing, statements about future growth, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "preliminary", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release.
TORONTO, June 29, 2021 – The Green Organic Dutchman Holdings Ltd. (the “Company” or “TGOD”) (TSX: TGOD) (US-OTC: TGODF) today announced the voting results of its Annual General and Special Meeting of shareholders of the Company (the “Meeting”) held today in a virtual-only format.
All the matters put forward before shareholders for consideration and approval as set out in the Company's management information circular dated May 13, 2021 (the “Circular”) were approved by the requisite majority of votes cast at the Meeting. In particular, the shareholders approved the number of directors of the Company to be fixed at seven (7), and approved the election of all director nominees as follows:
Director Nominee |
Number of Shares |
Percentage of Votes in Favour |
|
Votes For |
Votes Withheld |
||
Jeffrey J. Scott |
93,539,228 |
2,589,625 |
97.31% |
Sean Bovingdon |
94,505,011 |
1,623,842 |
98.31% |
Marc Bertrand |
75,027,055 |
21,101,798 |
78.05% |
Nicholas G. Kirton |
90,743,095 |
5,385,758 |
94.40% |
Dr. Caroline MacCallum |
88,498,194 |
7,630,659 |
92.06% |
Jacques Dessureault |
90,323,660 |
5,805,193 |
93.96% |
Adam Jaffe |
90,508,072 |
5,620,781 |
94.15% |
In addition, the shareholders also approved the following items of business before the Meeting: the appointment of KPMG LLP as auditor of the Company for the ensuing year and the authorization of directors to fix their remuneration, and the unallocated stock option entitlements issuable under the 10% rolling Share Option Plan until June 29, 2024.
The total number of common shares of the Company (“Common Shares”) represented by shareholders and by proxy at the Meeting was 160,948,509 Common Shares, representing 30.48% of the Company’s total issued and outstanding Common Shares as at the record date of May 10, 2021. Detailed voting results are available under the Company’s profile on SEDAR at www.sedar.com. A recording of the Meeting is available on the Company’s website at: https://tgod.ca/2021proxymaterials.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272‐2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389‐9911
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release
- Sale of Quebec Facility to Cannara Biotech Inc. completed
- TGOD enters into leaseback agreement
- TGOD repaid and eliminated senior term debt
TORONTO, June 23, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (TSX: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce that its wholly owned Quebec subsidiary Medican Organic Inc. (“Medican”) has completed the previously announced sale (the “Transaction”) of the majority of its assets in Valleyfield, Quebec (the “Quebec Facility”), including all industrial and agricultural land, main hybrid greenhouse, rooftop greenhouse, all support buildings and certain related equipment, to Cannara Biotech (OPS) Inc. (the “Purchaser”) for the $27 million purchase price contemplated in the purchase and sale agreement relating to the Transaction. In addition, Medican received a $5.7 million deposit refund from Hydro Quebec.
Concurrent with the closing of the Transaction, TGOD repaid approximately $31.8 million to its senior lender to settle all of its outstanding obligations, and terminated the loan agreement with such lender.
As also agreed to with the Purchaser, Medican entered into a lease with the Purchaser concurrent with the closing of the Transaction, for approximately 80,000 square feet of cultivation and processing space in the Quebec Facility.
BMO Capital Markets acted as exclusive representative and financial advisor to the Company in connection with the Transaction, and Langlois Lawyers LLP acted as TGOD’s legal counsel.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272-2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about future production and operations. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release.
- Gross total value of $32.7 million, consisting of sale price of $27 million, plus $5.7 million from Hydro Quebec deposit return
- TGOD’s operations to remain in Valleyfield, through leaseback agreement
- Sale expected to close on or before June 22, 2021
- TGOD to use net proceeds to eliminate senior term debt
TORONTO, June 10, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (TSX: TGOD) (US-OTC: TGODF), a leading producer of premium certified organically grown cannabis, is pleased to announce that its wholly owned Quebec subsidiary Medican Organic Inc. (“Medican”) has entered into a binding agreement of purchase and sale (the “APS”) with Cannara Biotech Inc. (the “Purchaser”) (TSXV: LOVE) for the sale of the majority of its assets in Valleyfield, Quebec (the “Quebec Facility”), including all industrial and agricultural land, main hybrid greenhouse, rooftop greenhouse, all support buildings and certain related equipment. The processing and manufacturing equipment currently utilized by Medican for the production of its cannabis 2.0 portfolio in the Quebec Facility is not subject to the APS. Pursuant to the APS, the Purchaser will have deposited the full $27 million (the “Purchase Price”) into escrow prior to the close of the sale which is scheduled to close on or before June 22, 2021 (the “Closing”). As agreed between the parties in the APS, Medican will enter on Closing into a lease with the Purchaser, for approximately 80,000 square feet of cultivation and processing space in the Quebec Facility.
Management Commentary:
“This is a major transition point for the Company, as we continue to execute our plans, allowing us to significantly reduce our debt while right-sizing our operations in Quebec without disruption,” commented Sean Bovingdon, TGOD’s CEO and Interim CFO. “Furthermore, we are pleased to be in position to provide for potential future growth in cultivation in Quebec through the leaseback of an appropriate portion of the Quebec Facility. Our portfolio of products is receiving positive reviews across the country and we look forward to providing Quebec with locally grown products, as demand continues to increase. Our balance sheet is being strengthened through the sale of excess assets and the elimination of term debt, and we expect annualized net cashflow savings of approximately $4 million in interest and overhead costs. This sets the foundation for the Company to take advantage of other growth opportunities in Canada and the United States,” added Bovingdon.
Transaction details:
- Gross Purchase Price of $27 million, paid on Closing in cash from funds deposited into escrow by the Purchaser.
- Additional $5.7 million deposit to be refunded to Medican upon completion of the transfer to the Purchaser of a utility pricing agreement with Hydro Quebec, to occur concurrently with Closing.
- Medican will be provided with an initial two-year lease for 80,000 square feet, representing cultivation, processing and manufacturing spaces in the Quebec Facility, at an annual rate of $12.50 per square foot.
- In addition, Medican will enter into a three-year lease and cannabis supply agreement with the Purchaser, commencing after the initial two-year lease, for approximately 80,000 square feet of the Quebec Facility, whereby Medican will pay $8.75 per square foot per year for the processing and manufacturing space only and will pay the Purchaser a net amount based on the wholesale value of bulk dried cannabis that Medican produces from the growing premises in lieu of rent for that space. This will be a net amount based on bulk wholesale market prices at that time less all costs of cultivation and costs to process to point of sale of bulk dried cannabis. Medican will maintain ownership of its organic cannabis produced for sale into the retail markets.
- Concurrent with Closing, TGOD will pay approximately $31.8 million to its senior lender in full and complete settlement of all its obligations to such lender.
- The APS closing is subject to usual and customary conditions for such transactions.
- BMO Capital Markets acted as exclusive representative and financial advisor in connection with the transaction, and Langlois Lawyers LLP acted as TGOD’s legal counsel.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272-2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about future revenue, statements about the use of proceeds and reduction of debt, statements about the definitive terms of lease agreements and the closing of asset sale agreements, statements about future production, statements about achievement of value for shareholders, statements about reduction interest and overhead costs, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release.
- Revenue of $8.98 million increased 194% compared to Q1-2020
- Gross profit of $3.13 million increased 83% compared to prior year
- G&A reduction of 53% compared to the same period in 2020
- Net income of $12.46 million, due to reversal of impairment charges
TORONTO, May 12, 2021 - The Green Organic Dutchman Holdings Ltd. (the "Company" or "TGOD") (TSX: TGOD) (US: TGODF), a leading producer of premium certified organically grown cannabis, reports its unaudited interim financial results for the quarter ended March 31, 2021. These filings are available for review on the Company's SEDAR profile at www.sedar.com.
Management Commentary:
“This quarter’s improving financials demonstrate how we are strengthening TGOD’s foundations by executing our turnaround plan. From monetizing under-utilized assets to streamlining our organizational structure and strengthening our balance sheet, our new leadership team is making great strides towards completing the transformation of TGOD into a profitable and agile organic cannabis producer that stands to benefit from accelerated growth in Canada and abroad with opportunities in Germany, Mexico, Australia, and the United States,” commented Sean Bovingdon, TGOD’s CEO and Interim CFO. “The achievement of net income reflects the positive outlook for our cashflows in relation to our right-sized operations. We look forward to the potential lifting of COVID restrictions as vaccinations increase, which will allow for better access for consumers to our organically grown quality products, that are now consistently achieving THC levels greater than 20%.”
First Quarter 2021 Financial Highlights:
- Earned quarterly revenues of $8.98 million in Q1-2021 compared to $3.06 million in Q1-2020, and $10.92 in Q4-2020. This represents a year-over-year increase of 194%, and quarter-over-quarter decrease of 18%. Sales from cannabis products in Canada of $6.67 million for Q1-2021 and hemp-derived product sales in Europe of $2.31 million for Q1-2021. The quarter-over-quarter decrease in revenue is in line with the Company’s forecast and can be mainly attributed to store restrictions and stay-at-home orders related to COVID-19, combined with some provincial listing mandates being revised at the start of the year. The decrease appears to be within the range of what has been observed and reported by many peer companies to date in 2021, and the Company expects growth to rebound for the remainder of 2021 with restrictions anticipated to be lifted as vaccination rates increase and retail stores reopen.
- Experienced a gross profit of $3.13 million compared to $1.71 million in previous year, and a loss of $0.89 million in Q4-2020. This reflects the increased volumes of sales in Canada from the prior year, partially offset by $0.6 million of non-recurring property tax reassessments included in Q1-2021 costs of goods.
- Continued to benefit from its cost control initiatives with further reductions in G&A expenses, down by 53% year over year. Compared to Q4-2020, G&A expenses decreased by $0.99 million, reflecting reductions in personnel costs and third-party professional, consulting, and legal costs, including listing costs and expenses related to the AGM held in Q4-2020. Management continues to proactively manage costs to correlate with sales activity levels.
- Recorded a net non-cash reversal of previous impairments of $21.81 million triggered by its Quebec Facility being classified as assets held for sale. By committing to a plan to sell the Quebec Facility, which represented significant excess growing capacity, the Company significantly improves its working capital and the expected return on the Company’s remaining assets is expected to improve. This resulted in the non-cash impairment reversal, representing improved returns on discounted future cashflows generated from the Ancaster Facility and remaining assets.
- Registered a net income of $12.46 million for the quarter compared to a loss of $73.44 million for the same period during the prior year, comprised primarily of the reversal of impairment, and a loss from operations of $5.89 million. On a per share basis, the Company recorded a net income of $0.02 compared to a loss of $(0.23) for Q1-2020 and $(0.05) for Q4-2020.
Key Updates Subsequent to the Quarter:
Sale of Quebec Facility
On April 29, 2021, the Company provided an update on the potential sale of its Quebec Facility, stating that it had received multiple viable bids. Management and its advisors are currently working through the details of the bids and anticipate progressing towards signing a definitive purchase and sale agreement and closing by the end of June 2021. Many of the offers received include the ability for the Company to lease back the small portion of the Quebec Facility that is currently in use, such that the Company anticipates minimal disruption to current operations and no requirement for the Company to expend capital for any relocation.
United States Market Entry
With the continued regulatory progress in the US towards the decriminalization and legalization of cannabis in some form in various states, and the SAFE Banking Act passing through the US House of Representatives, the Company is accelerating its exploration of strategic options towards a potential US entry. Specific actions underway include discussions with investment advisors on potential acquisition and partnership opportunities, the potential expansion of the board to seven directors for the upcoming annual and special meeting of shareholders of the Company to add an additional nominee with US capital markets experience, and consideration of applying for a listing on the Canadian Stock Exchange which would allow for cannabis investment into the US.
Other Strategic Initiatives
The Company continues to review other strategic initiatives to maximize shareholder value. This includes the potential sale or spin-off for an Initial Public Offering of HemPoland, its wholly owned subsidiary, for which the Company has retained Canaccord Genuity as an advisor, and the potential for mergers and acquisitions in the Canadian cannabis LP sector. The Company also continues to pursue other international opportunities specifically focusing on Germany, Mexico, and Australia. The Company is one of very few licensed producers with access to the Mexican market, with 4 SKUs already well into the review process by the COFEPRIS. In Australia, the Company continues to make progress with its in-country partner for medical cannabis, LeafCann, and expects to move towards exporting product in the next few months.
The TGOD Promise
On May 4, 2021, the Company unveiled the TGOD Promise and relaunched its portfolio of premium organic flower. It developed CleanCraft™, a set of enhanced cultivation and processing methods to deliver on its promise that any core TGOD flower SKUs delivered to stores will offer an organically grown craft quality product with a THC level of at least 20% in every jar. As part of its commitment, older product stored in provincial warehouses that did not meet the Company's strict quality standards can be replaced with the new higher-quality flower, with any returned product being redirected for extraction purposes. TGOD's new premium flower products are available nationally.
Investor Conference Call to Discuss First Quarter Results
Management will host a conference call with analysts on May 13 at 10:00 a.m. Eastern Time to discuss the results. Participants may access the call by dialing 416-764-8688 (Toronto) or 1-888-390-0546 (North America); Conference ID 19888977. For those unable to participate on the live call, a playback will be available for one week after the conference call using this URL:
https://produceredition.webcasts.com/starthere.jsp?ei=1461248&tp_key=d815ed6d48.
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its two Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272-2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
Forward-Looking Information Cautionary Statement
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward looking statements in this release includes, but is not limited to, statements about future revenue, statements about production timing, efficiencies, sale of assets, statements about future production, statements about achievement of positive cash flow and value for shareholders, statements about reduction in general and administrative expenses, statements about the offering of any particular products by the Company in any jurisdiction and statements regarding the future performance of the Company. Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of Toronto Stock Exchange) accept responsibility for the adequacy or accuracy of this release.
TORONTO, May 7, 2021 -- The Green Organic Dutchman Holdings Ltd. (“TGOD” or the “Company”) (TSX: TGOD) (US: TGODF), a leading producer of premium certified organically grown cannabis, will release its first quarter 2021 results following the market close on the evening of Wednesday, May 12, 2021. The Company will hold a conference call with analysts on Thursday, May 13, 2021, beginning at 10:00 a.m. (ET). An audiocast of the conference call will be available on a listen-only basis at:
https://produceredition.webcasts.com/starthere.jsp?ei=1461248&tp_key=d815ed6d48.
Scheduled speakers are Sean Bovingdon, Chief Executive Officer and Interim Chief Financial Officer, Michel Gagné, Chief Operating Officer, and Shane Dungey, Vice President, Investor Relations, followed by a question-and-answer period with analysts.
CONFERENCE CALL INFORMATION:
Date: May 13, 2021 | Time: 10:00 a.m. Eastern Time
Participant Dial-In
Local – Toronto: 1-416-764-8688
Toll Free – North America: 1-888-390-0546
Conference ID – 19888977
A replay of the call will also be available through May 20, 2021 by calling 1-416-764-8677 or 1-888-390-0541 (Passcode: 888977#).
About The Green Organic Dutchman Holdings Ltd.
The Green Organic Dutchman Holdings Ltd. (TSX: TGOD) (US‐OTC: TGODF) is a premium certified organically grown cannabis company focused on the health and wellness market. Its organic cannabis is cultivated in living soil, as nature intended. The Company is committed to cultivating a better tomorrow by producing its products responsibly, with less waste and impact on the environment. Its two Canadian facilities have been built to LEED certification standards and its products are sold in recyclable packaging. In Canada, TGOD sells dried flower and oil, and recently launched a series of next‐generation cannabis products such as hash, vapes, organic teas and dissolvable powders. Through its European subsidiary, HemPoland, the Company also distributes premium hemp CBD oil and CBD-infused topicals in Europe. By leveraging science and technology, TGOD harnesses the power of nature from seed to sale.
TGOD's Common Shares and warrants issued under the indentures dated November 1, 2017, December 19, 2019, June 12, 2020, October 23, 2020 and December 10, 2020 trade on the TSX under the symbol "TGOD", "TGOD.WT", "TGOD.WS", "TGOD.WR", “TGOD.WA”, and “TGOD.WB” respectively, and TGODF trades in the US on the OTCQX. For more information on The Green Organic Dutchman Holdings Ltd., please visit www.tgod.ca.
CONTACT INFORMATION
Media Relations:
Sebastien Bouchard
sbouchard@tgod.ca
(647) 272-2476
Investor Relations:
Shane Dungey
sdungey@tgod.ca
(403) 389-9911
In the News
ADCANN: Hall of Flowers Blossoms in Toronto
September 20, 2022
Adcann recaps Canada’s first Hall of Flowers, with a shoutout to BZAM Cannabis’ Doob Chilling Park.
Forbes: Hall of Flowers Unveils First Canadian Event In Toronto
July 28, 2022
BZAM Cannabis is participating in the first-ever Canadian Hall of Flowers event taking place at the Enercare Centre in Toronto, Ontario on September 13-14.
Business Insider: 2Q Canada Recreational Cannabis Market Analysis
July 14, 2022
BZAM Cannabis landed in the top 10 leading LPs in Canada based on share of dollar sales.
Cannabis Prospect Magazine: Island Canna and BZAM Cannabis Launch Limited Edition FRESH Alien Jelly
July 7, 2022
Reports indicate FRESH Alien Jelly has touched down in British Columbia, ready to stun craft seekers with its extra-large, extra-frosty buds produced in small batches by an artisanal grower on Vancouver Island.
The oz.: Alien Jelly First Drop In BZAM partnership with FRESH
June 29, 2022
Vancouver Island grower, Island Canna, is behind the frosty, extra-large buds found in FRESH’s Alien Jelly – the first drop in a new partnership between the craft grower and BZAM Cannabis.
OCS: From Legacy to Legal: Meet Producers Making the Switch
June 22, 2022
Logan Dunn was so eager to showcase his craft cannabis to consumers in the legal market, he applied for a micro-cultivation licence the first week he could.
Cannabis Prospect Magazine: What Does Canada’s 2022 Top 50 Vape Product List Tell Us About The Industry?
June 1, 2022
According to Headset data, four vapes from BZAM Cannabis brands were in the top 50 vape products in the country in Q1 2022: BZAM Banana Daze (#15), ness Apricot Jelly (#11), BZAM Magic Melon (#5) and ness Ninja Fruit (#1).
The oz.: Dunn Cannabis Teams Up With BZAM
April 30, 2022
Logan Dunn, founder of Dunn Cannabis, says the experience he’s gained as a micro-producer and the larger company infrastructure of BZAM Cannabis are an excellent pairing.
AgSafe BC: BZAM Cannabis first industry employer in Canada to earn workplace safety certification
January 24, 2022
BZAM Cannabis has successfully completed the AgSafe safety Certificate of Recognition (COR) program to become the first licensed industry employer in Canada to earn a workplace safety certification.
Leafly Canada: Leafly Canada holiday gift guide 2021
November 19, 2021
Based on personal favourites, Leafly data and consumer surveys, Leafly Canada’s annual holiday gift guide featured Acai Berry Gelato flower by Dunn Cannabis and BZAM’s Magic Melon 510 vape cartridge.
Leafly Canada: 510 vape cartridges to enjoy Labour Day, without the work
September 2, 2021
BZAM’s Magic Melon made Leafly Canada’s round-up of 510 vape cartridges to enjoy Labour Day.
Complex Canada: The best weed strains in Canada, according to the pros
April 20, 2021
Complex Canada asked a bunch of Canadians working in and around the cannabis industry to recommend their favourite strain or product. Nice Cream by ness made the cut.
OCS: Feature flower: Black Cherry Punch
BZAM Cannabis’ Aaron Anderson shares why the LP decided to grow the renowned strain, Black Cherry Punch: “It looks almost like a strawberry dipped in a bowl of sugar…”
SALLE DES NOUVELLES
ADCANN : le salon Hall of Flowers fleurit à Toronto
20 septembre 2022
Adcann fait un résumé du premier salon Hall of Flowers et rend hommage à l’espace Doob Chilling Park créé par BZAM Cannabis.
Forbes : le salon Hall of Flowers présente son premier événement en sol canadien à Toronto
28 juillet 2022
BZAM Cannabis participera à la toute première édition du salon Hall of Flowers qui aura lieu au Centre Enercare à Toronto, en Ontario, les 13 et 14 septembre.
Business Insider : analyse du marché canadien du cannabis récréatif pour le deuxième trimestre
14 juillet 2022
BZAM Cannabis figure parmi les 10 producteurs autorisés de premier plan au Canada en fonction de sa part des ventes totales en dollars.
Cannabis Prospect Magazine : Island Canna et BZAM Cannabis lancent FRESH Alien Jelly, une variété de série limitée
7 juillet 2022
D’après certains rapports, FRESH Alien Jelly a atterri en Colombie-Britannique et s’apprête à méduser les chasseurs d’ovnis avec ses cocottes extragrosses et extragivrées produites en petits lots par un cultivateur artisanal sur l’île de Vancouver.
The oz. : Allien Jelly, premier fruit du partenariat entre BZAM et FRESH
29 juin 2022
Island Canna, un cultivateur de l’île de Vancouver, est à l’origine des très grosses cocottes givrées qui se retrouvent dans Alien Jelly de FRESH, la première création issue d’un nouveau partenariat entre le cultivateur artisanal et BZAM Cannabis.
OCS : des producteurs de longue date font la transition vers le marché légal
22 juin 2022
Logan Dunn était tellement impatient de présenter son cannabis artisanal aux consommateurs et consommatrices du marché légal qu’il a fait une demande de licence de microculture dès que la loi l’a permis.
Cannabis Prospect Magazine : Qu’est-ce que la liste des 50 produits de vapotage les plus populaires au Canada en 2022 nous apprend sur l’industrie?
1er juin 2022
Selon les données de Headset, quatre cartouches de vapotage de BZAM Cannabis figuraient au palmarès des 50 produits de vapotage les plus populaires au Canada pour le premier trimestre de 2022 : Banana Daze de BZAM (15e place), Apricot Jelly de ness (11e place), Magic Melon de BZAM (5e place) et Ninja Fruit de ness (1re place).
The oz.: Dunn Cannabis fait équipe avec BZAM
30 avril 2022
Selon Logan Dunn, fondateur de Dunn Cannabis, son expérience comme microproducteur et l’infrastructure d’une grosse entreprise comme BZAM Cannabis sont une combinaison gagnante.
AgSafe BC : BZAM Cannabis est le premier employeur de l’industrie au Canada à obtenir une certification en sécurité du travail.
24 janvier 2022
BZAM Cannabis a suivi avec succès le programme de sécurité AgSafe menant au certificat de reconnaissance (COR), devenant ainsi le premier employeur de l’industrie titulaire d’une licence au Canada à obtenir une certification en sécurité au travail.
Leafly Canada : guide cadeaux des fêtes 2021 de Leafly Canada
19 novembre 2021
La fleur séchée Acai Berry Gelato de Dunn Cannabis et la cartouche de vapotage à filetage 510 Magic Melon de BZAM figuraient dans le guide cadeaux des fêtes annuel de Leafly Canada, basé sur des favoris personnels, des données de Leafly et des sondages auprès des consommateurs et consommatrices.
Leafly Canada : Cartouches de vapotage à filetage 510 pour se la couler douce à la fête du Travail
2 septembre 2021
Magic Melon de BZAM compte parmi les cartouches de vapotage à filetage 510 à savourer à la fête du Travail.
Complex Canada : les meilleures variétés de mari au Canada, selon les pros
20 avril 2021
Complex Canada a demandé à des Canadiens et Canadiennes qui travaillent directement ou indirectement dans l’industrie du cannabis de recommander leur variété préférée ou leur produit favori. Nice Cream de ness s’est montrée à la hauteur.
Fleur vedette de l’OSC : Black Cherry Punch
Aaron Anderson de BZAM Cannabis explique pourquoi le producteur autorisé a décidé de cultiver la célèbre variété Black Cherry Punch : « Elle ressemble à une fraise trempée dans le sucre… »
Financial Information
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Governance
Board of Directors
OfficersDocuments
Bassam Alghanim
Chairperson of the Board
Bassam has enjoyed a highly rewarding and successful career as an investor, businessman, and banker spanning four decades. In the 1980s and 1990s, he managed and expanded Alghanim Industries, a multi-national conglomerate. Later, he spearheaded the acquisition of a controlling stake in Gulf Bank, becoming Chairman in 1999. After leading Gulf Bank for nearly 10 years, during which it experienced profound growth, Bassam moved on to hold diplomatic posts.
Matt Milich
Director
Matt works with the senior leadership team at BZAM to envision and implement the overall mission and strategy for the company, including overseeing operations and seeking out new opportunities to grow the business. Prior to starting at BZAM in 2019, he was the managing director for a Los Angeles based UHNW single family office, overseeing a portfolio of financial and real estate investments, and managing a multi-billion-dollar division of assets.
Wendy Kaufman
Director
Ms. Kaufman is a CPA bringing over 25 years’ of financial executive experience in the public markets with expertise in financial management, capital structuring, mergers and acquisitions and integration. Ms. Kaufman currently serves as CFO of Canada Nickel Company Inc. (TSXV: CNC).
Sherry Tross
Director
Ms. Tross is an experienced public policy advisor and corporate consultant. She has developed an expertise in international relations from her position of Ambassador (High Commissioner) of St. Kitts and Nevis to Canada, Mexico, and Panama since 2018. Ms. Tross has over 20 years’ of leadership experience in the public and private sector, participating in bilateral and multilateral negotiations and managing multi-country teams of trade and development specialists focused on business development and community impact.
Chris Schnarr
Director
Chris is an entrepreneur with over 30 years of experience across a range of industries including founding, managing, and advising growth companies with respect to strategy, corporate finance, sales and marketing, operations, corporate development, M&A, and governance, both in the private and public realm. His board experience spans 10 public and three private companies, including TSXV, TSX, and NYSE listed companies. Chris has extensive board committee experience, including Audit (Chair) and Governance and Compensation (Chair). He is currently Chairman of Vitalhub Corp. (TSX:VHI) and Lead Director of Highmark Innovations (TSXV:HMRK). His industry experience includes cannabis, healthcare, software, communications, agriculture & food, NHP/OTC/CPG, and pharma/biotech. He is a graduate of the Director’s Education Program at Rotman School of Business and holds the ICD.D designation.
Keith Merker
Director
Keith is an established entrepreneur and executive with a track record of building and advising successful businesses as the founder of Riptide Advisory. As a pioneer of the cannabis industry, he developed one of the first licensed cannabis companies in Canada in 2014, into a multi-site public company, where he served as CFO, director and ultimately CEO until 2020. Prior to this, Keith spent more than 15 years in investment banking, advisory and entrepreneurial leadership roles. Keith earned his BSc in Biology from the University of British Columbia in 1998 and received his Chartered Financial Analyst designation in 2007.
GOUVERNANCE
Conseil D’Administration
Membres De La DirectionDocuments
Bassam Alghanim
Président du conseil
Bassam a connu une carrière très gratifiante et réussie en tant qu’investisseur, homme d’affaires et banquier pendant quatre décennies. Dans les années 1980 et 1990, il a géré et développé Alghanim Industries, un conglomérat multinational. Plus tard, il a dirigé l’acquisition d’une participation majoritaire dans la Gulf Bank, dont il est devenu le président en 1999. Après avoir dirigé la Gulf Bank pendant près de dix ans, au cours desquels elle a connu une forte croissance, M. Bassam a occupé des postes diplomatiques.
Matt Milich
Administrateur
Matt collabore étroitement avec l’équipe de la haute direction pour définir et mettre en œuvre la mission et la stratégie globales de l’entreprise, ce qui implique la supervision des opérations et la recherche de nouvelles opportunités pour faire croître les affaires. Avant d’arriver chez BZAM en 2019, il était le directeur général d’une entreprise familiale établie à Los Angeles qui gère les actifs de clients à valeur nette très élevée où il s’occupait d’un portefeuille d’investissements financiers et immobiliers et gérait une division d’actifs évalués à plusieurs milliards.
Wendy Kaufman
Administratrice
Mme Kaufman est une CPA qui possède plus de 25 ans d’expérience en direction financière sur les marchés publics, avec une expertise en gestion financière, en structuration du capital, en fusions et acquisitions et en intégration. Elle est la directrice financière de Canada Nickel Company Inc. (TSXV : CNC).
Sherry Tross
Administratrice
Mme Tross est une conseillère en politique publique et une consultante en entreprise chevronnée. Elle a acquis une expertise en matière de relations internationales grâce à son poste d’ambassadrice (haute-commissaire) de Saint-Kitts-et-Nevis au Canada, au Mexique et au Panama depuis 2018. Mme Tross compte plus de 20 ans d’expérience en leadership dans les secteurs public et privé. Elle participe à des négociations bilatérales et multilatérales et gère des équipes multinationales de spécialistes du commerce et du développement axées sur le développement des entreprises et l’incidence sur la communauté.
Chris Schnarr
Administrateur
Chris est un entrepreneur qui possède plus de 30 ans d’expérience dans divers milieux, notamment dans la création, la gestion et le conseil de sociétés en croissance en matière de stratégie, de financement d’entreprise, de ventes et de marketing, d’opérations, de développement d’entreprise, de fusions et d’acquisitions et de gouvernance, tant dans le secteur privé que dans le secteur public. Il a siégé au conseil d’administration de dix sociétés ouvertes et de trois sociétés privées, y compris des entreprises cotées à la Bourse de croissance TSX (TSXV), à la Bourse de Toronto et à la Bourse de New York. Chris a une grande expérience des comités de conseil d’administration, ayant notamment présidé un comité de vérification et un de gouvernance et de rémunération. Il est actuellement président du conseil d’administration de Vitalhub Corp. (TSX:VHI) et directeur principal de Highmark Innovations (TSXV:HMRK). Son expérience couvre les domaines du cannabis, des soins de santé, des logiciels, des communications, de l’agriculture et l’alimentation, des produits de santé naturels, des médicaments en vente libre, des biens de consommation courante et des produits pharmaceutiques et biotechnologiques. Il est diplômé du programme de perfectionnement des administrateurs de la Rotman School of Business et possède le titre d’IAS.A.
Keith Merker
Administrateur
Keith est un entrepreneur et un cadre reconnu qui, en tant que fondateur de Riptide Advisory, a fait ses preuves en création et en conseil d’entreprises prospères. Pionnier de l’industrie du cannabis, il a mis sur pied l’une des premières entreprises de cannabis autorisées au Canada en 2014 et en a fait une société ouverte à sites multiples. Il y a occupé les fonctions de directeur financier, d’administrateur, puis de chef de la direction jusqu’en 2020. Avant de travailler dans le domaine du cannabis, Keith a passé plus de 15 ans dans des rôles de leadership dans les services de banque d’investissement, de conseil et d’entrepreneuriat. Il a obtenu un B.Sc. en biologie à l’Université de la Colombie-Britannique en 1998 et détient le titre d’analyste financier agréé depuis 2007.
Governance
Board of DirectorsOfficers
Documents
Matt Milich
Chief Executive Officer
Matt works with the senior leadership team at BZAM to envision and implement the overall mission and strategy for the company, including overseeing operations and seeking out new opportunities to grow the business. Prior to starting at BZAM in 2019, he was the managing director for a Los Angeles based UHNW single family office, overseeing a portfolio of financial and real estate investments, and managing a multi-billion-dollar division of assets.
Keith Merker
Chief Financial Officer
Keith is an established entrepreneur and executive with a track record of building and advising successful businesses as the founder of Riptide Advisory. As a pioneer of the cannabis industry, he developed one of the first licensed cannabis companies in Canada in 2014, into a multi-site public company, where he served as CFO, director and ultimately CEO until 2020. Prior to this, Keith spent more than 15 years in investment banking, advisory and entrepreneurial leadership roles. Keith earned his BSc in Biology from the University of British Columbia in 1998 and received his Chartered Financial Analyst designation in 2007.
Jordan Winnett
Chief Commercial Officer
Jordan has led the development and marketing of BZAM’s core brands and products and established strategic partnerships to grow the company. He also provides leadership to the sales and retail teams and was instrumental in opening the flagship BZAM Store. During Jordan’s 10-year career in cannabis, he has steered successful product launches in Canada and the US.
Sean Bovingdon
Executive Consultant
Sean brings over 25 years of executive experience across a multitude of private and public companies and industries internationally, including CFO of Toronto Hydro Corporation. He has served as President & CFO for junior oil and gas companies, and in the technology manufacturing sector, focused on growth from start-up to $1bn EV. He has been involved in $1.1bn of public equity and debt financings, and $2bn of syndicated credit facilities, including three IPOs.
GOUVERNANCE
Conseil D’AdministrationMembres De La Direction
Documents
Matt Milich
Chef de la direction
Matt collabore étroitement avec l’équipe de la haute direction pour définir et mettre en œuvre la mission et la stratégie globales de l’entreprise, ce qui implique la supervision des opérations et la recherche de nouvelles opportunités pour faire croître les affaires. Avant d’arriver chez BZAM en 2019, il était le directeur général d’une entreprise familiale établie à Los Angeles qui gère les actifs de clients à valeur nette très élevée où il s’occupait d’un portefeuille d’investissements financiers et immobiliers et gérait une division d’actifs évalués à plusieurs milliards.
Keith Merker
Chef Administratif et Financier
Keith est un entrepreneur et un cadre reconnu qui, en tant que fondateur de Riptide Advisory, a fait ses preuves en création et en conseil d’entreprises prospères. Pionnier de l’industrie du cannabis, il a mis sur pied l’une des premières entreprises de cannabis autorisées au Canada en 2014 et en a fait une société ouverte à sites multiples. Il y a occupé les fonctions de directeur financier, d’administrateur, puis de chef de la direction jusqu’en 2020. Avant de travailler dans le domaine du cannabis, Keith a passé plus de 15 ans dans des rôles de leadership dans les services de banque d’investissement, de conseil et d’entrepreneuriat. Il a obtenu un B.Sc. en biologie à l’Université de la Colombie-Britannique en 1998 et détient le titre d’analyste financier agréé depuis 2007.
Jordan Winnett
Chef des affaires commerciales
Jordan a dirigé le développement et la commercialisation des marques et des produits clés de BZAM et a noué des partenariats stratégiques pour développer l’entreprise. Il assure également la direction de l’équipe commerciale et de l’équipe de vente au détail et a joué un rôle clé dans l’ouverture du magasin phare de BZAM. Depuis le début de sa carrière dans l’industrie du cannabis il y a 10 ans, il a piloté avec succès le lancement de produits au Canada et aux États-Unis.
Sean Bovingdon
Executive Consultant
Sean compte plus de 25 ans d’expérience à titre de cadre dans diverses entreprises et industries privées et publiques à l’échelle internationale, notamment comme directeur financier de Toronto Hydro Corporation. Il a occupé des postes de président et de directeur financier au sein de petites sociétés pétrolières et gazières et dans le secteur de la fabrication d’appareils électroniques, où il a mis l’accent sur la croissance pour transformer de jeunes pousses en entreprises évaluées à 1 milliard de dollars. Il a participé à des financements publics d’actions et de dettes pour un montant de 1,1 milliard de dollars, et à des crédits syndiqués pour un montant de 2 milliards de dollars, y compris trois PAPE.
GOUVERNANCE
Conseil D’AdministrationMembres De La DirectionDocuments
Veuillez noter que les documents de gouvernance publiés sur notre site Web ne sont pas traduits en français.
Analyst Coverage
COUVERTURE PAR LES ANALYSTES
Presentations
PRÉSENTATIONS
Mission
Our Vision
To be Canada’s favourite source for cannabis.
Our Mission
To deliver what consumers want, be the producer retailers prefer, and be every province’s most reliable supplier.
That may sound like a tall order, but as a diverse group of humans brought together by our shared passion for the plant, we believe we have the talent and drive to make it happen.
BZAM Ltd. headquarters is located in Ancaster, ON. As a multi-licensed Canadian cannabis producer, we focus not only on developing and producing popular cannabis products for Canadian consumers, but also on fostering innovation, maintaining consistent quality, and doing it all with as much respect for our planet as possible.
Our core brands include BZAM™, -ness™ and Highly Dutch Organic™ and partner brands Jeeter™, Cookies™ and DUNN Cannabis. You’ll find something for every cannabis fan in the BZAM family.
Our Team
![Matt Milich](/img/bio__matt-milich.png?v=6)
Matt works closely with the senior leadership team to envision and implement the overall mission and strategy for BZAM, including overseeing operations and seeking out new opportunities to grow the business. Before working in cannabis, Matt was an investment manager and film producer with several films to his credit (no nods from the Academy… yet). He holds a Master of Business Administration from UCLA and a Bachelor of Fine Arts in Film and TV from NYU.
![Keith Merker](/img/bio__keith-merker.png?v=6)
Keith is an established entrepreneur and executive with a track record of building and advising successful businesses as the founder of Riptide Advisory. As a pioneer of the cannabis industry, he developed one of the first licensed cannabis companies in Canada in 2014, into a multi-site public company, where he served as CFO, director and ultimately CEO until 2020. Prior to this, Keith spent more than 15 years in investment banking, advisory and entrepreneurial leadership roles. Keith earned his BSc in Biology from the University of British Columbia in 1998 and received his Chartered Financial Analyst designation in 2007.
![Jordan Winnett](/img/bio__jordan-winnett.png?v=6)
Jordan leads the development and marketing of the company’s core brands and products and establishes strategic partnerships to grow the BZAM family. He also provides leadership to the sales and retail teams and was instrumental in opening the flagship BZAM Store. During Jordan’s 12-year career in cannabis, he has steered successful product launches in Canada and the US, but his proudest launch to date has been becoming a dad. Jordan holds an MA from Aarhus University and a BA from Bishop’s University.
![Oli Bell](/img/bio__oli-bell.png?v=6)
Oli’s marketing philosophy is rooted in creating authentic and impactful collaborations that grow community and get people excited about BZAM brands. She played an essential role in the launch of the company’s core brands and products and continues to lead the marketing team through new releases and evolutions, in addition to supporting the success of the BZAM Store retail team. Before joining BZAM, Oli contributed her expertise to multiple fast-growing and successful start-ups and brands.
![Leo Wong](/img/bio__leo-wong.png?v=6)
Leo Wong is a dynamic leader serving as our Vice President of Operations. With a proven track record, he manages BZAM’s extensive network of facilities spanning across Canada. His expertise extends to overseeing Supply Chain and IT, ensuring seamless operations from cultivation to distribution; streamlining processes and optimizing efficiency along the way. Outside of work, Leo enjoys spending time with his active family participating in skiing, golfing, cliff jumping, and other sports.
![Seth Mitchell](/img/bio__seth-mitchell.png?v=6)
Seth leads the People & Culture team and is responsible for driving the HR strategy across all facilities and departments. By partnering with the leadership team, Seth works to create and implement innovative HR programs, solutions and advice to support the business in meeting its objectives. Prior to joining the cannabis industry, he advanced through progressively more senior positions in the food & beverage and banking industries in Vancouver and Toronto. Seth holds a Master of Business Administration from Queen’s University and a Bachelor of Commerce from Concordia University.
MISSION
Notre Vision
Être la destination de choix au Canada pour les produits de cannabis.
Notre Mission
Fournir aux consommateurs et consommatrices ce qu’ils et elles veulent, être le producteur que les détaillants préfèrent et être le fournisseur le plus fiable dans chaque province.
Cela peut sembler un défi de taille, mais nous formons un groupe diversifié de personnes unies par notre passion commune pour la plante et nous estimons avoir le talent et la motivation pour le relever.
Le siège social de BZAM est situé à Ancaster, en Ontario. En tant que producteur de cannabis autorisé titulaire de plusieurs licences, nous nous concentrons sur le développement et la production de produits de cannabis qui ont la cote auprès des consommateurs canadiens et consommatrices canadiennes, tout en encourageant l’innovation, en assurant une qualité uniforme et en respectant la planète le plus possible.
Nos marques principales incluent BZAM™, -ness™ et Highly Dutch Organic™, ainsi que les marques partenaires Jeeter™, Cookies™ et DUNN Cannabis. L’assortiment de BZAM offre de tout pour tous les types d’adeptes de cannabis.
NOTRE ÉQUIPE
![Matt Milich](/img/bio__matt-milich.png?v=6)
En plus de collaborer étroitement avec l’équipe de la haute direction pour définir et mettre en œuvre la mission et la stratégie globales de BZAM, Matt supervise les opérations et cherche de nouvelles opportunités pour faire croître l’entreprise. Avant de travailler dans l’industrie du cannabis, il a été gestionnaire de fonds et réalisateur de cinéma, comptant plusieurs films à son actif (mais aucun Oscar… pour l’instant). Matt est titulaire d’un MBA de l’Université de la Californie à Los Angeles (UCLA) et d’un baccalauréat en beaux-arts, option cinéma et télévision de l’Université de New York (NYU).
![Keith Merker](/img/bio__keith-merker.png?v=6)
Keith est un entrepreneur et un cadre reconnu qui, en tant que fondateur de Riptide Advisory, a fait ses preuves en création et en conseil d’entreprises prospères. Pionnier de l’industrie du cannabis, il a mis sur pied l’une des premières entreprises de cannabis autorisées au Canada en 2014 et en a fait une société ouverte à sites multiples. Il y a occupé les fonctions de directeur financier, d’administrateur, puis de chef de la direction jusqu’en 2020. Avant de travailler dans le domaine du cannabis, Keith a passé plus de 15 ans dans des rôles de leadership dans les services de banque d’investissement, de conseil et d’entrepreneuriat. Il a obtenu un B.Sc. en biologie à l’Université de la Colombie-Britannique en 1998 et détient le titre d’analyste financier agréé depuis 2007.
![Jordan Winnett](/img/bio__jordan-winnett.png?v=6)
Jordan dirige le développement et la commercialisation des marques et des produits clés de l’entreprise et noue des partenariats stratégiques pour élargir la famille BZAM. Il assure également la direction de l’équipe commerciale et de l’équipe de vente au détail et a joué un rôle clé dans l’ouverture du magasin phare de BZAM. Depuis le début de sa carrière dans l’industrie du cannabis il y a 12 ans, il a piloté avec succès le lancement de produits au Canada et aux États-Unis, mais de tous les rôles qu’il a remplis, c’est celui de nouveau papa qui le rend le plus fier. Jordan est titulaire d’une M.A. de l’Université Arhus et d’un B.A. de l’Université Bishop’s.
![Oli Bell](/img/bio__oli-bell.png?v=6)
La philosophie du marketing d’Oli est ancrée dans le développement de collaborations authentiques et fructueuses qui font grandir la communauté et suscitent l’enthousiasme des gens pour les marques de BZAM. Ayant joué un rôle essentiel dans le lancement des marques et des produits clés de l’entreprise, elle guide l’évolution de l’équipe du marketing et des nouvelles variétés en plus de contribuer au succès de l’équipe du magasin de vente au détail de BZAM. Avant de se joindre à l’équipe de BZAM, Oli a mis son expertise à profit au sein de plusieurs jeunes entreprises et marques croissantes et florissantes.
![Leo Wong](/img/bio__leo-wong.png?v=6)
Leo Wong est un dirigeant dynamique qui occupe le poste de vice-président des opérations. Ayant fait ses preuves, il gère le vaste réseau d’installations de BZAM d’un bout à l’autre du Canada. Il met son expertise à profit pour superviser la chaîne d’approvisionnement et les technologies de l’information, pour s’assurer que les opérations se déroulent sans faille de la culture à la distribution, pour rationaliser les processus et pour optimiser l’efficacité en cours de route. Quand il n’est pas en train de travailler, Leo aime faire du ski, jouer au golf, sauter de falaises et pratiquer d’autres sports avec sa famille.
![Seth Mitchell](/img/bio__seth-mitchell.png?v=6)
Chargé de guider l’équipe du capital humain et de la culture, Seth voit à l’exécution de la stratégie de ressources humaines dans toutes les installations et tous les services de l’entreprise. En travaillant de concert avec l’équipe de direction, Seth s’efforce de créer et de mettre en œuvre des solutions et des programmes innovateurs en matière de RH pour soutenir BZAM dans l’atteinte de ses objectifs. Avant de rejoindre l’industrie du cannabis, il a grimpé les échelons dans le secteur des aliments et des boissons et le secteur bancaire à Vancouver et à Toronto. Seth est titulaire d’un MBA de l’Université Queens et d’un baccalauréat en commerce de l’Université Concordia.
Cannabis Cultivation + Processing
Our Approach
At BZAM, we focus on maximizing flavour, THC, quality and freshness in everything we do, and we’re always looking for ways to grow better. That means experimenting with innovative lighting and curing techniques, planting seeds of undiscovered genetics in our ongoing pheno-hunts, and running test batches to get a sneak peek at a new strain’s potential. We’re also proud to partner with select growers whose work we admire to bring unique genetics to market.
About our vapes. How do we make those juicy flavours happen? Glad you asked. Our cryo-ethanol extraction process is pretty… cool. The colder ethanol temperature results in a top-tier, odourless cannabis oil – the ideal base for the natural, botanical-derived terpenes we add to get strain-specific flavours with no added solvents, pigments, fillers, waxes or phytol.
And, because we’d like to hang out on this planet for a while, we use environmentally responsible approaches to cultivation, production and disposal whenever possible.
Our pheno-hunting process
Pheno-hunting helps us innovate in the grow room and supports our mission to bring the most interesting cannabis to market. Of course we love the classics, but we’re always on the hunt for new, delicious and hard-hitting strains to grow – even better if they can’t be found anywhere else.
Each hunt can take up to 12 months and involves planting various seeds from a specific genetic to find the one (aka phenotype) that produces the most desirable plant qualities. These include bud structure (that sweet bag appeal), THC (aka potency), terpenes (that captivating flavour and aroma) and how the plant grows in general. When we find a phenotype that ticks all the boxes, we clone it for production.
Basically, pheno-hunting helps us weed out the bad seeds so we can grow the kind of cannabis we think you’ll dig the most (based on the expert opinions of our skilled pheno-hunters, of course). It’s a continuous process that takes a lot of hard work and dedication to find a winner out of the thousands of seeds in our vault, but that’s the thrill of the hunt!
Pheno-hunting timeline
Once we’ve found a winning phenotype and learned how to really make it shine through multiple test batches, we plant a full room and conduct a final test to decide if it’s ready to release into the world.
Our Facilities
CERTIFIED ORGANIC CULTIVATION
Our hybrid greenhouse was built for the sole purpose of growing certified organic cannabis. Capable of producing over 17,500 kg of cannabis annually, this 130,000 sq. ft. facility is off the grid and powered with clean energy. The plants are nourished using only natural inputs like sunlight, purified rainwater, and organic living soil. With fully automated irrigation and environmental controls (PRIVA), this facility is known to be one of the most technologically advanced cannabis greenhouses in the world. It’s also the home of our community farm, where we’ve grown and donated over 27,000 kg of organic fruits and vegetables to Hamilton community food banks, like Neighbour to Neighbour.
PROCESSING & MANUFACTURING
Strategically located less than an hour away from Toronto Pearson International Airport, this facility produces and distributes 1.0 and 2.0 cannabis products using proprietary equipment and processes engineered in California. Our vape manufacturing centre of excellence, its capabilities include producing 50,000 vape units per shift. It is also home to our large-scale, purpose-built solventless extraction lab equipped with climate-controlled suites capable of producing 36,000 units per shift.
CULTURE ET TRANSFORMATION DU CANNABIS
NOTRE APPROCHE
Chez BZAM, nous veillons à maximiser le goût, le THC, la qualité et la fraîcheur de tous les produits que nous créons et nous cherchons toujours des moyens d’optimiser notre culture. Cette volonté nous amène à essayer des techniques d’éclairage et de séchage innovantes, à planter des graines dont la génétique est encore inconnue dans le cadre de notre perpétuelle chasse aux phénotypes, et à produire des lots d’essai pour évaluer le potentiel d’une nouvelle variété. Par ailleurs, nous travaillons fièrement avec d’excellents cultivateurs et d’excellentes cultivatrices que nous admirons dans le but de commercialiser des génétiques uniques.
Parlons de nos cartouches de vapotage. De nombreuses personnes se demandent comment nous parvenons à créer des variétés aussi savoureuses. En fait, c’est grâce à notre procédé de cryoextraction à l’éthanol. La température plus basse de l’éthanol produit une huile de cannabis inodore de première qualité, qui constitue la base idéale pour les terpènes naturels d’origine végétale que nous ajoutons afin d’obtenir des arômes propres à chaque variété, sans ajouter de solvants, de pigments, d’agents de remplissage, de cires ni de phytols.
Et, parce que nous aimerions rester sur la planète encore longtemps, nous utilisons des méthodes de culture, de production et d’élimination écoresponsables, chaque fois que nous le pouvons.
NOTRE PROCESSUS DE CHASSE AU PHÉNOTYPE
La chasse aux phénotypes nous aide à innover dans la salle de culture et soutient notre mission de commercialiser les variétés de cannabis les plus intéressantes. Nous aimons évidemment les classiques, mais nous sommes toujours en quête de nouvelles variétés délicieuses et puissantes à cultiver, qui deviennent d’autant plus attrayantes si on ne les trouve nulle part ailleurs.
Chaque chasse peut durer jusqu’à 12 mois et consiste à planter différentes graines d’une génétique précise pour trouver celle (c.-à-d., le phénotype) qui produit des plantes avec les qualités les plus recherchées. Ces dernières incluent la structure de la cocotte (une apparence séduisante), le THC (la puissance), les terpènes (la saveur et les arômes qui captent notre attention) et la façon dont la plante pousse en général. Quand nous trouvons un phénotype qui coche toutes les cases, nous le clonons pour la production.
En fait, la chasse aux phénotypes nous aide à éliminer les mauvaises graines afin de cultiver le type de cannabis qui est le plus susceptible de vous plaire (sur la base de l’expertise de nos habiles chasseurs et chasseuses de phénotypes, bien sûr). C’est un processus continu qui demande beaucoup de travail et de dévouement pour trouver LA graine parmi les milliers de graines dans notre chambre forte, mais voilà tout le plaisir de la chasse.
ÉTAPES D’UNE CHASSE AUX PHÉNOTYPES
Une fois que nous avons trouvé un phénotype gagnant et appris comment faire ressortir ses meilleurs atouts à travers plusieurs lots d’essai, nous en remplissons une salle de culture et procédons à un dernier test pour décider s’il est prêt à être commercialisé.
NOS INSTALLATIONS
CULTURE CERTIFIÉE BIOLOGIQUE
Notre serre hybride a été construite dans le seul et unique but d’y cultiver du cannabis certifié biologique. D’une capacité de production annuelle dépassant les 17 500 kg de cannabis, cette serre hors réseau de 12 078 m2 (130 000 pi2) est alimentée avec de l’énergie propre. Les plantes sont nourries uniquement à l’aide d’intrants naturels tels que la lumière du soleil, de l’eau de pluie purifiée et un sol biologique vivant. Dotée d’un système d’irrigation et de contrôle du climat entièrement automatisé (PRIVA), cette installation est reconnue comme l’une des serres de cannabis les plus avancées au monde sur le plan technologique. C’est également là que se trouve notre ferme communautaire où nous avons cultivé plus de 27 000 kg de fruits et légumes biologiques que nous avons remis à des banques alimentaires de la région d’Hamilton, dont Neighbour to Neighbour.
TRANSFORMATION ET FABRICATION
Stratégiquement située à moins d’une heure de l’aéroport international Pearson de Toronto, cette installation produit et distribue des produits de cannabis 1.0 et 2.0 à l’aide d’équipements et de procédés exclusifs mis au point en Californie. Elle abrite aussi notre centre d’excellence pour la fabrication de cartouches de vapotage, dont les capacités comprennent la production de 50 000 unités par quart de travail. C’est également ici que se trouve notre laboratoire d’extraction sans solvant à grande échelle qui a été construit à cet effet et qui est équipé de locaux à régulation climatique capables de produire 36 000 unités par quart de travail.
Privacy Policy
Last updated: March 31, 2023
Policy Statement
BZAM LTD. (“BZAM”, “We” or “Us”) is committed to protecting your privacy with respect to the collection, use, and disclosure of your personal information. This Privacy Policy applies to BZAM’s activities in Canada which are subject to applicable Canadian federal and provincial privacy laws and describes the personal information that BZAM collects from or about you, as well as how we use and to whom we disclose that information. Please review this document carefully to understand our policies and practices for collection, use and disclosure of your Personal Information. If you do not agree with our policies and practices, your choice is not to use our Website. By accessing or using this Website, you indicate that you understand, accept, and consent to the collection, use and disclosure of your Personal Information (defined below) as described in this policy.
We are responsible for the protection of Personal Information in our custody or control. This Privacy Policy describes key principles and practices we follow regarding our collection, use, disclosure, retention and disposal of your Personal Information, whether collected by us online (including electronic newsletter), via telephone or mobile devices, mail, or any other means. This Privacy Policy does not apply to the practices of companies that we do not own or control, or to people that we do not employ or manage, including without limitation, any affiliates, business partners or other third parties.
This Privacy Policy may be amended by us from time to time in order to address modifications to existing law, regulations, company policies or business practices. Any such amendments will be reflected in the Privacy Policy posted on our Website.
What is Personal Information?
Personal information (“Personal Information”) is information about you, and may include (without limitation) your age, name, address, income, ethnicity, employee file, social status, and personal credit or financial information. It reveals something of a personal nature about you, and it could reasonably identify you if disclosed (either on its own, or in combination with other information). Personal Information does not include your business contact information, such as your title, business address or business email address (when used for the purpose of communicating to you in relation to your employment or profession), or information that has been anonymized or aggregated so that it can no longer be used to identify you.
What Personal Information Do We Collect?
We collect Personal Information from you online, over the telephone or by mail or by any other means and will inform you of the purposes for which we collect and use your Personal Information at the time of collection, or as otherwise set out in this Privacy Policy. Types of Personal Information we may collect include:
- identifying and contact information, such as your name, address, gender, telephone number, e-mail address, and birth date;
- certain Personal Information related to your request for or purchase of certain products or services;
- financial information, such as credit card details or billing addresses;
- information related to your use of our Website, including internet service providers and Internet Protocol (IP) addresses of devices being used to access our Website, operating systems and the types and versions of browsers used to access our Websites, dates and times users access our Websites, as well as Website cookies;
- certain medical documents or information, with details such as your physician’s name, address, phone number, e-mail address, diagnosis and dosage information;
- to send communications, including newsletters and promotional campaigns, informing you of our products and services;
- other information through your use of our Websites, correspondence or discussions with us, and other mechanisms for transacting and communicating with us.
You may also provide information to be published or displayed (“posted”) on public areas of the Website (“User Submissions”). Your User Submissions are posted on and transmitted to others at your own risk. We may also collect market-related data from you, which could include Personal Information, related to trends in the industry. Additionally, we may, at times, receive Personal Information about you from certain third parties engaged to perform services. In such circumstances, we will take reasonable steps to ensure that disclosure by such third parties is made to us only in compliance with applicable privacy laws.
Cookies and Tracking Technology
We may use “cookies" or other automatic data collection technologies to collect certain information about your browsing actions and patterns, including:
- details of your visits to our Website; and,
- information about your computer and internet connection, including your IP address, operating system and browser type.
The information we collect automatically is statistical data and may include Personal Information, and we may maintain it or associate it with Personal Information we collect in other ways. It helps us improve our Website and to deliver a better and more personalized services, including by enabling us to estimate our audience size and usage patterns, store information about your preferences, speed up your searches and recognize you when you return to the Website.
Why does BZAM Collect Personal Information?
We collect and use your Personal Information to perform our necessary business activities, including:
- to process, verify, and deliver orders of products or services, subscription services related to newsletters, magazines or informational campaigns;
- to communicate with you regarding products or services, via email, SMS, text or by telephone;
- to communicate with caregivers on your behalf, should you authorize us to do so;
- to manage our relationship with you;
- to receive and respond to inquiries, and to improve our products and services;
- to permit you to register and access an account with us;
- to identify and carry out improvements to the products and services we provide;
- as permitted or as is necessary to comply with legal and regulatory requirements;
- to deliver targeted marketing, service updates, and promotional materials based on your use of our Website;
- to measure the performance of our email marketing campaigns (e.g. by analyzing open and click rates);
- to track and analyze trends and patterns impacting our business;
- to detect, prevent, mitigate and investigate fraudulent or illegal activities;
- to create aggregated information that does not allow you to be personally identified or contacted; and
- any other reasonable purpose, so long as your consent has been provided.
Further, we may also collect and use your Personal Information in order to provide or facilitate that provision of health or medically-related products and services, including:
- providing and managing medicinal cannabis dispensed and related services;
- providing information in connection with such services;
- communicating with patients to advise of health-related information and services that may be of assistance or interest;
- assisting physicians or other healthcare professionals with respect to the products and services provided;
- responding to requests made by, or on behalf of, insurance providers to review claims;
- recommending products, services, programs or events to manage patients’ healthcare needs;
- obtaining and processing payments for medicinal cannabis dispensed to patients;
- investigating incidents and handling claims; and
- performing obligations in compliance with legal and regulatory requirements.
How does BZAM use the Personal Information Collected?
We may use Personal Information collected:
- as permitted or as is necessary to comply with our legal and regulatory requirements;
- for the reasons described in this Privacy Policy, including to process your orders, and to communicate with you about our products and services;
- in any other reasonable manner, so long as we have obtained your prior consent.
We may use aggregated, anonymized information collected for statistical purposes in order to, for example, identify the demographics of our customers, or to analyze trends and patterns. We may also disclose aggregated, anonymized data to third parties, but never any identifiable Personal Information (except in accordance with this Privacy Policy).
When does BZAM Disclose Personal Information?
We may disclose Personal Information to your physician or other healthcare professional, or your authorized family member or caregivers, but only with your consent or as otherwise permitted or required by law. We may also share your Personal Information with our employees, consultants, affiliated companies and other third parties that provide services to us, and who require it in order to ensure we are able to manage our relationship with you and provide you with products and services, as described in this Privacy Policy. Additionally, your Personal Information may be disclosed with your consent, or:
- for the purposes described in this Privacy Policy;
- to our third-party service providers (who may be located outside Canada) for purposes related to supporting our business, including (without limitation) IT service providers, payment processers, and packaging and shipping partners;
- as part of an audit by governmental or regulatory authorities;
- as permitted or required by applicable law or regulatory requirements;
- during emergency situations or where necessary to protect the safety of a person; and
- as part of a merger, acquisition, divestment or change in control of all or a part of our business.
How does BZAM Protect Personal Information?
Wherever possible, we store your Personal Information in Canada, under our custody and control, using reasonable organizational, contractual, technical and physical security measures to protect your Personal Information from unauthorized access, collection, use, disclosure or destruction. However, some of the Personal Information we collect from you, such as financial information related to your purchase of products or services (i.e. credit card purchases), may be transferred, stored or processed outside of Canada. In this case, your Personal Information would be subject to the laws of the country to which it is transferred and stored. That country may have laws that require that your Personal Information be disclosed to government agencies under different circumstances than would Canada. Should you have questions or concerns about the specific safeguards we have in place, please feel free to contact our Privacy Officer at the coordinates below.
How can Personal Information be Accessed or Updated?
Your Personal Information is just that – yours. We will make reasonable efforts to ensure your Personal Information is accurate, complete and up-to-date, but should you wish to review, change or otherwise access your Personal Information held by us, please contact our Privacy Officer as per the details below. Please note, however, that there may be times, or circumstances, where your Personal Information cannot be accessed or changed, such as if the information has been destroyed pursuant to our record retention policies. In such cases we will advise you of the reasons why your information cannot be accessed, subject to any legal or regulatory requirements we may otherwise have. Please note that we will retain your Personal Information only for as long as necessary to provide you with the products and services you have requested, or for other essential purposes such as complying with applicable laws.
You have the right to refuse to give your Personal Information to BZAM. By giving your Personal Information to BZAM you consent to your Personal Information being collected, stored, used, disclosed and processed in accordance with this Privacy Policy. You may withdraw your consent at any time by contacting our Privacy Officer. If you choose to withdraw or refuse to give consent, BZAM may not be able to provide or continue to provide certain services or information to you.
Contacting BZAM
For any questions, concerns or complaints about the collection, use, or disclosure of Personal Information by BZAM, please contact our Privacy Officer, who is responsible for overseeing compliance with this Privacy Policy.
BZAM LTD.
1570 - 200 Burrard Street,
Vancouver, British Columbia V6C 3L6
Attention: Privacy Officer
E: privacyofficer@bzam.com
T: 1-844-256-BZAM (2926)
If the BZAM Privacy Office is unable to resolve your complaint, you have the right to file a complaint with the appropriate federal or provincial privacy commissioner. Contact information for The Office of the Privacy Commissioner of Canada is noted below:
Office of the Privacy Commissioner of Canada
30, Victoria Street
Gatineau, Quebec, K1A 1H3
Toll-free: 1-800-282-1376
Phone: (819) 994-5444
TTY: (819) 994-6591
Website: https://www.priv.gc.ca/en/contact-the-opc/
POLITIQUE DE CONFIDENTIALITÉ
Remarque : En cas d'incohérence entre les versions française et anglaise de ce document, la version anglaise prévaut puisqu'il s'agit de la version originale.
Dernière mise à jour : 31 mars 2023
Déclaration de politique générale
BZAM LTÉE (« BZAM » ou « nous ») s’engage à protéger vos renseignements personnels en ce qui concerne leur collecte, leur utilisation et leur divulgation. La présente Politique de confidentialité s’applique aux activités de BZAM au Canada qui sont régies par les lois fédérales et provinciales canadiennes applicables en matière de protection de la vie privée et décrit les renseignements personnels que BZAM recueille auprès de vous ou à votre sujet, ainsi que la façon dont nous utilisons ces renseignements et à qui nous les divulguons. Veuillez lire le présent document attentivement pour comprendre nos politiques et pratiques en matière de collecte, d’utilisation et de divulgation de vos renseignements personnels. Si vous n’êtes pas d’accord avec nos politiques et pratiques, vous pouvez choisir de ne pas utiliser notre site Web. En accédant à ce site Web ou en l’utilisant, vous déclarez que vous comprenez, acceptez et consentez à la collecte, à l’utilisation et à la divulgation de vos renseignements personnels (définis ci-dessous) tels que décrits dans la présente politique.
Nous sommes responsables de la protection des renseignements personnels qui sont en notre possession ou sous notre contrôle. Cette Politique de confidentialité décrit les principes et les pratiques clés qui régissent la collecte, l’utilisation, la divulgation, la conservation et la suppression de vos renseignements personnels, que nous les recueillions en ligne (y compris par l’entremise de notre infolettre), par téléphone, à partir d’appareils mobiles, par courrier ou par tout autre moyen. La présente Politique de confidentialité ne s’applique pas aux pratiques des entreprises que nous ne possédons pas ou ne contrôlons pas, ni aux personnes que nous n’employons pas ou ne gérons pas, y compris, mais sans s’y limiter, les sociétés affiliées, les partenaires commerciaux ou d’autres tiers.
Nous pouvons modifier cette Politique de confidentialité de temps à autre pour tenir compte des mises à jour apportées aux lois, aux règlements, aux politiques de l’entreprise ou aux pratiques commerciales en vigueur. Toute modification de ce type sera apportée à la Politique de confidentialité publiée sur notre site Web.
En quoi consistent les renseignements personnels?
Les renseignements personnels (« renseignements personnels ») sont des renseignements à votre sujet et peuvent inclure (sans s’y limiter) votre âge, votre nom, votre adresse, vos revenus, votre origine ethnique, votre dossier d’employé·e, votre statut social et les renseignements personnels sur votre dossier de crédit ou sur vos finances. Ils révèlent des choses de nature personnelle à votre sujet et pourraient raisonnablement vous identifier s’ils étaient divulgués (soit seuls, soit en combinaison avec d’autres renseignements). Les renseignements personnels ne comprennent pas vos coordonnées professionnelles, telles que votre titre, l’adresse de votre entreprise ou votre adresse courriel professionnelle (lorsqu’elle sert à communiquer avec vous au sujet de votre emploi ou de votre profession), ni les renseignements qui ont été rendus anonymes ou agrégés de sorte qu’ils ne permettent plus d’établir votre identité.
Quels renseignements personnels recueillons-nous?
Nous recueillons vos renseignements personnels en ligne, par téléphone, par courrier ou de tout autre moyen, et vous préciserons les raisons pour lesquelles nous recueillons et utilisons vos renseignements personnels au moment de la collecte, ou comme le stipule autrement la présente Politique de confidentialité. Les types de renseignements personnels que nous pouvons recueillir comprennent :
- Des renseignements d’identification et des coordonnées, telles que votre nom, votre adresse, votre genre, votre numéro de téléphone, votre adresse courriel et votre date de naissance;
- Certains renseignements personnels liés à votre demande de certains produits ou services;
- Des renseignements financiers, tels que les détails de la carte de crédit ou les adresses de facturation;
- Les données relatives à votre utilisation de notre site Web, y compris les fournisseurs de services Internet et les adresses IP des dispositifs utilisés pour accéder à notre site Web, les systèmes d’exploitation et les types et versions des navigateurs utilisés pour accéder à nos sites Web, les dates et heures auxquelles les utilisateurs et utilisatrices accèdent à nos sites Web, ainsi que les fichiers témoins (cookies) des sites Web;
- Certains documents ou informations d’ordre médical, tels que le nom, l’adresse, le numéro de téléphone et l’adresse électronique de votre médecin, ainsi que les informations relatives au diagnostic et à la posologie;
- Pour envoyer des communications, y compris des infolettres et des campagnes promotionnelles, afin de vous informer sur nos produits et services;
- D’autres renseignements obtenus par votre utilisation de nos sites Web, dans le cadre de correspondances ou de discussions avec nous, et par le biais d’autres mécanismes de transaction et de communication avec nous.
Vous pouvez également fournir des renseignements qui seront publiés ou affichés (« publiés ») dans des zones publiques du site Web (« contributions d’utilisateurs et d’utilisatrices »). Vos contributions d’utilisateur ou d’utilisatrice sont publiées et transmises à autrui à vos propres risques. Il est possible que nous recueillions aussi des données de marché à votre sujet, qui peuvent inclure des renseignements personnels, relativement aux tendances du secteur. De plus, nous pouvons parfois recevoir des renseignements personnels vous concernant de la part de tiers engagés pour fournir des services. Dans ces circonstances, nous prenons des mesures raisonnables pour nous assurer que la divulgation par ces tiers respecte les lois applicables en matière de protection de la vie privée.
Fichiers témoins (cookies) et technologie de suivi
Nous pouvons utiliser des fichiers témoins (« cookies ») ou d’autres technologies de collecte automatique de données pour recueillir certaines informations sur vos actions et habitudes de navigation, y compris :
- Les détails de vos visites sur notre site Web; et,
- Des données sur votre ordinateur et votre connexion Internet, y compris votre adresse IP, votre système d’exploitation et votre type de navigateur.
Les informations que nous collectons automatiquement sont des données statistiques et peuvent inclure des renseignements personnels, et nous pouvons les conserver ou les associer aux renseignements personnels que nous collectons par d’autres moyens. Ces informations nous aident à améliorer notre site Web et à fournir des services d’une meilleure qualité et plus personnalisés, notamment en nous permettant d’estimer la taille de notre public et ses habitudes d’utilisation, de stocker des renseignements sur vos préférences, d’accélérer vos recherches et de vous reconnaître quand vous revenez sur le site Web.
Pourquoi BZAM recueille-t-elle des renseignements personnels?
Nous recueillons et utilisons vos renseignements personnels pour exercer nos activités commerciales nécessaires, notamment :
- Pour traiter, vérifier et livrer des commandes de produits ou de services, des services d’abonnement liés à des infolettres, des magazines ou des campagnes d’information;
- Pour communiquer avec vous au sujet de produits ou de services, par courriel, par texto ou par téléphone;
- Pour communiquer avec les personnes soignantes en votre nom, si vous nous autorisez à le faire;
- Pour gérer notre relation avec vous;
- Pour recevoir des demandes de renseignements et y répondre, et pour améliorer nos produits et services;
- Pour vous permettre de créer un compte sur notre site Web et d’y accéder;
- Pour déterminer et apporter les améliorations nécessaires aux produits et services que nous fournissons;
- Dans la mesure où cela est autorisé ou nécessaire, pour nous conformer à nos obligations légales et réglementaires;
- Pour fournir du contenu marketing, des mises à jour de services et du matériel promotionnel ciblé en fonction de votre utilisation de notre site Web;
- Pour mesurer l’efficacité de nos campagnes de marketing par courriel (p. ex., en analysant les taux d’ouverture et de clics);
- Pour suivre et analyser les tendances et les habitudes qui ont un impact sur nos activités;
- Pour détecter les activités frauduleuses ou illégales, les prévenir et les limiter ou pour enquêter sur celles-ci;
- Pour créer de l’information agrégée qui ne permet pas de vous identifier ou de vous contacter personnellement; et
- À toute autre fin raisonnable, pourvu que vous ayez donné votre consentement.
De plus, nous pouvons également collecter et utiliser vos renseignements personnels afin de fournir ou de faciliter la fourniture de produits et de services liés à la santé ou à la médecine, y compris :
- Voir à la fourniture et à la gestion de cannabis médicinal distribué et de services connexes;
- Fournir des informations dans le cadre de ces services;
- Communiquer avec les patient·e·s pour les mettre au courant d’informations et de services liés à la santé qui sont susceptibles de les aider ou de les intéresser;
- Aider les médecins ou les autres professionnel·le·s de la santé en ce qui concerne les produits et services fournis;
- Répondre aux demandes d’examen des demandes d’indemnisation formulées par les compagnies d’assurance ou en leur nom;
- Recommander des produits, des services, des programmes ou des événements pour gérer les besoins des patient·e·s en matière de soins de santé;
- Obtenir et traiter les paiements pour le cannabis médicinal délivré aux patient·e·s;
- Enquêter sur les incidents et traiter les réclamations; et
- S’acquitter des obligations conformément aux exigences légales et réglementaires.
Comment BZAM utilise-t-elle les renseignements personnels recueillis?
Nous pouvons utiliser les renseignements personnels recueillis :
- Dans la mesure où cela est autorisé ou nécessaire pour nous conformer à nos obligations légales et réglementaires;
- Pour les raisons décrites dans la présente Politique de confidentialité, notamment pour traiter vos commandes et pour communiquer avec vous au sujet de nos produits et services; et
- De toute autre manière raisonnable, pourvu que nous ayons obtenu votre consentement préalable.
Nous pouvons utiliser des données collectées, agrégées et rendues anonymes à des fins statistiques, notamment pour définir les caractéristiques démographiques de notre clientèle ou pour analyser les tendances et les habitudes de consommation. Nous pouvons également divulguer des données agrégées et rendues anonymes à des tiers, mais jamais des renseignements personnels permettant de vous identifier (sauf en conformité avec la présente Politique de confidentialité).
Quand BZAM divulgue-t-elle des renseignements personnels?
Nous pouvons divulguer des renseignements personnels à votre médecin ou à un·e autre professionnel·le de la santé ou à un·e membre autorisé·e de votre famille, mais uniquement avec votre consentement ou dans la mesure où la loi le permet ou l’exige. Nous pouvons également partager vos renseignements personnels avec nos employé·e·s, consultant·e·s et sociétés affiliées, et avec d’autres tiers qui nous fournissent des services et qui en ont besoin pour nous permettre de gérer notre relation avec vous et de vous fournir des produits et services, comme le stipule la présente Politique de confidentialité. De plus, vos renseignements personnels peuvent être divulgués avec votre consentement, ou :
- Aux fins décrites dans la présente Politique de confidentialité;
- À nos tiers fournisseurs de services (qui peuvent être situés à l’extérieur du Canada) à des fins liées au soutien de nos activités, y compris (sans s’y limiter) les fournisseurs de services informatiques, les responsables du traitement des paiements et les partenaires d’emballage et d’expédition;
- Dans le cadre d’un audit effectué par les autorités gouvernementales ou réglementaires;
- Comme le permettent ou l’exigent la législation et les obligations réglementaires applicables;
- Dans les situations d’urgence ou lorsque cela est nécessaire pour protéger la sécurité d’une personne; et
- Dans le cadre d’une fusion, d’une acquisition, d’un désinvestissement ou d’un changement de contrôle de notre entreprise, en totalité ou en partie.
Comment BZAM protège-t-elle les renseignements personnels?
Dans la mesure du possible, nous stockons vos renseignements personnels au Canada, en notre possession et sous notre contrôle, en utilisant des mesures de sécurité organisationnelles, contractuelles, techniques et physiques raisonnables pour protéger vos renseignements personnels contre un accès, une collecte, une utilisation, une divulgation ou une destruction non autorisés. Toutefois, certains des renseignements personnels que nous recueillons auprès de vous, notamment les renseignements financiers liés à votre achat de produits ou de services (c.-à-d., les achats par carte de crédit), peuvent être transférés, stockés ou traités en dehors du Canada. Le cas échéant, vos renseignements personnels seraient soumis aux lois du pays vers lequel ils sont transférés et stockés. Ce pays peut avoir des lois qui exigent que vos renseignements personnels soient divulgués aux agences gouvernementales dans des circonstances différentes de celles du Canada. Si vous avez des questions ou des préoccupations concernant les garanties particulières que nous avons mises en place, n’hésitez pas à contacter notre responsable de la protection de la vie privée aux coordonnées ci-dessous.
Comment peut-on accéder aux renseignements personnels ou les mettre à jour?
Vos renseignements personnels vous appartiennent. Nous ferons des efforts raisonnables pour nous assurer que vos renseignements personnels sont exacts, complets et actuels, mais si vous souhaitez revoir, modifier ou consulter les renseignements personnels que nous détenons à votre sujet, veuillez contacter notre responsable de la protection de la vie privée en suivant les indications ci-dessous. Veuillez cependant noter qu’à certains moments ou dans certaines circonstances, il peut être impossible de consulter ou de modifier vos renseignements personnels, par exemple s’ils ont été détruits conformément à nos politiques de conservation des dossiers. Le cas échéant, nous vous informerons des raisons pour lesquelles vos renseignements ne peuvent être consultés, sous réserve de toutes obligations légales ou réglementaires auxquelles nous sommes par ailleurs soumis·e·s. Sachez que nous conservons vos renseignements personnels uniquement pendant la durée nécessaire pour vous fournir les produits et services que vous avez demandés, ou pour d’autres objectifs essentiels tels que le respect des lois applicables.
Vous avez le droit de refuser de fournir vos renseignements personnels à BZAM. En fournissant vos renseignements personnels à BZAM, vous consentez à ce que ceux-ci soient collectés, stockés, utilisés, divulgués et traités conformément à la présente Politique de confidentialité. Vous pouvez retirer votre consentement à tout moment en contactant notre responsable de la protection de la vie privée. Si vous choisissez de retirer votre consentement ou si vous refusez de le donner, BZAM pourrait ne pas être en mesure de vous fournir ou de continuer à vous fournir certains services ou renseignements.
Coordonnées
Pour toute question, préoccupation ou plainte concernant la collecte, l’utilisation ou la divulgation de renseignements personnels par BZAM, veuillez contacter notre responsable de la protection de la vie privée, qui veille au respect de la présente Politique de confidentialité.
BZAM LTÉE
1570–200, rue Burrard
Vancouver (Colombie-Britannique) V6C 3L6
À l’attention de : Responsable de la protection de la vie privée
C : privacyofficer@bzam.com
T : 1-844-256-BZAM (2926)
Si le ou la responsable de la protection de la vie privée de BZAM n’est pas en mesure de régler votre plainte, vous avez le droit de déposer une plainte au commissariat à la protection de la vie privée, fédéral ou provincial compétent. Les coordonnées du Commissariat à la protection de la vie privée du Canada sont indiquées ci-dessous :
Commissariat à la protection de la vie privée du Canada
30, rue Victoria
Gatineau (Québec) K1A 1H3
Sans frais : 1-800-282-1376
Téléphone : (819) 994-5444
ATS : (819) 994-6591
Site Web : https://www.priv.gc.ca/fr/communiquer-avec-le-commissariat/
Terms & Conditions
Last Updated: March 31, 2023
Please read these terms and conditions carefully as they contain important information regarding your rights, remedies, and obligations.
BZAM Ltd. (“BZAM”) maintains a website currently located at www.bzam.com (the "Website") which provides articles, publications, information, data, and other materials (the "Content") and offers certain services, including making certain products (“Products”) available for sale to you (collectively the “Services”). The Website is provided to you subject to your agreement to comply with these terms and conditions of use ("Terms and Conditions"). By accessing or using the Website you agree to be bound by these Terms and Conditions and our Privacy Policy. If you do not agree to be bound by these Terms and Conditions and our Privacy Policy, please do not access or use the Website.
Amendments to Terms of Use
BZAM reserves the right to revise, modify, supplement, or delete any information, materials, services and/or resources contained on the Website, including the right to change, amend or modify these Terms and Conditions at any time without prior notice. If you do not agree with this or with any change, you must stop using or accessing the Website. Your continued access to or use of the Website after such changes shall be considered, and shall be, your acceptance of these Terms and Conditions as modified. It is your responsibility to review these Terms and Conditions regularly.
Jurisdiction and Governing Law
The Website is hosted on servers located in British Columbia, Canada. As such, your access and use of the Website and Content, and receipt of any Services, shall be deemed to be provided in the Province of British Columbia, and subject to the laws of the Province of British Columbia and the federal laws of Canada applicable therein. Any action, proceeding, claim or dispute arising from, related to, or in connection with the Terms and Conditions, the Website, Content, Products, Services, or your access or use of, or reliance on, any of the foregoing, shall be brought before the courts located in the City of Vancouver in the Province of British Columbia, and decided in accordance with the laws of the Province of British Columbia, and you irrevocably consent to the exclusive jurisdiction and venue of such courts. Notwithstanding the foregoing, either you or BZAM may apply to any court of competent jurisdiction to obtain injunctive or other emergency or similar relief.
If you access the Website from outside of Canada, you do so at your own risk and are responsible for compliance with local, national, or international laws, including, without limitation, securities laws, privacy laws, and import and export laws. You further understand and acknowledge that the Website may not be available in all jurisdictions and that you are responsible for ensuring that it is lawful for you to use the Website and access the Content and Services in your jurisdiction.
If you are residing in a jurisdiction where it is illegal to take part in any of the activities related to the Website, including reviewing the Content or receiving Products or the Services, you may not use the Website. By accessing or using the Website you are expressly representing that you have verified in your own jurisdiction that such access and use comply with all applicable laws, and you acknowledge that BZAM is entitled to, and shall, rely on such representation.
Use of the Website
You agree that you will not, without BZAM’s prior written permission, use the Website, the Content, Products, and the Services for purposes other than your own personal non-commercial use and benefit. You may not frame the Website or the Content or any part thereof on any commercial or non-commercial internet website. You acquire absolutely no rights or licences to the Website or the Content other than the limited right to use the Website and the Content in accordance with these Terms and Conditions. You may only access and use the Website for legitimate purposes and not for any illegal or unauthorized purpose, including in violation of any criminal law, intellectual property law, privacy law or any other applicable law or regulation. You represent and warrant that you are at least the age of majority in the jurisdiction in which you reside and are legally capable of entering into a binding agreement. Except as expressly provided in these Terms and Conditions, any reproduction, retransmission, distribution, sale, republication, modification, translation of or creation of derivative works based on the Website or the Content, in whole or in part, and any disassembly, reverse engineering or other exploitation of the Website, without the prior written permission of BZAM, is strictly prohibited. BZAM reserves the right to take any actions necessary and appropriate to preserve the integrity of the Website.
Materials provided to BZAM or posted on any BZAM’s Websites
BZAM does not claim ownership of the materials you provide to BZAM or post, upload, input, or submit to any Website or its associated services (collectively "User Submissions"). By posting, uploading, inputting, providing, or submitting your User Submissions in any way, you are granting BZAM, its affiliated agencies and necessary sublicensees permission to use your User Submission in connection with the activities of BZAM including, without limitation, the rights to: copy, distribute, transmit, publicly display, reproduce, edit, translate and reformat your User Submission; and to publish your name and the names of any individuals you provide us in connection with your User Submission.
All information you provide to BZAM including information you provide through the Website or post on the Website may be subject to access and disclosure in accordance with federal and provincial privacy laws.
No compensation will be paid with respect to the use or other publication of your User Submission, or other information as provided herein. BZAM is under no obligation to post or use any User Submission you may provide and BZAM may remove any User Submission at any time in BZAM’s sole discretion.
By posting, uploading, inputting, providing, or submitting your User Submission you warrant and represent that you own or otherwise control all of the rights to your User Submission as described in this section including without limitation, all the rights necessary for you to provide, post, upload, input or submit the User Submissions.
Accounts and Registration
If a feature of the Website is accessible only by use of a username and password, you are solely responsible and liable for any use and misuse of your username and password and for all activities that occur under your username and password. For security reasons, you must keep your username and password confidential and not disclose them to any person or permit any other person to use them, except as otherwise authorized by BZAM. All usernames and passwords created through use of the Website or Services shall be and remain the property of BZAM and may be cancelled or suspended at any time by BZAM without any notice or liability to you or any other person. BZAM is not under any obligation to verify the actual identity or authority of any person using your username and password and has taken all reasonably necessary steps to ensure you and any users of the Website or Services is of legal age in the jurisdiction in which they reside. You must immediately notify BZAM of any unauthorized use of your username or password, or if you know or suspect that your username or password has been lost or stolen, has become known to any other person, or has been otherwise compromised. If you choose to register with BZAM for the online purchase of Products, you agree to: (i) provide true, current, and complete information about yourself; and (ii) maintain and promptly update online information about yourself to keep it true, current, and complete
Product Sales, Shipment, Returns and Exchanges
In addition to the Content, BZAM offers certain Services, including making available to you for purchase, through the Website and otherwise, certain Products. BZAM may, at any time, limit or withdraw the quantities of Product, or types of Product, offered on this Website, or reject or limit the sale of Products to any person, subject to applicable legal or regulatory obligations. When you submit an order for Products to BZAM, you will be required to register with BZAM and provide payment and financial details that are truthful, accurate and complete, and in so doing you represent and warrant that you intend to use the Products lawfully, in accordance with medical advice (if applicable), and that you will not resell or transfer the Products to any other person. Further, you represent and warrant that you have the lawful authority to use such method of payment for the purchase of Products from BZAM, and that your registration information is and will be at all material times truthful, accurate and complete. All orders for Products are subject to acceptance by BZAM. BZAM reserves the right to refuse to provide Products to anyone, at any time, for any reason, and to accept or reject any Products for returns or exchanges, subject to applicable legal or regulatory obligations. If you experience any adverse reaction to a Product or are unsatisfied with a Product that you believe may be defective, please contact BZAM as soon as possible at the coordinates below.
BZAM will use commercially reasonable efforts to ensure that prices, Product descriptions, details and depictions are accurate, complete, and up to date, but does not guarantee any of the foregoing. In the event any information is inaccurate or incomplete, BZAM will not be obligated to provide such Product, and any payments accepted by BZAM will be refunded as soon as reasonably possible. Prices for Products offered by BZAM on this Website, or otherwise, are subject to change, without notice, and (unless otherwise indicated) are quoted in Canadian dollars exclusive of applicable taxes, duties, and shipping costs. You may order Products for shipment solely within Canada. Title to Products shall pass to you, the purchaser, upon transfer to the courier. BZAM is not responsible for Products that are undeliverable, or delivered to an incorrect address, as a result of inaccurate or incomplete information provided by you. Products that are returned to BZAM due to being refused, unclaimed (i.e., not picked up), or as a result of incorrect information, may be subject to additional shipping charges.
Disclaimer and Limitation of Liability
THE WEBSITE AND THE CONTENT ARE PROVIDED "AS IS" WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND. USE OF THE WEBSITE OR THE CONTENT IS AT YOUR OWN RISK. BZAM MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR TIMELINESS OF THE WEBSITE OR THE CONTENT. BZAM DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES ON THE WEBSITE, THE CONTENT OR THE SERVICES.
TO THE FULLEST EXTENT PERMITTED BY LAW, BZAM DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE WEBSITE, THE CONTENT AND THE SERVICES, WHETHER EXPRESS, IMPLIED OR COLLATERAL, INCLUDING,
WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE WEBSITE OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. IN NO EVENT WILL BZAM BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, BREACH OF PRIVACY, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT BZAM IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE USE OF, OR THE INABILITY TO MAKE USE OF, THE WEBSITE, THE CONTENT OR THE SERVICES.
BZAM’S TOTAL AGGREGATE LIABILITY TO YOU IN CONNECTION WITH OR RELATED TO ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING FROM, RELATED TO, OR IN CONNECTION WITH THESE TERMS AND CONDITIONS, THE WEBSITE, CONTENT, SERVICES OR ANY OF BZAM’S PRODUCTS, SHALL BE THE LESSER OF $50CAD AND THE AMOUNT PAID BY YOU FOR ANY SERVICES OR PRODUCTS SOLD TO YOU DIRECTLY BY BZAM THROUGH THE WEBSITE IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE CAUSE OF ACTION GIVING RISE TO SUCH LIABILITY.
Intellectual Property Ownership
All Content, designs, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos, and marks displayed on the Website or in the Content are owned and maintained by BZAM and are protected by copyright, trademark and other intellectual property laws and treaty provision laws. Any unauthorized publication, use, copying or modification of the Website or the Content, including trademarks, tradenames, and design marks, may violate applicable legislation and may result in legal action.
Privacy
BZAM is committed to respecting the privacy and personal information of all persons with whom BZAM does business. Accordingly, BZAM’s Privacy Policy describes how BZAM collects, uses, and discloses the personal information of those individuals who access or use the Website or the Services. Please see BZAM’s Privacy Policy, available on the Website, for further information. You acknowledge and agree that access to and use of the Website and the Services is primarily provided online, and that your information, including personal information, may be transferred, and stored as set out in the Privacy Policy.
Communications Through This Website
The internet is not a fully secure medium and any communications may be lost, intercepted, or altered. BZAM is not liable for any damages related to communications to, or from, this Website or the Services.
Third Party Websites
The Website may, for convenience purposes only, provide links to third party websites or services that are not owned or controlled by BZAM. BZAM does not endorse the information contained in those websites, or guarantee their quality, accuracy, reliability, completeness,
currency, timeliness, non-infringement, merchantability, or fitness for any purpose. The content in any linked website is not under BZAM’s control and if you choose to access any such website, you do so solely at your own risk.
Error, Omissions, and Inaccuracies
BZAM does not guarantee, or accept any responsibility or liability for, the accuracy, currency or completeness of the Content or the Website, including with respect to any information, data, prices, illustrations, specifications, availability, Products, or the Services. BZAM reserves the right to change or update the Website and the Content to correct errors, inaccuracies, or omissions at any time without prior notice. The Content contained on the Website does not constitute a solicitation or an offering of securities in any jurisdiction. Due to online technical and security risks, the information set out on the Website should not be used for the purpose of making any decisions with respect to investments related to BZAM or the Content.
Indemnity
IN CONSIDERATION FOR ACCESSING OR USING THE WEBSITE, YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE GREEN ORGANIC DUTCHMAN HOLDINGS LTD., ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, CONSULTANTS, ADVISORS, REPRESENTATIVES AND AGENTS, FROM AND AGAINST ANY LOSSES, LIABILITIES, CLAIMS, DEMANDS, THREATS, ACTIONS, PROCEEDINGS, EXPENSES (INCLUDING REASONABLE LEGAL FEES AND COURT COSTS) IN ANY WAY ARISING FROM, RELATED TO, OR IN CONNECTION WITH YOUR USE OF THE WEBSITE, INCLUDING IN CONNECTION WITH ANY PRODUCTS OR SERVICES OFFERED THROUGH THE WEBSITE OR THE USE OF ANY CONTENT OR INFORMATION CONTAINED IN OR OBTAINED THROUGH THE WEBSITE, THE SERVICES, YOUR VIOLATION OF THE TERMS AND CONDITIONS OR ANY APPLICABLE LAW OR REGULATION, OR THE POSTING, COMMUNICATION OR TRANSMISSION OF ANYTHING ON OR THROUGH THE WEBSITE BY YOU, INCLUDING BUT NOT LIMITED TO, ANY THIRD PARTY CLAIM THAT ANY INFORMATION OR MATERIALS PROVIDED BY YOU BREACH APPLICABLE LAW OR INFRINGE UPON ANY THIRD PARTY PROPRIETARY OR OTHER RIGHTS.
Forward Looking Statements
Certain statements on the Website may contain forward-looking statements and forward-looking information that relate to BZAM’s current expectations and views of future events and should be read together with the more detailed information and financial data and statements available on www.SEDAR.com.
In some cases, but not always, these forward-looking statements can be identified by words or phrases such as “may”, “might”, “will”, “expect”, “anticipate”, “estimate”, “intend”, “plan”, “indicate”, “seek”, “believe”, “predict” or “likely”, or the negative of these terms, or other similar expressions intended to identify forward-looking statements.
Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance, or achievements of BZAM to differ materially from those anticipated in the forward-looking statements. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections, and other forward-looking statements will not occur. Such forward-looking statements on the Website, if any, speak only as of the date they were published and may be superseded by subsequent disclosures. Forward-looking statements on the Website, if any, may include, but are not limited to, statements relating to BZAM’s:
- expectations regarding its performance, revenue, expenses and operations;
- plans and expectations regarding timing of the completion of construction projects and related costs, and the development and expansion of any construction projects both in Canada and abroad;
- anticipated cash needs and needs for additional financing;
- intention and ability to grow the business and its operations;
- ability to complete business acquisitions and integrate acquired businesses;
- expectations regarding harvesting of product and product sales volumes and prices;
- expectations with respect to future inventory and production costs and capacity;
- expectations regarding growth rates and growth plans and strategies;
- expectations with respect to the approval and renewal of BZAM’s cannabis licenses and the licences of BZAM’s business partners;
- expectations with respect to the future growth of the medical and recreational cannabis markets and BZAM’s related medical and recreational products;
- any commentary related to the legalization of adult-use, recreational cannabis and the timing related to such legalization in any jurisdiction;
- advancement of international projects and targeting other opportunities as foreign and international laws and regulations governing cannabis evolve;
- expectations about the competitive marketplace for cannabis and cannabis products;
- future product developments and offerings;
- payment of any future dividends;
- treatment under government regulatory and taxation regimes;
- expectations regarding the adoption and impact of certain accounting pronouncements;
- expectations regarding legislation, regulations and licensing related to the cultivation, production and sale of cannabis products by BZAM’s subsidiaries and business partners;
- expectations relating to future operational performance, results and terms of strategic initiatives or agreements;
- development of affiliated brands, product diversification and future corporate development; and
- anticipated results of research and development projects and initiatives.
Forward-looking statements are based on certain assumptions and analyses made by BZAM in light of the experience and perception of historical trends, current conditions and expected future developments and other factors it believes are appropriate and are subject to risks and uncertainties. In making the forward looking statements on the Website, if any, BZAM has made various material assumptions, including but not limited to (i) obtaining the necessary regulatory approvals; (ii) that regulatory requirements will be maintained; (iii) general business and economic conditions; (iv) BZAM’s ability to successfully execute its plans and intentions; (v) the availability of financing on reasonable terms; (vi) BZAM’s ability to attract and retain skilled staff; (vii) market competition; (viii) the products and technology offered by BZAM’s competitors; and (ix) maintaining current good relationships with BZAM’s suppliers, service providers and other third parties. Although BZAM believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect, and BZAM cannot provide any assures that actual results will be consistent with these forward-looking statements. Given these risks, uncertainties and assumptions, prospective purchasers of BZAM’s securities should not place undue reliance on these forward-looking statements. Whether actual results, performance or achievements will conform to BZAM’s expectations and predictions is subject to a number of known and unknown risks, uncertainties, assumptions and other factors.
Some of the risks and other factors which could cause actual results to differ materially from those expressed in any forward-looking statement that may be contained on the Website include, but are not limited to: continued listing requirements of a stock exchange and increased price volatility; changes in law; risks inherent in strategic alliances; difficulty of forecasting the medical and recreational cannabis markets; exchange restrictions on business; risks relating to expansion into foreign jurisdictions; political and other risks in emerging markets; risks of corruption and fraud in emerging markets; inflation risks in emerging markets; foreign ownership or control restrictions; risks relating to international advisors and consultants; increased operational, regulatory and other risks; limited operating history; reliance on timely approval and maintenance of licenses; reliance on certain facilities; reliance on management; reliance on key inputs; dependence on suppliers and skilled and qualified workers and labour resources; risks inherent in an agricultural business; vulnerability to rising energy costs; transportation risks; operating risk and insurance coverage; environmental and employee health and safety regulations; product liability risks; risks of product recalls; unfavorable publicity or consumer perception; risks relating to client acquisitions; growth-related risks; risks related to incurring significant net losses in the future and not being able toachieve or maintain profitability; risks relating to additional financing; risks relating to conflicts of interest; risks relating to competition from other companies; reputational risk to third parties, potential regulatory non-compliance issues; litigation risks arising in the ordinary course of business; reliance on cash from subsidiaries; risks associated with US governmental and regulatory enforcement in the international financial market; involvement risks of employees or other agents engaging in corruption or bribery without BZAM’s knowledge; and risks associated with the substantial obligations of being a public company.
Entire Agreement
These Terms and Conditions, and any documents, materials or information expressly referred to in them represent the entire agreement between you and BZAM with respect to the subject matter set out herein, and supersede any prior agreement, understanding or arrangement between you and BZAM, whether oral or in writing. You acknowledge that, in entering into these Terms and Conditions, neither you nor BZAM have relied on any representation, undertaking or promise given by the other or implied from anything said or written between you and us prior to such Terms, except as expressly stated in these Terms and Conditions.
Termination
BZAM may terminate or suspend access to the Website or to the Services immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms and Conditions. All provisions of these Terms and Conditions shall survive termination. Upon termination, your right to use the Website and receive the Services will immediately cease.
Miscellaneous
Any headings and titles herein are for convenience only. These Terms and Conditions are not assignable, transferable, or sub-licensable except with the prior written consent of BZAM. BZAM may assign, transfer, or convey these Terms and Conditions, or any of BZAM’s rights thereunder, to a third party without notice to you. Any failure by BZAM to exercise or enforce any rights under these Terms and Conditions will not constitute a waiver of such right. A waiver by BZAM of any default shall not constitute a waiver of any subsequent default. No waiver by BZAM is effective unless it is communicated to you in writing. If and solely to the extent that any court or tribunal of competent jurisdiction holds any provision of these Terms and Conditions to be unenforceable in a final non-appealable order, such unenforceable provision shall be stricken and the remainder of these Terms and Conditions shall not be affected. Any such stricken provision shall, to the extent possible, be replaced with a provision that is enforceable and that comes as close as possible to expressing the intention of the original provision.
Contact
If you have any questions or concerns regarding these Terms and Conditions, the Website, the Services, or any of BZAM’s products, please contact us at:
T: 1-844-256-BZAM (2926) or
E: hello@bzam.com
CONDITIONS GÉNÉRALES
Remarque : En cas d'incohérence entre les versions française et anglaise de ce document, la version anglaise prévaut puisqu'il s'agit de la version originale.
Dernière mise à jour : 31 mars 2023
Veuillez lire ces conditions générales attentivement, car elles contiennent des renseignements importants concernant vos droits, vos recours et vos obligations juridiques.
BZAM ltée (« BZAM ») gère un site Web actuellement exploité à l’adresse www.bzam.com (le « site Web ») qui fournit des articles, des publications, de l’information, des données et d’autre matériel (le « contenu ») et offre certains services, y compris notamment la mise à disposition de certains produits (les « produits ») à des fins d’achat (collectivement les « services »). Le site Web vous est fourni sous réserve que vous acceptiez de respecter les présentes conditions d’utilisation (les « Conditions générales »). En accédant au site Web ou en l’utilisant, vous acceptez d’être lié·e par les présentes Conditions générales et par notre Politique de confidentialité. Si vous n’acceptez pas d’être lié·e par les présentes Conditions générales et notre Politique de confidentialité, veuillez ne pas accéder au site Web ni l’utiliser.
Modifications des Conditions générales
BZAM se réserve le droit de réviser, modifier, compléter ou supprimer de l’information, du matériel, des services et des ressources contenus sur le site Web, y compris le droit de changer, de rectifier ou de modifier les présentes Conditions générales à tout moment et sans préavis. Si vous n’acceptez pas ces Conditions générales ou tout changement éventuel, vous devez cesser d’utiliser le site Web ou d’y accéder. Le fait de continuer à accéder au site Web ou de l’utiliser après ces modifications sera considéré comme une acceptation des présentes Conditions générales telles que modifiées. Il est de votre responsabilité de consulter régulièrement les présentes conditions générales.
Compétence et droit applicable
Le site Web est hébergé sur des serveurs situés en Colombie-Britannique, au Canada. Par conséquent, votre accès au site Web et à son contenu et votre utilisation de ceux-ci, ainsi que la réception de tout service, sont réputés avoir lieu dans la province de la Colombie-Britannique et sont soumis aux lois de la province de la Colombie-Britannique et aux lois fédérales du Canada qui y sont en vigueur. Les recours, procédures, réclamations et litiges découlant de, liés à ou en relation avec les Conditions générales, le site Web, le contenu, les produits, les services, ou votre accès à ou votre utilisation de l’un des éléments précédents, ou votre confiance en eux, seront portés devant les tribunaux situés dans la ville de Vancouver dans la province de la Colombie-Britannique et décidés conformément aux lois de la province de la Colombie-Britannique, et vous consentez irrévocablement à la compétence d’attribution et la compétence territoriale exclusives de ces tribunaux. Nonobstant ce qui précède, vous ou BZAM pouvez demander à tout tribunal compétent d’obtenir une injonction ou toute autre mesure d’urgence ou mesure similaire.
Si vous accédez au site Web depuis l’étranger, vous le faites à vos propres risques et il est de votre responsabilité de respecter les lois locales, nationales ou internationales, y compris, sans toutefois s’y limiter, les lois sur les valeurs mobilières, les lois sur la protection de la vie privée et les lois sur l’importation et l’exportation. De plus, vous comprenez et reconnaissez que le site Web peut ne pas être accessible dans tous les territoires et qu’il est de votre responsabilité de vous assurer qu’il est légal pour vous d’utiliser le site Web et d’accéder à son contenu et aux services qu’il propose dans votre territoire.
Si vous résidez dans un territoire où il est illégal de prendre part à une quelconque activité liée au site Web, y compris l’examen du contenu ou la réception de produits ou de services, vous ne pouvez pas utiliser le site Web. En accédant au site Web ou en l’utilisant, vous déclarez expressément avoir vérifié que cet accès et cette utilisation sont conformes à toutes les lois en vigueur dans votre territoire, et vous reconnaissez que BZAM est en droit de se fonder sur cette déclaration et qu’elle doit le faire.
Utilisation du site Web
Vous convenez que vous n’utiliserez pas le site Web, son contenu ainsi que les produits et les services qu’il propose à des fins autres que personnelles et non commerciales sans avoir obtenu l’autorisation écrite de BZAM au préalable. Vous acceptez également de ne pas procéder au cadrage de la totalité ou d’une partie du site Web ou du contenu sur un site Web commercial ou non commercial. Vous n’acquérez aucun droit et aucune licence à l’égard du site Web et du contenu, outre le droit limité de les utiliser conformément aux présentes Conditions générales. Vous pouvez accéder au site Web et l’utiliser uniquement à des fins légitimes et non à des fins illégales ou non autorisées, y compris en violation du droit pénal, de toute loi sur la propriété intellectuelle, de toute loi sur la protection de la vie privée ou de toute autre loi ou réglementation applicable. Vous déclarez et garantissez avoir l’âge de la majorité dans le territoire où vous résidez, et que vous êtes légalement capable de conclure un accord contraignant. Sauf dans les cas stipulés expressément dans les présentes Conditions générales, il est strictement interdit de reproduire, retransmettre, distribuer, vendre, rééditer, modifier, traduire ou créer des ouvrages dérivés inspirés d’une partie ou de la totalité du site Web ou du contenu, et de démonter, de faire de la rétro-ingénierie ou d’exploiter autrement le site Web sans l’autorisation écrite préalable de BZAM. BZAM se réserve le droit de prendre toutes les mesures nécessaires et appropriées pour préserver l’intégrité du site Web.
Matériel fourni à BZAM ou publié sur les sites Web de BZAM
BZAM renonce à tout droit de propriété sur les éléments que vous lui fournissez ou que vous publiez, téléchargez, saisissez ou soumettez à n’importe quel site Web de BZAM ou à ses services associés (chacun étant une « contribution d’utilisateur ou d’utilisatrice » et, collectivement, des « contributions d’utilisateurs ou d’utilisatrices »). En publiant, téléchargeant, saisissant, fournissant ou soumettant vos contributions d’utilisateur ou d’utilisatrice de quelque manière que ce soit, vous accordez à BZAM, à ses agences affiliées et aux sous-licenciés nécessaires l’autorisation d’utiliser votre contribution d’utilisateur ou d’utilisatrice dans le cadre des activités de BZAM, y compris, sans s’y limiter, les droits de : copier, distribuer, transmettre, afficher publiquement, reproduire, éditer, traduire et reformater votre publication d’utilisateur ou d’utilisatrice; et de publier votre nom et le nom de toute personne que vous nous fournissez en relation avec votre contribution d’utilisateur ou d’utilisatrice.
Toutes les informations que vous fournissez à BZAM, y compris les informations que vous fournissez par le biais du site Web ou que vous publiez sur le site Web, peuvent faire l’objet d’un accès et d’une divulgation conformément aux lois fédérales et provinciales sur la protection de la vie privée.
Aucune compensation ne sera versée relativement à l’utilisation ou à toute autre publication de votre contribution d’utilisateur ou d’utilisatrice, ou d’autres informations, comme prévu dans les présentes. BZAM n’a aucune obligation de publier ou d’utiliser toute contribution d’utilisateur ou d’utilisatrice que vous pourriez fournir et BZAM peut retirer toute contribution d’utilisateur ou d’utilisatrice à tout moment à la seule discrétion de BZAM.
En publiant, téléchargeant, saisissant, fournissant ou soumettant votre contribution d’utilisateur ou d’utilisatrice, vous garantissez et déclarez que vous possédez ou contrôlez d’une quelconque manière tous les droits de votre contribution d’utilisateur ou d’utilisatrice tels que décrits dans cette section, y compris, sans s’y limiter, tous les droits nécessaires pour que vous puissiez fournir, publier, télécharger, saisir ou soumettre les contributions d’utilisateur ou d’utilisatrice.
Création de comptes et accès aux comptes
Si une fonction du site Web n’est accessible qu’au moyen d’un nom d’utilisateur ou d’utilisatrice et d’un mot de passe, vous êtes seul·e responsable de toute utilisation et tout usage abusif de votre nom d’utilisateur ou d’utilisatrice, de votre mot de passe et de toutes les activités qui se produisent avec votre nom d’utilisateur ou d’utilisatrice et votre mot de passe. Pour des raisons de sécurité, vous devez assurer la confidentialité de votre nom d’utilisateur ou d’utilisatrice et de votre mot de passe et ne les divulguer à personne ni permettre à quiconque de les utiliser, à moins d’autorisation contraire de la part de BZAM. Tous les noms d’utilisateur et d’utilisatrice et mots de passe créés dans le cadre de l’utilisation du site Web ou des services seront et resteront la propriété de BZAM et pourraient être annulés ou révoqués à tout moment par BZAM sans préavis et sans engager sa responsabilité envers vous ou toute autre personne. BZAM n’est pas tenue de vérifier l’identité ou l’autorité réelle de toute personne utilisant votre nom d’utilisateur ou d’utilisatrice et votre mot de passe, et a pris toutes les mesures raisonnablement nécessaires pour s’assurer que vous et tous les utilisateurs et utilisatrices du site Web ou des services ont l’âge légal dans le territoire où ils et elles résident. Vous devez informer BZAM immédiatement de toute utilisation non autorisée de votre nom d’utilisateur ou d’utilisatrice ou de votre mot de passe, ou si vous découvrez ou soupçonnez que vous avez perdu ou vous êtes fait voler votre nom d’utilisateur ou d’utilisatrice ou votre mot de passe, que ces derniers sont connus d’un tiers ou que leur confidentialité a été compromise de quelque façon que ce soit. Si vous choisissez de créer un compte avec BZAM et de vous inscrire pour l’achat en ligne de produits, vous acceptez : (i) de fournir des renseignements véridiques, actuels et complets sur vous-même; et (ii) de maintenir et de mettre à jour rapidement les renseignements en ligne sur vous-même afin qu’ils restent véridiques, actuels et complets.
Vente, expédition, retour et échange de produits
En plus du contenu, BZAM propose certains services, notamment la mise à disposition de certains produits à des fins d’achat, par l’intermédiaire du site Web ou d’une autre manière. BZAM peut, à tout moment, limiter ou retirer les quantités de produits ou les types de produits offerts sur ce site, et rejeter ou limiter la vente de produits à toute personne, sous réserve des obligations légales ou réglementaires applicables. Quand vous passez une commande de produits à BZAM, vous devez vous inscrire auprès de BZAM et fournir des renseignements financiers et de paiement qui sont véridiques, exacts et complets, et ce faisant, vous déclarez et garantissez avoir l’intention d’utiliser les produits légalement, conformément aux conseils médicaux (le cas échéant), et que vous ne revendrez ou ne transférerez pas les produits à une autre personne. De plus, vous déclarez et garantissez avoir l’autorité légale d’utiliser le mode de paiement choisi pour l’achat de produits auprès de BZAM, et que vos renseignements d’inscription sont et seront véridiques, exacts et complets à tout moment important. Toutes les commandes de produits sont assujetties à l’approbation de BZAM. BZAM se réserve le droit de refuser de fournir des produits à quiconque, à tout moment, pour quelque raison que ce soit, et d’accepter ou de refuser tout produit à des fins de retour ou d’échange, sous réserve des obligations légales ou réglementaires applicables. Si vous éprouvez une réaction indésirable à un produit ou si vous n’êtes pas satisfait·e d’un produit que vous jugez défectueux, veuillez contacter BZAM dès que possible aux coordonnées ci-dessous.
BZAM fera des efforts commercialement raisonnables pour s’assurer que les prix, les descriptions, les détails et les représentations des produits sont exacts, complets et actuels, mais ne garantit rien de ce qui précède. Dans le cas où une information serait inexacte ou incomplète, BZAM ne sera pas obligée de fournir un tel produit, et tout paiement accepté par BZAM sera remboursé dès que raisonnablement possible. Les prix des produits offerts par BZAM sur ce site Web, ou ailleurs, sont modifiables sans préavis et (à moins d’indication contraire) sont indiqués en dollars canadiens, excluant les taxes, droits et frais d’expédition applicables. Vous pouvez commander des produits à expédier uniquement au Canada. Le titre de propriété des produits vous est transféré, à vous, l’acheteur·euse, lors du transfert au transporteur. BZAM n’est pas responsable des produits qui ne peuvent pas être livrés ou qui sont livrés à une adresse incorrecte en raison de renseignements inexacts ou incomplets que vous auriez fournis. Les produits retournés à BZAM parce qu’ils ont été refusés, non réclamés (c.-à-d., qui n’ont pas été ramassés) ou en raison de renseignements incorrects, peuvent faire l’objet de frais d’expédition supplémentaires.
Clause de non-responsabilité et limitation de responsabilité
LE SITE WEB ET SON CONTENU SONT FOURNIS « TELS QUELS » SANS REPRÉSENTATION, GARANTIE OU CONDITION D’AUCUNE SORTE. L’UTILISATION DU SITE WEB OU DE SON CONTENU EST À VOS PROPRES RISQUES. BZAM NE FAIT AUCUNE DÉCLARATION, GARANTIE OU CONDITION CONCERNANT LA QUALITÉ, L’EXACTITUDE, LA FIABILITÉ, L’EXHAUSTIVITÉ, L’ACTUALITÉ OU L’OPPORTUNITÉ DU SITE WEB OU DE SON CONTENU. BZAM N’ASSUME AUCUNE RESPONSABILITÉ POUR TOUTE ERREUR, OMISSION OU INEXACTITUDE DANS LE SITE WEB, LE CONTENU OU LES SERVICES.
DANS TOUTE LA MESURE PERMISE PAR LA LOI, BZAM DÉCLINE TOUTE GARANTIE, REPRÉSENTATION ET CONDITION DE QUELQUE NATURE QUE CE SOIT À L’ÉGARD DU SITE WEB, DU CONTENU ET DES SERVICES, QU’ELLE SOIT EXPRESSE, IMPLICITE OU ACCESSOIRE, Y COMPRIS, SANS S’Y LIMITER, LES GARANTIES ET CONDITIONS IMPLICITES DE QUALITÉ MARCHANDE, D’ADÉQUATION DANS UN BUT PARTICULIER ET SANS CONTREFAÇON OU QUE LE SITE WEB OU SON CONTENU SONT OU SERONT EXEMPTS D’ERREURS OU FONCTIONNERONT SANS INTERRUPTION. EN AUCUN CAS, BZAM NE POURRA ÊTRE TENUE RESPONSABLE, QUE CE SOIT SUR LA BASE D’UNE GARANTIE, D’UN CONTRAT, D’UN DÉLIT, D’UNE NÉGLIGENCE, D’UNE RESPONSABILITÉ STRICTE OU DE TOUTE AUTRE THÉORIE JURIDIQUE, POUR TOUS DOMMAGES DE QUELQUE NATURE QUE CE SOIT (Y COMPRIS, SANS S’Y LIMITER, DIRECTS, INDIRECTS, ACCESSOIRES, CONSÉCUTIFS, SPÉCIAUX, DOMMAGES EXEMPLAIRES, PUNITIFS, MANQUE À GAGNER, PERTE D’UTILISATION, PERTE DE DONNÉES, ATTEINTE À LA VIE PRIVÉE, BLESSURES, AMENDES, HONORAIRES, PÉNALITÉS OU AUTRES RESPONSABILITÉS), QUE BZAM SOIT OU NON INFORMÉE DE LA POSSIBILITÉ DE TELS DOMMAGES, RÉSULTANT DE L’UTILISATION OU DE L’INCAPACITÉ d’UTILISER LE SITE WEB, LE CONTENU OU LES SERVICES.
LA RESPONSABILITÉ GLOBALE DE BZAM À VOTRE ÉGARD EN CE QUI CONCERNE TOUTE RÉCLAMATION, TOUTE PERTE, TOUT DOMMAGE, TOUTE ACTION, TOUTE POURSUITE OU TOUTE AUTRE PROCÉDURE DÉCOULANT DE, LIÉE À, OU EN RAPPORT AVEC CES CONDITIONS GÉNÉRALES, LE SITE WEB, LE CONTENU, LES SERVICES OU TOUT PRODUIT DE BZAM, SERA LA PLUS PETITE DES DEUX SOMMES SUIVANTES : 50 $ CA ET LE MONTANT QUE VOUS AUREZ PAYÉ POUR TOUT SERVICE OU PRODUIT QUI VOUS AURA ÉTÉ VENDU DIRECTEMENT PAR BZAM PAR L’ENTREMISE DU SITE WEB AU COURS DES DOUZE (12) MOIS PRÉCÉDANT IMMÉDIATEMENT LA CAUSE DE L’ACTION DONNANT LIEU À CETTE RESPONSABILITÉ.
Propriété intellectuelle
Le contenu, la conception graphique, les illustrations, les logiciels, les dessins, les vidéos, la musique, les sons, les noms, les mots, les titres, les phrases, les logos et les marques affichés sur le site Web ou dans le contenu sont détenus et maintenus par BZAM et sont protégés par le droit d’auteur, les marques de commerce et autres lois sur la propriété intellectuelle et les lois sur les dispositions des traités. Toute publication, utilisation, copie ou modification non autorisée du site Web ou de son contenu, y compris les marques de commerce, les noms commerciaux et les dessins de marque, peut enfreindre la législation applicable et entraîner des poursuites judiciaires.
Vie privée
BZAM s’engage à respecter la vie privée et les renseignements personnels de toutes les personnes avec lesquelles BZAM fait des affaires. Par conséquent, la Politique de confidentialité de BZAM explique comment BZAM recueille, utilise et divulgue les renseignements personnels des personnes qui accèdent au site Web ou aux services ou qui les utilisent. Pour en savoir plus, veuillez consulter la Politique de confidentialité de BZAM, publiée sur le site Web. Vous reconnaissez et acceptez que l’accès au site Web et aux services et leur utilisation sont principalement fournis en ligne, et que vos renseignements, y compris les renseignements personnels, peuvent être transférés et stockés comme le précise la Politique de confidentialité.
Communications par le biais de ce site Web
Internet n’est pas un moyen de communication entièrement sécurisé et toute communication peut être perdue, interceptée ou altérée. BZAM n’est pas responsable des dommages liés aux communications vers ou depuis ce site Web ou en lien avec les services.
Sites tiers
Le site Web peut fournir, à des fins de commodité uniquement, des liens vers des sites Web tiers ou des services de tiers qui ne sont pas détenus ou contrôlés par BZAM. BZAM n’endosse pas les informations contenues dans ces sites Web ni ne garantit leur qualité, leur exactitude, leur fiabilité, leur exhaustivité, leur actualité, leur opportunité, leur non-contrefaçon, leur qualité marchande ou leur aptitude à quelque fin que ce soit. Le contenu de tout site Web lié n’est pas sous le contrôle de BZAM et si vous choisissez d’accéder à un tel site Web, vous le faites entièrement à vos propres risques.
Erreurs, omissions et inexactitudes
BZAM ne garantit pas l’exactitude, l’actualité ou l’exhaustivité du contenu ou du site Web, y compris ce qui a trait à l’information, aux données, aux prix, aux illustrations, aux spécifications, à la disponibilité, aux produits et aux services, et n’accepte aucune responsabilité à cet égard. BZAM se réserve le droit de modifier ou de mettre à jour le site Web et le contenu pour corriger des erreurs, des inexactitudes ou des omissions à tout moment et sans préavis. Le contenu du site Web ne constitue ni un démarchage ni une offre de valeurs mobilières dans aucun territoire. En raison des risques techniques et des risques de sécurité en ligne, l’information présentée sur le site Web ne doit pas servir à prendre des décisions concernant les investissements liés à BZAM ou au contenu.
Indemnisation
EN CONTREPARTIE DE L’ACCÈS AU SITE WEB OU DE SON UTILISATION, VOUS CONVENEZ D’INDEMNISER, DE DÉFENDRE ET DE PROTÉGER BZAM, LES MEMBRES DE SA DIRECTION, MEMBRES DE SON CONSEIL D’ADMINISTRATION, SES EMPLOYÉ·E·S, SOUS-TRAITANT·E·S, CONSULTANT·E·S, CONSEILLER·ÈRE·S, REPRÉSENTANT·E·S ET AGENT·E·S, CONTRE TOUTE PERTE, RESPONSABILITÉ, RÉCLAMATION, DEMANDE, MENACE, ACTION EN JUSTICE, PROCÉDURE, DÉPENSE (Y COMPRIS LES FRAIS JURIDIQUES ET LES FRAIS DE JUSTICE RAISONNABLES) DÉCOULANT DE, LIÉES À OU EN RELATION AVEC VOTRE UTILISATION DU SITE WEB, Y COMPRIS EN RELATION AVEC LES PRODUITS ET SERVICES OFFERTS PAR LE SITE WEB OU L’UTILISATION DE TOUT CONTENU OU DE TOUT ÉLÉMENT CONTENU DANS OU OBTENU PAR L’INTERMÉDIAIRE DU SITE WEB, DES SERVICES, DE VOTRE VIOLATION DES CONDITIONS GÉNÉRALES OU DE TOUTE LOI OU RÉGLEMENTATION APPLICABLE, OU DE VOTRE PUBLICATION, VOTRE COMMUNICATION OU VOTRE TRANSMISSION DE QUOI QUE CE SOIT SUR LE SITE WEB OU PAR L’INTERMÉDIAIRE DU SITE WEB, Y COMPRIS SANS TOUTEFOIS S’Y LIMITER, TOUTE RÉCLAMATION DE TIERS À L’EFFET QU’UNE INFORMATION OU UN ÉLÉMENT FOURNI PAR VOUS POURRAIT CONSTITUER UNE VIOLATION DE LA LOI APPLICABLE OU ENFREINDRE LES DROITS DE PROPRIÉTÉ OU AUTRES DROITS DE TIERS.
Énoncés prospectifs
Certaines déclarations figurant sur le site Web peuvent contenir des déclarations et des renseignements de nature prospective qui se rapportent aux attentes et aux opinions actuelles de BZAM concernant des événements futurs et doivent être lues conjointement avec les informations plus détaillées et les données et déclarations financières disponibles sur www.SEDAR.com.
Dans certains cas, mais pas toujours, ces déclarations prospectives sont reconnaissables par des mots ou expressions tels que « peut », « pourrait », « sera », « s’attendre », « anticiper », « estimer », « avoir l’intention de », « planifier », « indiquer », « chercher », « croire », « prédire » ou « probable », ou par la forme négative de ces termes, l’emploi du conditionnel et d’autres mots et expressions semblables visant à dénoter des déclarations prospectives.
Les déclarations prospectives impliquent des risques connus et inconnus, des incertitudes et d’autres facteurs qui peuvent faire en sorte que les résultats réels, le rendement ou les réalisations de BZAM diffèrent sensiblement de ceux anticipés dans les déclarations prospectives. De par leur nature, les déclarations prospectives impliquent de nombreuses hypothèses, des risques connus et inconnus et des incertitudes, tant d’ordre général que spécifique, qui contribuent à la possibilité que les prédictions, prévisions, projections et autres déclarations prospectives ne se concrétisent pas. Ces déclarations prospectives figurant sur le site Web, le cas échéant, ne sont valables qu’à la date de leur publication et peuvent être remplacées par des informations ultérieures. Les déclarations prospectives figurant sur le site Web, le cas échéant, peuvent inclure, sans s’y limiter, des déclarations relatives à l’activité de BZAM :
- Les attentes concernant son rendement, ses revenus, ses dépenses et ses opérations;
- Les plans et les attentes concernant le calendrier d’achèvement des projets de construction et les coûts y afférents, ainsi que le développement et l’expansion de tout projet de construction, tant au Canada qu’à l’étranger;
- Les besoins de trésorerie anticipés et les besoins de financement supplémentaire;
- L’intention et la capacité de faire croître l’entreprise et ses activités;
- La capacité à mener à bien des acquisitions d’entreprises et à intégrer les entreprises acquises;
- Les attentes concernant la récolte des produits, les volumes de vente et les prix;
- Les attentes en matière de stocks, de coûts de production et de capacité futurs;
- Les attentes concernant les taux de croissance et les plans et stratégies de croissance;
- Les attentes concernant l’approbation et le renouvellement des licences de cannabis de BZAM et des licences des partenaires commerciaux de BZAM;
- Les attentes concernant la croissance future des marchés du cannabis médicinal et récréatif et les produits médicinaux et récréatifs de BZAM;
- Tout commentaire portant sur la légalisation du cannabis récréatif pour adultes et sur l’échéancier de cette légalisation dans n’importe quel territoire;
- L’avancement de projets internationaux et le ciblage d’autres opportunités à mesure que les lois et réglementations étrangères et internationales régissant le cannabis évoluent;
- Les attentes concernant le marché concurrentiel du cannabis et des produits de cannabis;
- Le développement de futurs produits et les offres futures;
- Le paiement de dividendes futurs;
- Le traitement dans le cadre des régimes réglementaires et fiscaux des gouvernements;
- Les attentes concernant l’adoption et l’impact de certaines prises de position comptables;
- Les attentes concernant la législation, les règlements et les licences liées à la culture, à la production et à la vente de produits de cannabis par les filiales et les partenaires commerciaux de BZAM;
- Les attentes relatives aux performances opérationnelles futures, aux résultats et aux conditions des initiatives ou accords stratégiques;
- Le développement de marques affiliées, la diversification des produits et le développement futur de l’entreprise; et
- Les résultats attendus des projets et initiatives de recherche et de développement.
Les déclarations prospectives reposent sur certaines hypothèses et analyses faites par BZAM à la lumière de notre expérience et de notre perception des tendances historiques, des conditions actuelles et des développements futurs attendus ainsi que d’autres facteurs que nous estimons appropriés et qui sont soumis à des risques et des incertitudes. En faisant les déclarations prospectives sur le site Web, le cas échéant, BZAM a fait diverses hypothèses importantes, y compris, mais sans s’y limiter, (i) l’obtention des autorisations réglementaires nécessaires; (ii) le maintien des exigences réglementaires; (iii) les conditions commerciales et économiques générales; (iv) la capacité de BZAM à exécuter avec succès ses plans et ses intentions; (v) la disponibilité de financements à des conditions raisonnables; (vi) la capacité de BZAM à attirer et à retenir du personnel qualifié; (vii) la concurrence sur le marché; (viii) la technologie et les produits offerts par les concurrents de BZAM; et (ix) le maintien de bonnes relations avec les fournisseurs, les prestataires de services et les autres tiers de BZAM. Bien que BZAM estime que les hypothèses qui sous-tendent ces déclarations sont raisonnables, elles peuvent s’avérer incorrectes et BZAM ne peut garantir que les résultats réels seront conformes à ces déclarations prospectives. Compte tenu de ces risques, incertitudes et hypothèses, les acheteurs et acheteuses potentiel·le·s de titres de BZAM ne devraient pas se fier indûment à ces déclarations prospectives. La question de savoir si les réalisations, le rendement ou les résultats réels seront conformes aux attentes et aux prévisions de BZAM est soumise à un certain nombre de risques connus et inconnus, d’incertitudes, d’hypothèses et d’autres facteurs.
Certains des risques et autres facteurs qui pourraient faire en sorte que les résultats réels diffèrent de façon importante de ceux exprimés dans toute déclaration prospective pouvant être contenue sur le site Web comprennent, sans s’y limiter, les éléments suivants : le maintien des exigences de cotation d’une bourse et la volatilité accrue des prix; les modifications apportées aux lois; les risques inhérents aux alliances stratégiques; la difficulté de prévoir les marchés du cannabis médicinal et récréatif; les restrictions de change sur les affaires; les risques liés à l’expansion dans des pays étrangers; les risques politiques et autres dans les marchés émergents; les risques de corruption et de fraude dans les marchés émergents; les risques d’inflation dans les marchés émergents; les restrictions en matière de contrôle et de propriété étrangère; les risques liés aux conseillers et consultants internationaux et aux conseillères et consultantes internationales; l’augmentation des risques opérationnels, réglementaires et autres; l’historique d’exploitation limité; la dépendance à l’égard de l’approbation et du maintien en temps voulu des licences; la dépendance à l’égard de certaines installations; la dépendance à l’égard de la direction; la dépendance à l’égard des intrants clés; la dépendance à l’égard des fournisseurs, des travailleurs et travailleuses qualifié·e·s et des ressources en main-d’oeuvre; les risques inhérents à une activité agricole; la vulnérabilité à l’augmentation des coûts énergétiques; les risques liés au transport; les risques d’exploitation et la couverture d’assurance; les réglementations en matière d’environnement et de santé et sécurité des employé·e·s; les risques liés à la responsabilité du fait des produits; les risques de rappel de produits; de la publicité défavorable ou la perception des consommateurs et consommatrices; les risques liés à l’acquisition de client·e·s; les risques liés à la croissance; les risques liés au fait de subir des pertes nettes importantes à l’avenir et de ne pas être en mesure d’atteindre ou de maintenir la rentabilité; les risques liés au financement supplémentaire; les risques liés aux conflits d’intérêts; les risques liés à la concurrence d’autres sociétés; les risques de réputation pour les tiers; les problèmes potentiels de non-conformité réglementaire; les risques de litiges survenant dans le cours normal des affaires; la dépendance à l’égard des liquidités des filiales; les risques liés à l’application des lois et règlements du gouvernement américain sur le marché financier international; les risques d’implication d’employé·e·s ou d’autres agent·e·s dans des actes de corruption à l’insu de BZAM; et les risques liés aux obligations substantielles d’une société publique.
Accord complet
Les présentes Conditions générales et tous les documents, tout le matériel ou toute l’information qui y sont expressément mentionnés représentent l’intégralité de l’accord entre vous et BZAM en ce qui concerne le sujet qui y est exposé, et remplacent tout accord, toute entente ou tout arrangement antérieur entre vous et BZAM, qu’il soit verbal ou écrit. Vous reconnaissez qu’en acceptant les présentes Conditions générales, ni vous ni BZAM ne vous êtes appuyé·e·s sur une représentation, un engagement ou une promesse donnée par l’autre ou découlant de tout ce qui a été dit ou écrit entre vous et nous avant ces Conditions, sauf indication contraire expresse dans les présentes Conditions générales.
Résiliation
BZAM peut mettre fin ou suspendre l’accès au site Web ou aux services immédiatement, sans préavis ni responsabilité, pour quelque raison que ce soit, y compris sans toutefois s’y limiter, si vous enfreignez les présentes Conditions générales. Toutes les dispositions des présentes Conditions générales survivent à la résiliation. En cas de résiliation, votre droit d’utiliser le site Web et de recevoir les services qu’il propose cesse immédiatement.
Divers
Les titres et rubriques figurant dans le présent document sont fournis uniquement dans le but d’en faciliter la lecture. Les présentes Conditions générales ne sont ni cessibles, ni transférables, ni susceptibles de faire l’objet d’une sous-licence, sauf avec l’accord écrit préalable de BZAM. BZAM peut céder, transférer ou transmettre à un tiers les présentes Conditions générales ou tout droit lui appartenant en vertu de celles-ci, et ce, sans vous en informer. Tout manquement de BZAM à exercer ou à faire respecter un droit quelconque en vertu des présentes Conditions générales ne constitue pas une renonciation à ce droit. Une renonciation par BZAM à tout défaut ne constitue pas une renonciation à l’égard de tout défaut subséquent. Aucune renonciation de BZAM n’est applicable si elle ne vous est pas communiquée par écrit. Si et seulement dans la mesure où une cour ou un tribunal compétent juge une disposition des présentes Conditions générales inapplicable dans une décision finale et sans appel, cette disposition inapplicable sera supprimée et le reste des présentes Conditions générales ne sera pas affecté. Toute disposition ainsi radiée sera, dans la mesure du possible, remplacée par une disposition qui est exécutoire et qui se rapproche le plus possible de l’intention exprimée dans la disposition initiale.
Coordonnées
Si vous avez des questions ou des préoccupations concernant les présentes Conditions générales, le site Web, les services ou l’un des produits de BZAM, veuillez nous contacter aux coordonnées suivantes :
T : 1-844-256-BZAM (2926) ou
C : hello@bzam.com