Top Strike Resources Corp. d.b.a. "Vencanna Ventures" (the
"
Corporation" or "
Vencanna")
(CSE:VENI; OTCQB: TPPRF) is pleased to announce a significant
investment in Galenas, LLC ("
Galenas
Ohio"). The Corporation has purchased a
Convertible Promissory Note ("
GOH Note") with a
face value of US$3.3 million for a cost of US$3.3 million (the
"
Purchase Price", the purchase of the GOH Note
being the “
Investment”). Including accrued
interest, total outstanding under the GOH Note is approximately
$3.8 million. The GOH Note was purchased from Medical
Investor Holdings, LLC (d.b.a. Vertical Companies)
("
Vertical"). The GOH Note is convertible,
upon the holder's option and subject to regulatory approvals, into
a thirty-five percent (35%) non-dilutive equity interest in Galenas
Ohio. Interest on the GOH Note accrues at the rate of eight
percent (8.0%) per annum, and the GOH Note matures on July 1,
2021. On July 22, 2019, Vencanna loaned Vertical $4.0 million
for inventory expansion and general working capital purposes (the
"
Vertical Loan"). The Purchase Price was
satisfied through the release and discharge of all amounts owing to
the Corporation under the Vertical Loan, resulting in the
retirement and settlement of the Vertical Loan.
David McGorman, Chief Executive Officer of
Vencanna, stated: "Ohio is the seventh most populous state in the
United States, and is one of the emerging medical cannabis markets
with great growth potential. In 2019, medical cannabis sales
were estimated to be US$56 million, and with the patient count now
over 84,000 and continuing to expand, with local state sources
forecasting 2020 revenues between $160 and $200 million.
Galenas Ohio has the only certified organic grow in the
state thereby enjoying premium pricing to an already robust pricing
environment. We look forward to supporting Galenas Ohio as it
expands its operations."
About Galenas Ohio
Galenas Ohio, a privately-owned medical
marijuana company, is one of 32 licensed cultivators in the state
of Ohio and the only organic licensed and operational cultivator in
the state. Galenas Ohio is a vertical three-tier-grow,
patient-focused, craft cannabis cultivator located in Akron, Ohio.
The 10,0000 square foot facility won Architect Newspaper’s
2019 Best Green Building Award, describing the facility as a
”pharmaceutical-grade environment that meets highly technical
specifications” providing “a better-quality product with greater
yields while using 90 percent less water and 35 percent less energy
than other cannabis facilities”. The facility currently has
4,000 square feet of cultivation and they are in the midst of
adding another 1,500 square feet and there is potential expansion
on the site beyond the current facility. The company received
their Certificate of Operation last April and are already in 30
Ohio dispensaries. The Galenas Ohio leadership team is
comprised of professionals from several fields including
horticulture, manufacturing, law, sales and marketing, supply chain
management, quality control, and product development.
Corporate Update
Over the past year, the cannabis market has been
incredibly challenging and volatile, though Vencanna has been able
to weather the storm through prudent investments and cost
management. The Corporation currently has $4 million in cash
and also holds investments in Galenas NJ and Galenas Ohio which
have a carrying value of approximately $5.4 million. Giving
no upside to these investments, nor to the Corporation’s public
listing, the Corporation’s share value is over $0.05. Since
inception, the Corporation has collected $1 million in interest and
other income plus has generated another $625 thousand in accrued
interest. While the cannabis markets have been challenging,
valuations are now much more attractive and there’s been a number
of US operators showing quarter over quarter growth in both
revenues and cash flows. Further positive developments in the
US include the passing in Congress last year of the SAFE Banking
Act, with nearly half the GOP caucus voting in support of the
bill. In light of this, the Corporation continues to review
opportunities in state compliant jurisdictions and is confident
that it will successfully build shareholder value. Further,
our insiders continue to support the Corporation having purchased
over 5 million shares the past year, and the Corporation’s NCIB has
acquired another 2.39 million shares.
Smoke Wallin, a director of Vencanna, is the
Vice Chairman of Vertical. Mr. Wallin has abstained from
voting at the director's meeting of Vencanna regarding the
Investment.
About Vencanna
On September 24, 2018, the Corporation announced
the completion of a recapitalization financing, the appointment of
a new management team and board of directors and commencement of
trading on the CSE. The transactions have transitioned the
Corporation from an oil and gas issuer to a merchant capital firm,
rebranded as "Vencanna Ventures Inc.". The recapitalized
Corporation aims to be a go-to capital provider for early-stage
global cannabis initiatives with an emphasis on strong management
operating in state compliant jurisdictions with barriers to entry.
The Corporation looks to provide investors with a diversified,
high-growth, cannabis investment strategy through strategic
investments focused through-out the value chain (cultivation,
processing and distribution, and including ancillary
businesses).
For further information regarding this news
release, please contact:
David McGormanChief Executive Officer and
Directordavid@vencanna.com
Jason EwasuikVice President,
Originationsjason@vencanna.com
Top Strike Resources Corp.Suite 310, 250 6th Ave.
S.W.Calgary, AB T2P 3H7
Forward-Looking Statements
This news release may include forward-looking
statements including opinions, assumptions, estimates, the
Corporation's assessment of future plans and investment strategy,
and, more particularly, the business plan of the Corporation
including future global cannabis investments, the market for
medical cannabis in the United States, the state of the cannabis
market, the Investment in Galenas Ohio and expectations regarding
Galenas Ohio's business plans, including increasing the size of its
cultivation facility and the demand for its products. When
used in this news release, the words "will," "anticipate,"
"believe," "estimate," "expect," "intent," "may," "project,"
"should," and similar expressions are intended to be among the
statements that identify forward-looking statements. The
forward-looking statements are founded on the basis of expectations
and assumptions made by the Corporation, including the impact of
increasing competition; timing and amount of capital expenditures;
the legislative and regulatory environments of the jurisdictions
where the Corporation and its investments will carry on business,
have operations or plan to have operations; the ability of the
Corporation to enter into contracts with companies to provide
financing on acceptable terms; conditions in general economic and
financial markets; the ability of the Corporation's investments to
execute on their business plan; and the Corporation's ability to
obtain additional financing on satisfactory terms or at all.
Forward-looking statements are subject to a wide range of
risks and uncertainties, and although the Corporation believes that
the expectations represented by such forward-looking statements are
reasonable, there can be no assurance that such expectations will
be realized.
Any number of important factors could cause
actual results to differ materially from those in the
forward-looking statements including, but not limited to, changes
to global cannabis laws, how the developing U.S. legal regime will
impact the cannabis industry, the ability of the Corporation to
implement its corporate strategy, the state of domestic and
international capital markets, the ability to obtain financing,
changes in general market conditions and other factors more fully
described from time to time in the reports and filings made by the
Corporation with securities regulatory authorities. Except as
required by applicable laws, the Corporation does not undertake any
obligation to publicly update or revise any forward-looking
statements.
To the knowledge of Vencanna’s management,
Vencanna’s investments, including Galenas Ohio, are not in any
material non-compliance with applicable licensing requirements and
the regulatory framework enacted by the states in which such
investments operate.
Neither the Canadian Securities Exchange
nor its Market Regulator (as that term is defined in the policies
of the Canadian Securities Exchange) accepts responsibility for the
adequacy or accuracy of this news release.
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