WeedMD Closes Definitive Agreement for $30 Million Credit Facility with LiUNA Pension Fund

  • Non-dilutive financing to fund continued growth and accelerate sales of Color Cannabis adult-use products and Starseed’s unique medical service offerings to payor groups and patients
  • Management to host conference call on October 1, 2020 at 10 a.m. EST

Toronto, Canada, September 30, 2020 – WeedMD Inc. (TSX-V:WMD) (OTC:WDDMF) (FSE:4WE) (“WeedMD” or the “Company”), a federally-licensed producer and distributor of cannabis, is pleased to announce that, further to the press release dated September 23, 2020, it has closed a definitive agreement for a $30 million credit facility (“Credit Facility”) with an affiliate of the LiUNA Pension Fund of Central and Eastern Canada (“LPF”). The Credit Facility, maturing in August 2022, will be used for general working capital purposes, capital expenditures and general corporate requirements, and will provide the Company with significant financial capacity to drive commercial initiatives during its next stage of growth.

“With our facilities fully ramped up, licensed and engaging in the quality-production of cannabis to a degree not seen before at WeedMD, we are officially in our next stage of growth and ready to execute our product strategy and continued expansion of our distribution networks,” said Angelo Tsebelis, CEO of WeedMD. “The added support from our partner and strategic investor, LiUNA Pension Fund, provides us with significant non-dilutive financing which will enhance our liquidity position and provide additional working capital to drive sales and generate sustainable profitability as we drive towards closing out our first year as a fully-integrated company alongside Starseed Medicinal.”

WeedMD further outlined its commercial plans for the adult-use market, read here and recently announced it is optimizing its direct-to-patient medical sales channels under one unified Starseed marketplace, read here.

The interest rate for the Credit Facility is set at 15% with the option, at the Company’s discretion, to capitalize interest in lieu of cash payments of interest. The Credit Facility is secured by the assets of the Company and its subsidiaries, including the Company’s production facilities, and contains customary financial and other covenants, as well as typical conditions precedent for a transaction of this nature. LPF’s security under the Credit Facility is in second position to the Company’s senior creditor. Additional details about the Credit Facility will be available in the Company’s filings which are available under its profile on SEDAR at www.sedar.com following the closing.

Related Party Transaction

LPF is an insider of the Company as it owns greater than 10% of the common shares of the Company. Accordingly, the above mentioned financing represents a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on an exemption from the formal valuation requirements of MI 61-101 available on the basis of the securities of the Company not being listed on specified markets, including the Toronto Stock Exchange, the New York Stock Exchange, the American Stock Exchange, the NASDAQ or certain overseas stock exchanges. The Company is also relying on the exemption from minority shareholder approval requirements under MI 61-101 as the Credit Facility is considered a non-equity loan as described under Section 5.7(f) of 61-101. The Company did not file a material change report more than 21 days before the expected closing of the Credit Facility as the details of this transaction were not settled until shortly prior to closing. The Company formed a special committee of independent members of the board of directors of the Company (the “Special Committee“) to set, review, negotiate and approve the terms of the Credit Facility.  The Special Committee engaged INFOR Financial Inc. to provide an opinion that subject to the analyses referred to, and assumptions, qualifications and limitations set forth therein, the financing is fair, from a financial point of view, to the Company.

Conference Call with Management

WeedMD will host a conference call with management on October 1, 2020 at 10 a.m. Eastern Time to report its second quarter 2020 financial results and provide an overview of the Credit Facility proceeds as it relates to the Company’s commercial sales expansion.

The call will be hosted by Angelo Tsebelis, CEO of WeedMD and CFO Lincoln Greenidge. Management will be available for analyst and media questions following opening remarks.

Conference Call Details:

Date: October 1, 2020
Time: 10 a.m. Eastern Time
Dial-in Number: Canada/USA: 1-800-319-4610. International Toll: 1-604-638-5340
Participants, please dial in and ask to join the WeedMD call
Replay Dial-in: Canada/USA: 1-800-319-6413. International Toll: 1-604-638-9010
Replay Access Code: 5146
Available after 12:00 p.m. Eastern Time, until November 1, 2020

Information about upcoming corporate events including conference access and replays, where applicable, can be found here. Access WeedMD’s latest Investor Presentation here and Corporate Update Video here.

About WeedMD Inc.

WeedMD Inc. is the publicly-traded parent company of WeedMD RX Inc. and Starseed Medicinal Inc., federally-licensed producers of cannabis products for both the medical and adult-use markets. The Company owns and operates a 158-acre state-of-the-art greenhouse, outdoor and processing facility located in Strathroy, Ontario as well as a fully-licensed 26,000 sq. ft. Aylmer, Ontario processing facility, specializing in cannabis extraction. With the addition of Starseed, a medical-centric operator based in Bowmanville, Ontario, WeedMD has expanded its multi-channeled distribution strategy. Starseed’s industry-first, exclusive partnership with LiUNA, the largest construction union in Canada, along with other employers and union groups complements WeedMD’s direct sales to medical patients. The Company maintains strategic relationships in the seniors’ market and supply agreements with Shoppers Drug Mart as well as six provincial distribution agencies where adult-use brands Color Cannabis and Saturday are sold.

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For further information, please contact:

For Investor Enquiries:
Valter Pinto
Managing Director
KCSA Strategic Communications
1-212-896-1254
weedmd@kcsa.com

For Media Enquiries:
Marianella delaBarrera
VP, Communications & Corporate Affairs
416-897-6644
marianella@weedmd.com

Forward Looking Information

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation which are based upon WeedMD’s current internal expectations, estimates, projections, assumptions and beliefs and views of future events. Forward-looking information can be identified by the use of forward-looking terminology such as “expect”, “likely”, “may”, “will”, “should”, “intend”, “anticipate”, “potential”, “proposed”, “estimate” and other similar words, including negative and grammatical variations thereof, or statements that certain events or conditions “may”, “would” or “will” happen, or by discussions of strategy.

The forward-looking information in this news release is based upon the expectations, estimates, projections, assumptions and views of future events which management believes to be reasonable in the circumstances. Forward-looking information includes estimates, plans, expectations, opinions, forecasts, projections, targets, guidance or other statements that are not statements of fact. Forward-looking information in this news release include, but are not limited to, statements with respect to internal expectations, expectations with respect to actual production volumes, expectations for future growing capacity and the completion of any capital project or expansions. Forward-looking information necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; loss of markets; future legislative and regulatory developments; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the cannabis industry in Canada generally; the ability of WeedMD to implement its business strategies; the COVID-19 pandemic; competition; crop failure; and other risks.

Any forward-looking information speaks only as of the date on which it is made, and, except as required by law, WeedMD does not undertake any obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for WeedMD to predict all such factors. When considering this forward-looking information, readers should keep in mind the risk factors and other cautionary statements in WeedMD’s disclosure documents filed with the applicable Canadian securities regulatory authorities on SEDAR at www.sedar.com. The risk factors and other factors noted in the disclosure documents could cause actual events or results to differ materially from those described in any forward-looking information.

 


NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE



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