Latest news with #JeffSwainson
Yahoo
11 hours ago
- Business
- Yahoo
SIMPLY SOLVENTLESS ANNOUNCES Q1 2025 FINANCIAL RESULTS INCLUDING RECORD ANNUALIZED GROSS REVENUE OF $49.6 MILLION ($0.459/SHARE) AND ANNUALIZED ADJUSTED EBITDA OF $12.8 MILLION ($0.120/SHARE)
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ CALGARY, AB, June 20, 2025 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) ("SSC") is pleased to announce its Q1 2025 financial and operating results including record quarterly gross revenue of $12.4 million, EBITDA of $9.5 million, net and comprehensive income of $8.4 million, and adjusted EBITDA of $3.2 million. These results represent annualized gross revenue of $49.6 million ($0.459/share) and annualized adjusted EBITDA of $12.8 million ($0.120/share). The information set out in this press release should be read in conjunction with SSC's condensed interim consolidated financial statements as at and for the three months ended March 31, 2025 and the related management's discussion and analysis, which are available for review on SSC's SEDAR+ profile at Jeff Swainson, President and CEO of SSC, stated: "Q1 2025 was a strong quarter for SSC with the closing of the Humble acquisition, which vertically integrated our operations into cultivation, the closing of an over subscribed $6.0 million convertible debenture offering, achieving record gross revenue and adjusted EBITDA, the expansion of our asset base from $10.9 million in Q1 2024 to $57.8 million in Q1 2025, and subsequent to quarter end, significantly improving our balance sheet with the repayment of $3.4 million, the discharge of $0.5 million, and the deferral of $3.25 million of debt. Our steadfast focus for 2025 is to leverage our portfolio of assets to maximize profitability, cash flow from operations, and balance sheet strength, while achieving a lower cost of capital." Q1 2025 Financial Highlights: INCOME STATEMENT FIGURESQ1 2025 Q1 2025 ANNUALIZED Q1 2024 Q1 2024 ANNUALIZED % INCREASE Gross Revenue $12.4M $49.6M $3.1M $12.4M 298 % Gross Revenue/Share $0.115 $0.459 $0.064 $0.258 78 % Net Revenue $9.9M $39.6M $2.3M $9.2M 330 % Net Revenue/Share $0.091 $0.365 $0.047 $0.190 93 % Gross Margin $4.8M $19.2M $1.1M $4.4M 331 % Gross Margin/Share $0.044 $0.178 $0.023 $0.092 94 % EBITDA(1) $9.5M Not Annualized(2) $0.6M $2.4M 1,451 % EBITDA/Share $0.087 Not Annualized(2) $0.012 $0.050 595 % Adjusted EBITDA(1) $3.2M $12.8M $0.6M $2.4M 417 % Adjusted EBITDA/Share $0.030 $0.120 $0.012 $0.050 131 % Net Income $8.4 Not Annualized(2) $0.5M $2.0M 1,573 % Net Income/Share $0.078 Not Annualized(2) $0.010 $0.041 650 % Normalized Net Income (NNI)(1) $1.6 $6.4M $0.5M $2.0M 500 % NNI/Share $0.014 $0.057 $0.010 $0.041 38 % Cash from Operations Prior to Changes in Working Capital $2.0M $8.0M $0.6M $2.4M 233 % Gross Margin % 48.7 % 48.7 % 48.6 % 48.6 % 0 % (1) Non-IFRS financial measure. See discussion in the Non-IFRS Financial Measures advisories section of this press release below. (2) Not annualized as $7.7 million bargain purchase gain is non-recurring and skews figures. ASSETS & METRICSQ1 2025 Q4 2024 % INCREASE Q1 2024 % INCREASE Total Assets $57.8M $38.6M 50 % $12.6M 359 % Net Assets $25.4M $15.5M 63 % $4.9M 414 % Working Capital(1) $10.0M $1.6M 519 % $4.2M 140 % Current Ratio(1) 1.52 1.08 41 % 1.42 7 % Inventory Turnover(1) 1.00x 0.78x 27 % 0.50x 96 % (1) Non-IFRS financial measure. See discussion in the Non-IFRS Financial Measures advisories section of this press release below. The results above include the consolidated operations of SSC and its wholly owned subsidiaries Massive Hash Factory Ltd., CannMart Inc. (acquired on September 12, 2024), ANC (acquired on October 18, 2024, effective October 1, 2024), and Humble (acquired on February 28, 2025, adding 1 month of operating results). SSC is continuing to capture synergies in respect of these acquisitions to further reduce costs. Continued Rationalization and Cost Savings During late Q1 2025, SSC continued to restructure operations to capture acquisition synergies. This restructuring reduced headcount by approximately 58 during March 2025, reducing annualized payroll costs by approximately $2,500,000. These amounts exclude headcount reductions made prior to closing the Humble acquisition. SSC has identified further restructuring opportunities with an estimated cost savings of between $500,000-$1,000,000 per year. Q1 2025 Operational Highlights $6.0 million Convertible Debenture Financing: On February 13, 2025, SSC completed a $6.0 million financing through the issuance of 6,000 debenture units ("Debenture Units") pursuant to an offering (the "Offering") at a price of $1,000 per Debenture Unit. Each Debenture Unit is comprised of one $1,000 principal value secured convertible debenture of SSC ("Debentures") and 1,000 common share purchase warrants of SSC (the "Warrants"). The Debentures are convertible into SSC common shares ("Common Shares") at $1.00 per Common Share at the option of the holder and at any time during the term of the Debentures. Interest accrues on the Debentures at 11% per annum, which interest is payable quarterly in cash by SSC. The Debentures mature on the date which is 48 months from the closing date, are secured by all present and after acquired property of SSC and its subsidiaries, and are subordinated to the Notes (defined below). A total of 6,000,000 Warrants were issued pursuant to the Offering. Each Warrant is exercisable for one Common Share at a price of $1.20 per Common Share for a period of four years from the closing date. The Debentures, Warrants and underlying Common Shares were subject to a hold period of four months and one day from the closing date. 350 Debenture Units (for gross proceeds of $350,000) were issued to Note holders for partial settlement of the Note balance outstanding. Acquisition of Humble: On February 28, 2025, SSC acquired all the issued and outstanding shares of Delta 9 Bio-Tech (now Humble) for cash consideration of $3,000,000 ("Acquisition"). In connection with the Acquisition, SSC entered into a lease agreement on closing in respect of the Facility (defined below) with an arms-length party for a 10-year term with renewal options. Humble operates a 98,000 square foot GACP certified cannabis cultivation facility in Winnipeg, Manitoba (the "Facility"), with an annual cultivation capacity of approximately 8,000-9,000kg of dried cannabis flower and trim. Humble services the recreational dried flower markets in Ontario, Alberta, Manitoba, Saskatchewan, British Columbia, and the Maritimes, and the business-to-business wholesale market in Canada and internationally. Key anticipated benefits and synergies are as follows: Low Cultivation Costs: Upon capture of synergies and optimization, it is expected that the all-in cash cost to cultivate will be approximately $0.70 per gram, among the lowest for indoor cannabis in Canada. No Liabilities: As Humble was acquired through CCAA proceedings, SSC assumed no liabilities upon closing of the Acquisition. Tax Pools: Humble has approximately $60 million of accrued non-capital loss tax pools which may be usable to SSC. Should these tax pools be utilized, they are expected to reduce future tax payments by up to $12 million at an effective tax rate of 20%. International Exposure: The Facility is GACP certified, allowing for the export of dried flower to international markets, which currently attracts higher selling prices. Complimentary Products: The Acquisition allows SSC to participate in the dried flower product category, which is the largest cannabis product category in Canada with a market share of approximately 40% (according to Headset data). Supply Chain: In the opinion of SSC, the supply demand dynamic is balancing in the Canadian wholesale cannabis marketplace, making it more difficult to procure the inputs that SSC requires. The Acquisition secured a supply of high-quality flower and trim for use in SSC's prerolls and in the manufacturing of concentrates and hash. Prerolling: Humble sells regular and infused prerolls in numerous markets. SSC's subsidiary ANC Inc. brings this manufacturing in-house, maximizing efficiency. Vapes: Humble sells vape cartridges in numerous markets. This manufacturing has come in-house at SSC's Massive Hash Factory facility, reducing production costs. Inventory Velocity: Humble sells several products that SSC manufactures, including hash, which helps maximize inventory turnover. Facility Cost Savings: SSC will be able to rationalize the activities performed at its various facilities, reducing fixed operating costs by approximately $750,000 annually once rationalized. Cost Synergies: Administration, including but not limited to public company costs, accounting, IT, governance, and HR are shared, reducing costs significantly. Blended Excise Rate: Humble pays lower excise rates as a cultivator, which lowers SSC's overall corporate blended excise tax rate. Repayment of $3.4 Million of ANC Promissory Notes & Deferral of Remainder: Subsequent to Q1 2025, $3.4 of the maximum remaining $7.15 million combined ANC Promissory Note and Reserve Earnout Promissory Note (collectively, the "Notes") were repaid through the issuance of 6,875,000 common shares of SSC at $0.50 per common share (subject to TSXV approval). $0.5 million of the Notes were discharged, $1.0 million of the Notes are now payable on June 3, 2026, and $2.2 million ("Payments Balance") of the Notes are payable with average weekly payments of $21,370.19 over two years. Should SSC repay the $2.2 million Payments Balance by July 31, 2025, the remaining principal balance owing at that time will be reduced by $367,500. Should SSC repay this balance by December 31, 2025, the remaining principal balance owing at that time will be reduced by $245,000. The equity issued is subject to a hold period of four months and one day from the date of issuance. This transaction significantly de-levered SSC's balance sheet. About Simply Solventless Concentrates Ltd. SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see Notice on Forward Looking Information This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected", "approximately" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning continued organic revenue growth, the continued synergies expected from integrating CannMart Inc., ANC, and Humble into SSC's operations, capitalizing on SSC's business plan and SSC's expected growth, results of operations and performance. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, SSC's ability to maintain good relations with its customers, employees and other stakeholders, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law. This press release contains future-oriented financial information and financial outlook information (collectively, "FOFI") about cost saving and rationalization and restructuring (payroll and other), gross revenue, adjusted EBITDA and NNI of SSC, which are subject to the same assumptions, risk factors, limitations and qualifications as set forth in the above paragraphs. FOFI contained in this document was approved by management as of the date of this document and was provided for the purpose of providing further information about SSC's future business operations. SSC and its management believe that FOFI has been prepared on a reasonable basis, reflecting management's best estimates and judgments, and represent, to the best of management's knowledge and opinion, SSC's expected course of action. However, because this information is highly subjective, it should not be relied on as necessarily indicative of future results. SSC disclaims any intention or obligation to update or revise any FOFI contained in this document, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law. Readers are cautioned that the FOFI contained in this document should not be used for purposes other than for which it is disclosed herein. Differences in the timing of capital expenditures or revenues and variances in production estimates can have a significant impact on the key performance measures included in SSC's guidance. SSC's actual results may differ materially from these estimates. Non-IFRS Financial Measures This press release includes references to "working capital", "current ratio", "inventory turnover", "EBITDA", "adjusted EBITDA" and "normalized net income", which are not defined under International Financial Reporting Standards (IFRS). The intent of these non-IFRS measures is to provide additional useful information to investors and analysts. These non-IFRS measures do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other entities. As such, these non-IFRS measures should not be considered in isolation or used as a substitute for measures of performance prepared in accordance with IFRS. Working capital is an indicative measure of SSC's ability to service its short-term financial obligations with short-term assets. Management believes this measure provides useful information about SSC's current short-term liquidity. Refer to "Liquidity and Capital Resources" for a detailed calculation of this measure in SSC's Q1 2025 MD&A. Current ratio is calculated by dividing current assets by current liabilities and is meant to indicate whether a company is capable of servicing its current liabilities. Inventory turnover is calculated by dividing cost of goods sold by inventory, and is meant to indicate how efficient a company is at turning inventory into cash. EBITDA is calculated as income before interest and finance costs, taxes, depreciation and amortization expenses. EBITDA is considered as a useful measure by management of SSC to understand the profitability of SSC excluding the effects of capital structure, taxation and depreciation, but may not be appropriate for other purposes. EBITDA is considered a useful measure by management to understand profitability excluding the effects of capital structure, taxation and depreciation, but may not be appropriate for other purposes. Adjusted EBITDA is not defined under IFRS and therefore should not be considered an alternative to, or more meaningful than net income (loss) and comprehensive income (loss). Adjusted EBITDA is calculated as net income before interest and finance costs, taxes, depreciation and amortization expenses, share based compensation, gain settlement or disposal or bargain purchase gains, non-recurring restructuring costs and acquisition costs, foreign exchange gains and losses and government rebates, and other gains or costs that are expected to be non-recurring. Adjusted EBITDA is considered a useful measure by management to understand profitability excluding the effects of capital structure, taxation and depreciation, and non-recurring items, but may not be appropriate for other purposes. NNI is considered as a useful measure by management of SSC to understand the profitability of SSC excluding the effects of certain non-operating items. NNI is calculated as net income less gain settlement or disposal or bargain purchase gains, non-recurring restructuring costs and acquisition costs, foreign exchange gains and losses and government rebates, income tax recovery, and other gains or costs that are expected to be non-recurring. See the "Operations" section in SSC's management's discussion & analysis for Q1 2025 and the year ended December 31 2024, available on SEDAR+ at for a quantitative reconciliation of net income to adjusted EBITDA for such period, which information is incorporated by reference in this press release. Shown below is a reconciliation of EBITDA, adjusted EBITDA and NNI for Q1, 2025. Reconciliation of Non-GAAP Measures EBITDA and Adjusted EBITDA For the Three Months Ended March 31, 2025 March 31, 2024 Net and comprehensive income $ 8,408,008 $ 502,536 Non-operating items: Depreciation and amortization 587,091 13,234 Finance costs 558,221 51,832 Income tax recovery (97,214) - EBITDA 9,456,106 567,602 Non-operating items: Restructuring costs 551,175 - Acquisition costs 372,316 - Foreign exchange loss 15,175 - Government rebates 28,786 - Bargain purchase acquisition price (7,725,913) - Share compensation expense 552,237 43,969 Adjusted EBITDA $ 3,249,882 $ 611,571 Normalized Net Income For the Three Months Ended March 31, 2025 March 31, 2024 Net and comprehensive income $ 8,408,008 $ 502,536 Non-operating items: Restructuring costs 551,175 - Acquisition costs 372,316 - Foreign exchange loss 15,175 - Government rebates 28,786 - Bargain purchase acquisition price (7,725,913) - Income tax recovery (97,214) 43,969 Normalized net income $ 1,552,333 $ 546,505 This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE Simply Solventless Concentrates Ltd. View original content to download multimedia: Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Cision Canada
11 hours ago
- Business
- Cision Canada
SIMPLY SOLVENTLESS ANNOUNCES Q1 2025 FINANCIAL RESULTS INCLUDING RECORD ANNUALIZED GROSS REVENUE OF $49.6 MILLION ($0.459/SHARE) AND ANNUALIZED ADJUSTED EBITDA OF $12.8 MILLION ($0.120/SHARE)
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ CALGARY, AB, June 20, 2025 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) (" SSC") is pleased to announce its Q1 2025 financial and operating results including record quarterly gross revenue of $12.4 million, EBITDA of $9.5 million, net and comprehensive income of $8.4 million, and adjusted EBITDA of $3.2 million. These results represent annualized gross revenue of $49.6 million ($0.459/share) and annualized adjusted EBITDA of $12.8 million ($0.120/share). The information set out in this press release should be read in conjunction with SSC's condensed interim consolidated financial statements as at and for the three months ended March 31, 2025 and the related management's discussion and analysis, which are available for review on SSC's SEDAR+ profile at Jeff Swainson, President and CEO of SSC, stated: "Q1 2025 was a strong quarter for SSC with the closing of the Humble acquisition, which vertically integrated our operations into cultivation, the closing of an over subscribed $6.0 million convertible debenture offering, achieving record gross revenue and adjusted EBITDA, the expansion of our asset base from $10.9 million in Q1 2024 to $57.8 million in Q1 2025, and subsequent to quarter end, significantly improving our balance sheet with the repayment of $3.4 million, the discharge of $0.5 million, and the deferral of $3.25 million of debt. Our steadfast focus for 2025 is to leverage our portfolio of assets to maximize profitability, cash flow from operations, and balance sheet strength, while achieving a lower cost of capital." Q1 2025 Financial Highlights: INCOME STATEMENT FIGURES Q1 2025 Q1 2025 ANNUALIZED Q1 2024 Q1 2024 ANNUALIZED % INCREASE Gross Revenue $12.4M $49.6M $3.1M $12.4M 298 % Gross Revenue/Share $0.115 $0.459 $0.064 $0.258 78 % Net Revenue $9.9M $39.6M $2.3M $9.2M 330 % Net Revenue/Share $0.091 $0.365 $0.047 $0.190 93 % Gross Margin $4.8M $19.2M $1.1M $4.4M 331 % Gross Margin/Share $0.044 $0.178 $0.023 $0.092 94 % EBITDA (1) $9.5M Not Annualized (2) $0.6M $2.4M 1,451 % EBITDA/Share $0.087 Not Annualized (2) $0.012 $0.050 595 % Adjusted EBITDA (1) $3.2M $12.8M $0.6M $2.4M 417 % Adjusted EBITDA/Share $0.030 $0.120 $0.012 $0.050 131 % Net Income $8.4 Not Annualized (2) $0.5M $2.0M 1,573 % Net Income/Share $0.078 Not Annualized (2) $0.010 $0.041 650 % Normalized Net Income (NNI) (1) $1.6 $6.4M $0.5M $2.0M 500 % NNI/Share $0.014 $0.057 $0.010 $0.041 38 % Cash from Operations Prior to Changes in Working Capital $2.0M $8.0M $0.6M $2.4M 233 % Gross Margin % 48.7 % 48.7 % 48.6 % 48.6 % 0 % (1) Non-IFRS financial measure. See discussion in the Non-IFRS Financial Measures advisories section of this press release below. (2) Not annualized as $7.7 million bargain purchase gain is non-recurring and skews figures. The results above include the consolidated operations of SSC and its wholly owned subsidiaries Massive Hash Factory Ltd., CannMart Inc. (acquired on September 12, 2024), ANC (acquired on October 18, 2024, effective October 1, 2024), and Humble (acquired on February 28, 2025, adding 1 month of operating results). SSC is continuing to capture synergies in respect of these acquisitions to further reduce costs. Continued Rationalization and Cost Savings During late Q1 2025, SSC continued to restructure operations to capture acquisition synergies. This restructuring reduced headcount by approximately 58 during March 2025, reducing annualized payroll costs by approximately $2,500,000. These amounts exclude headcount reductions made prior to closing the Humble acquisition. SSC has identified further restructuring opportunities with an estimated cost savings of between $500,000-$1,000,000 per year. Q1 2025 Operational Highlights $6.0 million Convertible Debenture Financing: On February 13, 2025, SSC completed a $6.0 million financing through the issuance of 6,000 debenture units (" Debenture Units") pursuant to an offering (the " Offering") at a price of $1,000 per Debenture Unit. Each Debenture Unit is comprised of one $1,000 principal value secured convertible debenture of SSC (" Debentures") and 1,000 common share purchase warrants of SSC (the " Warrants"). The Debentures are convertible into SSC common shares (" Common Shares") at $1.00 per Common Share at the option of the holder and at any time during the term of the Debentures. Interest accrues on the Debentures at 11% per annum, which interest is payable quarterly in cash by SSC. The Debentures mature on the date which is 48 months from the closing date, are secured by all present and after acquired property of SSC and its subsidiaries, and are subordinated to the Notes (defined below). A total of 6,000,000 Warrants were issued pursuant to the Offering. Each Warrant is exercisable for one Common Share at a price of $1.20 per Common Share for a period of four years from the closing date. The Debentures, Warrants and underlying Common Shares were subject to a hold period of four months and one day from the closing date. 350 Debenture Units (for gross proceeds of $350,000) were issued to Note holders for partial settlement of the Note balance outstanding. Acquisition of Humble: On February 28, 2025, SSC acquired all the issued and outstanding shares of Delta 9 Bio-Tech (now Humble) for cash consideration of $3,000,000 (" Acquisition"). In connection with the Acquisition, SSC entered into a lease agreement on closing in respect of the Facility (defined below) with an arms-length party for a 10-year term with renewal options. Humble operates a 98,000 square foot GACP certified cannabis cultivation facility in Winnipeg, Manitoba (the " Facility"), with an annual cultivation capacity of approximately 8,000-9,000kg of dried cannabis flower and trim. Humble services the recreational dried flower markets in Ontario, Alberta, Manitoba, Saskatchewan, British Columbia, and the Maritimes, and the business-to-business wholesale market in Canada and internationally. Key anticipated benefits and synergies are as follows: Low Cultivation Costs: Upon capture of synergies and optimization, it is expected that the all-in cash cost to cultivate will be approximately $0.70 per gram, among the lowest for indoor cannabis in Canada. No Liabilities: As Humble was acquired through CCAA proceedings, SSC assumed no liabilities upon closing of the Acquisition. Tax Pools: Humble has approximately $60 million of accrued non-capital loss tax pools which may be usable to SSC. Should these tax pools be utilized, they are expected to reduce future tax payments by up to $12 million at an effective tax rate of 20%. International Exposure: The Facility is GACP certified, allowing for the export of dried flower to international markets, which currently attracts higher selling prices. Complimentary Products: The Acquisition allows SSC to participate in the dried flower product category, which is the largest cannabis product category in Canada with a market share of approximately 40% (according to Headset data). Supply Chain: In the opinion of SSC, the supply demand dynamic is balancing in the Canadian wholesale cannabis marketplace, making it more difficult to procure the inputs that SSC requires. The Acquisition secured a supply of high-quality flower and trim for use in SSC's prerolls and in the manufacturing of concentrates and hash. Prerolling: Humble sells regular and infused prerolls in numerous markets. SSC's subsidiary ANC Inc. brings this manufacturing in-house, maximizing efficiency. Vapes: Humble sells vape cartridges in numerous markets. This manufacturing has come in-house at SSC's Massive Hash Factory facility, reducing production costs. Inventory Velocity: Humble sells several products that SSC manufactures, including hash, which helps maximize inventory turnover. Facility Cost Savings: SSC will be able to rationalize the activities performed at its various facilities, reducing fixed operating costs by approximately $750,000 annually once rationalized. Cost Synergies: Administration, including but not limited to public company costs, accounting, IT, governance, and HR are shared, reducing costs significantly. Blended Excise Rate: Humble pays lower excise rates as a cultivator, which lowers SSC's overall corporate blended excise tax rate. Repayment of $3.4 Million of ANC Promissory Notes & Deferral of Remainder: Subsequent to Q1 2025, $3.4 of the maximum remaining $7.15 million combined ANC Promissory Note and Reserve Earnout Promissory Note (collectively, the " Notes") were repaid through the issuance of 6,875,000 common shares of SSC at $0.50 per common share (subject to TSXV approval). $0.5 million of the Notes were discharged, $1.0 million of the Notes are now payable on June 3, 2026, and $2.2 million (" Payments Balance") of the Notes are payable with average weekly payments of $21,370.19 over two years. Should SSC repay the $2.2 million Payments Balance by July 31, 2025, the remaining principal balance owing at that time will be reduced by $367,500. Should SSC repay this balance by December 31, 2025, the remaining principal balance owing at that time will be reduced by $245,000. The equity issued is subject to a hold period of four months and one day from the date of issuance. This transaction significantly de-levered SSC's balance sheet. About Simply Solventless Concentrates Ltd. SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see Notice on Forward Looking Information This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected", "approximately" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning continued organic revenue growth, the continued synergies expected from integrating CannMart Inc., ANC, and Humble into SSC's operations, capitalizing on SSC's business plan and SSC's expected growth, results of operations and performance. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, SSC's ability to maintain good relations with its customers, employees and other stakeholders, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law. This press release contains future-oriented financial information and financial outlook information (collectively, "FOFI") about cost saving and rationalization and restructuring (payroll and other), gross revenue, adjusted EBITDA and NNI of SSC, which are subject to the same assumptions, risk factors, limitations and qualifications as set forth in the above paragraphs. FOFI contained in this document was approved by management as of the date of this document and was provided for the purpose of providing further information about SSC's future business operations. SSC and its management believe that FOFI has been prepared on a reasonable basis, reflecting management's best estimates and judgments, and represent, to the best of management's knowledge and opinion, SSC's expected course of action. However, because this information is highly subjective, it should not be relied on as necessarily indicative of future results. SSC disclaims any intention or obligation to update or revise any FOFI contained in this document, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law. Readers are cautioned that the FOFI contained in this document should not be used for purposes other than for which it is disclosed herein. Differences in the timing of capital expenditures or revenues and variances in production estimates can have a significant impact on the key performance measures included in SSC's guidance. SSC's actual results may differ materially from these estimates. Non-IFRS Financial Measures This press release includes references to "working capital", "current ratio", "inventory turnover", "EBITDA", "adjusted EBITDA" and "normalized net income", which are not defined under International Financial Reporting Standards (IFRS). The intent of these non-IFRS measures is to provide additional useful information to investors and analysts. These non-IFRS measures do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other entities. As such, these non-IFRS measures should not be considered in isolation or used as a substitute for measures of performance prepared in accordance with IFRS. Working capital is an indicative measure of SSC's ability to service its short-term financial obligations with short-term assets. Management believes this measure provides useful information about SSC's current short-term liquidity. Refer to "Liquidity and Capital Resources" for a detailed calculation of this measure in SSC's Q1 2025 MD&A. Current ratio is calculated by dividing current assets by current liabilities and is meant to indicate whether a company is capable of servicing its current liabilities. Inventory turnover is calculated by dividing cost of goods sold by inventory, and is meant to indicate how efficient a company is at turning inventory into cash. EBITDA is calculated as income before interest and finance costs, taxes, depreciation and amortization expenses. EBITDA is considered as a useful measure by management of SSC to understand the profitability of SSC excluding the effects of capital structure, taxation and depreciation, but may not be appropriate for other purposes. EBITDA is considered a useful measure by management to understand profitability excluding the effects of capital structure, taxation and depreciation, but may not be appropriate for other purposes. Adjusted EBITDA is not defined under IFRS and therefore should not be considered an alternative to, or more meaningful than net income (loss) and comprehensive income (loss). Adjusted EBITDA is calculated as net income before interest and finance costs, taxes, depreciation and amortization expenses, share based compensation, gain settlement or disposal or bargain purchase gains, non-recurring restructuring costs and acquisition costs, foreign exchange gains and losses and government rebates, and other gains or costs that are expected to be non-recurring. Adjusted EBITDA is considered a useful measure by management to understand profitability excluding the effects of capital structure, taxation and depreciation, and non-recurring items, but may not be appropriate for other purposes. NNI is considered as a useful measure by management of SSC to understand the profitability of SSC excluding the effects of certain non-operating items. NNI is calculated as net income less gain settlement or disposal or bargain purchase gains, non-recurring restructuring costs and acquisition costs, foreign exchange gains and losses and government rebates, income tax recovery, and other gains or costs that are expected to be non-recurring. See the " Operations" section in SSC's management's discussion & analysis for Q1 2025 and the year ended December 31 2024, available on SEDAR+ at for a quantitative reconciliation of net income to adjusted EBITDA for such period, which information is incorporated by reference in this press release. Shown below is a reconciliation of EBITDA, adjusted EBITDA and NNI for Q1, 2025. Reconciliation of Non-GAAP Measures EBITDA and Adjusted EBITDA For the Three Months Ended March 31, 2025 March 31, 2024 Net and comprehensive income $ 8,408,008 $ 502,536 Non-operating items: Depreciation and amortization 587,091 13,234 Finance costs 558,221 51,832 Income tax recovery (97,214) - EBITDA 9,456,106 567,602 Non-operating items: Restructuring costs 551,175 - Acquisition costs 372,316 - Foreign exchange loss 15,175 - Government rebates 28,786 - Bargain purchase acquisition price (7,725,913) - Share compensation expense 552,237 43,969 Adjusted EBITDA $ 3,249,882 $ 611,571 Normalized Net Income For the Three Months Ended March 31, 2025 March 31, 2024 Net and comprehensive income $ 8,408,008 $ 502,536 Non-operating items: Restructuring costs 551,175 - Acquisition costs 372,316 - Foreign exchange loss 15,175 - Government rebates 28,786 - Bargain purchase acquisition price (7,725,913) - Income tax recovery (97,214) 43,969 Normalized net income $ 1,552,333 $ 546,505 This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE Simply Solventless Concentrates Ltd.
Cision Canada
4 days ago
- Business
- Cision Canada
SIMPLY SOLVENTLESS ANNOUNCES AGREEMENT WITH NATURA LIFE + SCIENCE TO LAUNCH SLUGGERS IN CANADA, AND PROVIDES Q1 TIMING, EXECUTIVE AND MCTO UPDATES
CALGARY, AB, June 16, 2025 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) (" SSC" or the " Company") is pleased to announce that it has reached an agreement with Natura Life + Science (" Natura"), a California cannabis company, to launch Sluggers, the legendary northern California cannabis brand, in Canada. Sluggers' U.S. based website is as follows: SSC is also pleased to provide an update regarding changes made to its executive team, the timing of filing its first quarter results (" Financials") for the three months ended March 31, 2025, and an update on its previously announced management cease trade order (" MCTO") under National Policy 12-203 – Management Cease Trade Orders (" NP 12-203") initially issued by the Alberta Securities Commission, the Company's principal regulator, on May 5, 2025, and subsequently updated by SSC through press releases issued on April 30, 2025, May 14, 2025, May 20, 2025, and June 2, 2025. Sluggers The Sluggers brand was built by cannabis culture and community leaders, and is known for premium pre-rolls, vapes, and flower. With a passionate fan base, Sluggers has been setting the standard in the U.S. cannabis market, bringing consistent, innovative and high-quality products to a wide base of consumers. Sluggers has rapidly expanded across multiple states, and they are now leveraging ANC Inc.'s leading manufacturing capability to bring Sluggers' exceptional products to Canada. ANC Inc. is a wholly owned subsidiary of SSC. According to Headset data: Sluggers is #1 in units sold in California for 3.5g pre-roll packs, including being the #2 infused pre-roll brand on 4/20. Currently, Sluggers sells over a million pre-rolls per month. Sluggers has achieved 600% year over year growth in vape sales. The initial Sluggers product launches coming in July are as follows: Bubble Bath Juiced Hash & Diamond Infused Kief Coated 5-pack pre-roll in Ontario, Saskatchewan, and Manitoba. Fire OG Hash & Diamond Infused Glass Tip 1.5g pre-roll in Ontario, Saskatchewan, and Manitoba. Under the terms of the agreement, SSC has exclusivity on distribution of the the Sluggers brand in Canada. SSC will retain 75% of the net income generated from the sale of the Sluggers products. SSC will provide all raw materials and Natura will pay for all sales and marketing activities. Jeff Swainson, SSC's President & CEO, stated: "We are thrilled to bring the iconic Sluggers brand to Canada, as we anticipate that it will generate the same level of enthusiasm and customer connection in Canada as it does in the U.S." Executive Change Jeff Holmgren, SSC's Chief Financial Officer (" CFO"), is no longer with SSC. SSC thanks Mr. Holmgren for his contributions and wishes him the best in his future endeavours. The timing of filing SSC's Financials, including the related management's discussion and analysis and officer certificates (collectively, the " Required Filings"), will not be impacted and it is anticipated they will be released on June 20, 2025, as previously disclosed. SSC has engaged Lachlan McLeod, a seasoned cannabis executive, through his firm Stornoway CPA, to assist with the Q1 2025 Financials and certain other accounting and finance duties until such time as a permanent CFO is appointed. Upcoming CFO Appointment SSC is in the final stages of executing an employment contract with a highly experienced individual who upon execution of the employment agreement will be appointed as SSC's CFO subsequent to expiration of his notice period with his current employer. Q1 2025 Filing Timeline & MCTO Update The Company expects to file the Required Filings on or before June 20, 2025. Should this timing change, an update will be provided. The MCTO will remain in effect until the Company files the Required Filings. As previously announced, pursuant to the MCTO, Management of the Company may not trade in securities of the Company until such time as the Company files the Required Filings and the MCTO is revoked. The MCTO does not affect the ability of other shareholders of the Company to trade in securities of the Company. The Company confirms that it will satisfy the provisions of the alternative information guidelines under NP 12-203 by issuing biweekly default status reports in the form of news releases for so long as it remains in default of the above-noted filing requirements. The Company confirms that, except as publicly disclosed by the Company in its press releases: (a) there have been no material changes to the information contained in the default announcement issued on April 30, 2025 (the " Default Announcement") that would reasonably be expected to be material to an investor; (b) there have been no failures by the Company to fulfill its stated intentions with respect to satisfying the provisions of the alternative reporting guidelines under NP 12-203; (c) there has not been, nor is there anticipated to be, any specified default subsequent to the default which is the subject of the Default Announcement; and (d) there is no other material information concerning the affairs of the Company that has not been generally disclosed. About Simply Solventless Concentrates Ltd. SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see Notice on Forward Looking Information This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected", "approximately" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning initial Sluggers product launches, Sluggers product quality, the innovative nature of Sluggers products, the consistency of Sluggers products, consumer enthusiasm regarding Sluggers, the potential following, popularity, and customer connection related to Sluggers, future CFO appointments, and the timing of filing the Required Filings and MCTO. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, SSC's ability to maintain good relations with its customers, employees and other stakeholders, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at including its most recent annual information form. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE Simply Solventless Concentrates Ltd.
Cision Canada
03-06-2025
- Business
- Cision Canada
SIMPLY SOLVENTLESS ANNOUNCES REPAYMENT OF $3.4 MILLION OF PROMISSORY NOTES DUE MAY 31, 2025 WITH SSC SHARES AT $0.50/SHARE AND THE AMENDMENT OF THE REMAINING $3.75 MILLION NOTES TO BE REPAID OVER TWO YEARS
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ CALGARY, AB, June 3, 2025 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) (" SSC") is pleased to announce that it has amended the terms of its aggregate notes payable of up to $7.15 million due to the prior shareholders of ANC Inc. (" ANC"), which were comprised of a non-interest bearing promissory note with $3.65 million currently outstanding (the " Promissory Note"), previously due May 31, 2025, and a non-interest bearing earn-out note with up to $3.5 million outstanding, previously due October 31, 2025 (together with the Promissory Note, the " Notes"). The Notes were originally issued on October 17, 2024 as partial consideration in connection with the acquisition by SSC of ANC. The amendment of the Notes provides for the following repayment terms: Approximately $3.4 million of the Notes will be repaid through the issuance of 6,875,000 common shares of SSC at $0.50 per common share (the " Equity Issuance"), subject to approval from the TSXV. $0.5 million of the Notes have been discharged. $1.0 million of the Notes will be repaid in cash on or around June 3, 2026. $2.2 million of the Notes will be repaid in weekly cash payments averaging $21,370.19 over two years. Should SSC repay this balance by July 31, 2025, the remaining principal balance owing at that time will be reduced by $367,500. Should SSC repay this balance by December 31, 2025, the remaining principal balance owing at that time will be reduced by $245,000. The Equity Issuance will be subject to a hold period of four months and one day from the date of issuance. In connection with the amendment of the Notes. Summary of Repayment & Amendments Prior Terms Amended Terms Principal Balance Total up to $7.15 million $3.2 million Due Date / Payments $3.65 million due May 31, 2025 Up to $3.5 million due October 31, 2025 $1.0 million payable June 3, 2026 $21,370.19 paid weekly over two years Equity Paid Maximum $1.75 million $3.4 million Early Repayment by July 31, 2025 N/A $0.3675 million reduction in remaining principal balance Early Repayment by December 31, 2025 N/A $0.245 million reduction in remaining principal balance Jeff Swainson, SSC's President & CEO, stated: "We would like to thank ANC's prior shareholders for their belief in SSC as demonstrated by their desire to have approximately $3.4 million of their notes repaid in SSC shares at $0.50/share. This arrangement significantly improves SSC's balance sheet while reducing cash flow obligations, providing a strong foundation for future growth and the execution of our impactful business plan focussed on opportunistic acquisitions." Related Party Transaction James, Clarke, Thomas Facciolo and Tairance Rutter, insiders of SSC, will receive a portion of the Equity Issuance as parties to the amended Notes, which are considered "related party transactions" for the purposes of National Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (" MI 61-101"). SSC was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on section 5.5(a) and 5.7(1)(a) of MI 61-101. SSC did not file a material change report in respect of the related party transaction 21 days prior to the closing of the amendment as the details of the amendment had not been confirmed at that time. Further details will be provided in a material change report to be filed by SSC subsequent to the dissemination of this press release. About Simply Solventless Concentrates Ltd. SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see Notice on Forward Looking Information This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected", "approximately" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning TSXV approval of the Equity Issuance and the benefits of the Notes amendment. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, SSC's ability to maintain good relations with its customers, employees and other stakeholders, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at including its most recent annual information form. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. Neither 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.
Yahoo
03-06-2025
- Business
- Yahoo
SIMPLY SOLVENTLESS ANNOUNCES REPAYMENT OF $3.4 MILLION OF PROMISSORY NOTES DUE MAY 31, 2025 WITH SSC SHARES AT $0.50/SHARE AND THE AMENDMENT OF THE REMAINING $3.75 MILLION NOTES TO BE REPAID OVER TWO YEARS
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ CALGARY, AB, June 3, 2025 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) ("SSC") is pleased to announce that it has amended the terms of its aggregate notes payable of up to $7.15 million due to the prior shareholders of ANC Inc. ("ANC"), which were comprised of a non-interest bearing promissory note with $3.65 million currently outstanding (the "Promissory Note"), previously due May 31, 2025, and a non-interest bearing earn-out note with up to $3.5 million outstanding, previously due October 31, 2025 (together with the Promissory Note, the "Notes"). The Notes were originally issued on October 17, 2024 as partial consideration in connection with the acquisition by SSC of ANC. The amendment of the Notes provides for the following repayment terms: Approximately $3.4 million of the Notes will be repaid through the issuance of 6,875,000 common shares of SSC at $0.50 per common share (the "Equity Issuance"), subject to approval from the TSXV. $0.5 million of the Notes have been discharged. $1.0 million of the Notes will be repaid in cash on or around June 3, 2026. $2.2 million of the Notes will be repaid in weekly cash payments averaging $21,370.19 over two years. Should SSC repay this balance by July 31, 2025, the remaining principal balance owing at that time will be reduced by $367,500. Should SSC repay this balance by December 31, 2025, the remaining principal balance owing at that time will be reduced by $245,000. The Equity Issuance will be subject to a hold period of four months and one day from the date of issuance. In connection with the amendment of the Notes. Summary of Repayment & AmendmentsPrior Terms Amended Terms Principal Balance Total up to $7.15 million $3.2 million Due Date / Payments $3.65 million due May 31, 2025 Up to $3.5 million due October 31, 2025 $1.0 million payable June 3, 2026 $21,370.19 paid weekly over two years Equity Paid Maximum $1.75 million $3.4 million Early Repayment by July 31, 2025 N/A $0.3675 million reduction in remaining principal balance Early Repayment by December 31, 2025 N/A $0.245 million reduction in remaining principal balance Jeff Swainson, SSC's President & CEO, stated: "We would like to thank ANC's prior shareholders for their belief in SSC as demonstrated by their desire to have approximately $3.4 million of their notes repaid in SSC shares at $0.50/share. This arrangement significantly improves SSC's balance sheet while reducing cash flow obligations, providing a strong foundation for future growth and the execution of our impactful business plan focussed on opportunistic acquisitions." Related Party Transaction James, Clarke, Thomas Facciolo and Tairance Rutter, insiders of SSC, will receive a portion of the Equity Issuance as parties to the amended Notes, which are considered "related party transactions" for the purposes of National Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). SSC was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on section 5.5(a) and 5.7(1)(a) of MI 61-101. SSC did not file a material change report in respect of the related party transaction 21 days prior to the closing of the amendment as the details of the amendment had not been confirmed at that time. Further details will be provided in a material change report to be filed by SSC subsequent to the dissemination of this press release. About Simply Solventless Concentrates Ltd. SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see Notice on Forward Looking Information This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected", "approximately" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning TSXV approval of the Equity Issuance and the benefits of the Notes amendment. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, SSC's ability to maintain good relations with its customers, employees and other stakeholders, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at including its most recent annual information form. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE Simply Solventless Concentrates Ltd. View original content to download multimedia: Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
