TerraTech Archives - Green Market Report

Debra BorchardtDebra BorchardtNovember 4, 2019
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5min28233

Terra Tech Corp (OTCQX:TRTC) is merging with privately held OneQor Pharmaceutical, a company that is focused on developing, patenting, and delivering proprietary, plant-derived formulations in an all-stock transaction. The deal is expected to close by December of this year.

According to a statement, the combined company will focus principally on emerging pharmaceutical development opportunities for OneQor, while the operation of Terra Tech’s portfolio of THC and agricultural-related assets is expected to continue in the short-term. However, the new company expressed that it wanted to list on a national securities exchange and will consider several “strategic options for the legacy Terra Tech business segments that may include a spin-off, special dividend, merger or potential sale among other accretive transactions.”

“With our scientific research and proprietary compounds, combined with Terra Tech’s loyal shareholders, asset management, and corporate governance structure, we are confident OneQor will be able to positively impact the way society and big-box retailers approach OTC care. I have known the Terra Tech team for years and we believe that the alignment with Terra Tech will make this fundamental vision a reality,” said Matthew Morgan, Chief Executive Officer of OneQor.

“The cannabis industry is facing strong headwinds, from both a capital and a regulatory standpoint. We feel confident that this is the best use of the company’s balance sheet in order to achieve growth and profitable returns for shareholders,” said Derek Peterson, Chief Executive Officer of Terra Tech.

Terms Of The Deal

Terra Tech shareholders will own approximately 45% of the combined company and OneQor shareholders and certain holders of OneQor Simple Agreements for Future Equity will own approximately 55% of the combined company. In addition, in connection with the terms of certain other OneQor SAFEs, (Simple Agreements for Future Equity) convert into shares of Terra Tech common stock sixty-one days after the Merger and the issuance of such shares of Terra Tech Common Stock will affect both current Terra Tech shareholders and current OneQor investors.

In conjunction with the closing of the merger, Mr. Peterson and Mr. Nahass will each contribute back to the company’s all outstanding vested and non-vested stock options in an effort to reduce stockholder dilution. In addition, both individuals agreed to waive their $2 million change of control award which will save the company an additional $4 million in expenses. “As co-founders, it was important to Mike and me to make this merger work for all parties involved. This allows the combined company to move forward with a cleaner capital structure and without that significant expense overhang,” explained Derek Peterson, CEO of Terra Tech.

The combined company will be led by Mr. Morgan, a pioneer in the cannabis industry and versatile entrepreneur with significant experience in scaling organizations from start-up to late-stage, with Mr. Peterson staying on as Vice Chairman. Additionally, the company will be supported by a mix of current management and accounting executives. The company is expected to have operations in both Phoenix, Arizona, and Irvine, California. At closing, the combined company’s board of directors is expected to consist of eight members, including four members of Terra Tech’s current board and four members designated by OneQor.

TerraTech stock was lately trading at 26 cents down from a year high of $1.90. In September the company settled its lawsuits with members of the Vande Vrede family and entities controlled by them. As part of the settlement, the parties resolved their differences, and Terra Tech purchased all shares of common and preferred stock owned by the Vande Vrede family.


StaffStaffMarch 19, 2018
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4min23401

Terra Tech Corp. (TRTCD) delayed its earnings announcement from Thursday to Friday following the market close. On Friday the stock closed $3.77, but then on Monday after the investors digested the news, the stock fell to a close of $3.24 and then slipped further to $3.20 on Tuesday.

Full-year revenues for 2017  increased 41% to $35.80 million over 2016’s $25.33 million. Total revenues for the fourth quarter ending in December increased 54% to $11.01 million over last year’s $7.13 million for the same time period.

Terra Tech delivered a net loss of $32.68 for 2017, which was an increase over last year’s loss of $26.72 million. In a company statement, the loss was blamed on “an increase in sales, general and administrative expenses from the opening of the new dispensaries, an increase in the amortization of debt discount, an increase in loss on the extinguishment of debt, an increase in loss on fair market valuation of derivatives, an increase in loss on fair market valuation of contingent consideration offset by a gain on settlement of contingent consideration in the year ended December 31, 2017, compared to the prior year.” The loss per share for 2017 was ($0.71) versus last year’s loss of ($1.04).

Expenses for the year amounted to approximately $25.36 million, compared to approximately $20.72 million for the year ended December 31, 2016.

Management Comments

Derek Peterson, Chief Executive Officer of Terra Tech said, “The rapid growth of the legal cannabis market, coupled with our aggressive expansion strategy, has led to Terra Tech’s emergence as a pre-eminent retail and wholesale cannabis company in the United States. Our strategy to establish our Blüm and IVXX brands as premium cannabis experiences in targeted states set the foundation for the Company to quickly expand into the adult use market when Nevada welcomed legalization in July 2017, followed by California in January 2018. These regulatory milestones significantly expanded our addressable market and transformed the Company’s potential growth path.”

Terra Tech has $5.45 million in cash as of December 31, 2017. Subsequent to the quarter end, the company announced that it has secured a $40 million investment commitment, to be made in eight tranches of $5 million over 24 months.

Reverse Split

On March 13, the company conducted a 1:15 reverse split that was originally approved last year. As a result of this, the stock also changed its CUSIP number and the stock symbol was changed from TRTC to TRTCD.

The company said in its filing, “Although we believe that a higher market price of our common stock may help generate greater or broader investor interest, there can be no assurance that the reverse stock split will result in a share price that will attract new investors, including institutional investors. In addition, there can be no assurance that the market price of our common stock will satisfy the investing requirements of those investors. As a result, the trading liquidity of our common stock may not necessarily improve.”


Debra BorchardtDebra BorchardtMarch 15, 2018
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3min10480

Here are today’s quick hits:

TerraTech Corp.

TerraTech (TRTC) rescheduled its earnings call scheduled for Thursday and postponed it to Friday. Sometimes these types of postponements are purely technical in nature, i.e. the accountants need to confirm numbers or language needs to be tweaked. However, it is usually not a positive sign when things aren’t finalized at this late moment. Hopefully, the delay wasn’t due to something substantial.

DELTA 9 CANNABIS INC.

DELTA 9 CANNABIS (TSXV: NINE) has signed a Memorandum of Understanding to purchase up to 5,000 kilograms of cannabis from Alberta-based Sundial Growers Inc. The purchase is designed to increase Delta 9’s ability to meet the anticipated market demand following the full legalization of adult-use cannabis in Canada. The agreement commits Sundial to supply up to 5,000 kilograms of both dried cannabis and/or cannabis derivatives “to meet or exceed” Delta 9’s market demand in the period post-legalization. Delta 9 CEO John Arbuthnot says the agreement was reached as part of the company’s commitment to supply the Manitoba market.

CannaRoyalty Corp.

CannaRoyalty (CNNRF) announced that it has signed a binding term sheet to expand its business relationship with National Access Cannabis Corp. to carry CannaRoyalty products in NAC stores across Canada. According to a statement, NAC is in the process of applying for licenses in several Canadian jurisdictions and recently announced that it was one of four entities that have received conditional approval for a license to operate private retail cannabis stores across Manitoba. The agreement covers the purchase by NAC of certain CannaRoyalty products.

Marapharm Ventures Inc.

Marapharm Ventures (MRPHF) announced that its final plans for the company’s first cultivation facility in Desert Hot Springs, California are complete and ready for submission to the city. Basically saying that it was still on schedule to meet its construction goals.

Global Payout Inc.

Global Payout Inc. (GOHE) announced that its subsidiary MoneyTrac Technology had begun the soft launch of MTRAC, a full-service banking solution powered by software technology features that the company had acquired through its Joint Venture with GreenBox. MTRAC is an E-Wallet cash loading machine/kiosk that is supported by blockchain technology and will be leveraged by MTRAC in a system that will offer cannabis consumers and retailers an effective alternative to cash payment transactions.


StaffStaffMarch 13, 2018
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4min14241

Here are the quick hits for March 13, 2018:

Aurora Cannabis

Aurora Cannabis (ACBFF) announced the grant of three permits by the Australian Government, Department of Health, for the importation of cannabis into Australia for research purposes. The Permits were granted to the Pharmacy Australia Centre of Excellence (PACE) at the University of Queensland and allow PACE to import shipments of cannabis plant material for research purposes. Aurora, in turn, has received the required Canadian permits to export the cannabis to PACE. The cannabis will be shipped from Canada by Aurora and used for PreveCeutical’s soluble gel drug delivery research program, which is being conducted by PreveCeutical’s research partner UniQuest Pty Inc. and led by PreveCeutical’s Chief Research Officer, Dr. Harendra Parekh.

Nutritional High International Inc.

Nutritional High. (SPLIF) announced it has entered into an agreement to acquire a 75% interest in cannabis producer Green Therapeutics in the State of Nevada. In conjunction with the acquisition, the company will also purchase certain lands and premises owned by Nevada-based cultivation company Meridian Companies which is utilized by Green Therapeutics. Nutritional High and Green Therapeutics have also entered into a binding lock-up agreement while purchase and sale agreements are negotiated and due diligence is completed.

Aphria Inc.

Aphria (APHQF) announced that it received a license amendment from Health Canada that provides Aphria with additional production space of 200,000 square feet, as part of its Part III expansion at its facility in Leamington, Ontario. This will more than triple the Company’s production capacity of medical cannabis from 9,000 kg annually to 30,000 kg annually.

CannaRoyalty Corp. 

CannaRoyalty (CNNRF) announced the appointment of Brent Cox to the Board of Directors of Trichome Yield Corp. a subsidiary of CannaRoyalty. Following this board appointment, the board consists of five members, four of whom are independent of CannaRoyalty. Cox is a founding partner of The Inception Companies, a private investment vehicle focused on the global cannabis market, following a number of years at The Yucaipa Companies, where he helped invest and monitor over USD$4.0 billion of private equity transactions. He currently serves on the boards of two successful vertically integrated U.S. cannabis companies, MedMen and The Pharm.

The Hydropothecary Corporation

Hydropothecary announced the addition of three new members to its management team. Roch Vaillancourt (General Counsel), Sonia Isabel (Vice-President of Sales), and Jocelyn Racine (Vice-President of Finance) bring decades of management, financial, business, and legal experience to Hydropothecary as the company strengthens its leadership in the lead-up to the legalization of adult-use recreational cannabis.

TerraTech

TerraTech (TRTC) gave a business update ahead of the company’s earnings. It read as follows:
Company secures $40 million investment, to be made in eight tranches of $5 million over 24 months. Capex to be directed toward the build out of the Company’s cultivation, extraction and retail infrastructure in California, Nevada and New Jersey Capital injection positions the Company to leverage M&A opportunities and ramp its sales and marketing strategy 1 for 15 reverse split to be effected on March 13, 2018, to position the Company for a potential uplisting.



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The Green Market Report focuses on the financial news of the rapidly growing cannabis industry. Our target approach filters out the daily noise and does a deep dive into the financial, business and economic side of the cannabis industry. Our team is cultivating the industry’s critical news into one source and providing open source insights and data analysis


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