TILT Holdings Archives - Green Market Report

Debra BorchardtJune 21, 2021
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The Massachusetts Cannabis Control Commission fined both TILT Holdings Inc. (CSE: TILT) (OTCQX: TLLTF) and Ayr Strategies (OTC: AYRWF) last week for over $200,000 each as both companies try to resolve issues each blamed on previous management. The settlement also allows each company to move forward with plans in the state.

Tilt Holdings

Tilt Holdings agreed to the settlement resolving concerns of the CCC, which cleared a path for the provisional licensure for the retail sale of adult-use and medical cannabis in Massachusetts. Tilt CEO Gary Santo said in a statement, “With today’s decision, TILT has fully resolved the dispute regarding certain agreements entered into by the original management team of TILT with other license applicants. In February, TILT terminated all remaining contractual relationships between the company and prospective applicants. At yesterday’s meeting of the CCC, the commissioners ratified a stipulated agreement resolving the related investigation pursuant to which TILT has agreed to make a $275,000 payment to the CCC Marijuana Regulation Fund.” TILT said it is now positioned to complete the licensing process and increase its retail footprint in Massachusetts with the opening of two additional dispensaries in Cambridge and Brockton following final inspection and approval by the Commission. Both facilities are fully built out.

“We worked diligently with the Cannabis Control Commission to resolve the investigation that has stalled our remaining state licenses for the past two years,” said Santo. “We appreciate the time, effort and professionalism afforded to TILT by the CCC staff and are thrilled to have come to an amicable resolution with the Commission. Since joining the TILT team, I have made it a point to reinforce our focus on building a culture of compliance and have taken steps to build out our compliance team across the organization, making key hires that reflect both depth of industry knowledge and integrity in processes. The conclusion of this investigation marks the turning of a page for TILT and we look forward to serving many new patients and customers in our communities later this year.”

Ayr Strategies

The commission also fined Sira Naturals, which is owned by Ayr Strategies, $295,000 for allowing an unlicensed intra-company delivery vendor it had received permission to work with to deliver products between other cannabis firms. Ayr noted in a statement that the Commission addressed a settlement between Sira and the Commission, “related to wholesale transportation activities during the challenging reopening of the Massachusetts adult-use market in 2020 following the COVID-19 shutdown.” While no violation has been admitted, the company thanked the Commission for its efforts and dialogue over the intervening period and appreciates the important clarifications that the settlement provides.

Despite the fine and settlement, Massachusetts Cannabis Control Commission granted Ayr’s local partner Sira Naturals a provisional license for the sale of adult-use cannabis at its Boylston Street location in Boston. The provisional license allows for the continued development and construction of the dispensary and marks a significant milestone toward the opening of Ayr’s first adult-use store in the Greater Boston area.

The planned 4,500 ft² store is located next to the Apple Store and across from the Prudential Center, well-positioned for pedestrian traffic and easy access to the city’s public transit. The neighborhood is a popular residential community, as well as one of New England’s preeminent destinations for shopping and dining. Jonathan Sandelman, CEO of Ayr, said, “Despite being home to 60% of the state’s population, the Greater Boston Area has been underserved in access to adult-use cannabis. As cultivators of wellness and creators of wonder, we are excited to help change that and bring more of our high-quality cannabis offerings to the City of Boston.”

 

 


Debra BorchardtMay 25, 2021
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TILT Holdings Inc. CSE: TILT ) ( OTCQX: TLLTF ) reported its financial and operating results for the three months ended March 31, 2021. Revenue increased 15% to $46.8 million compared to $40.6 million driven by growth in both cannabis and inhalation and accessory revenue. Cannabis revenue increased 45% to $11.7 million and inhalation and accessory revenue increased 8% to $35.1 million. Net losses dropped sequentially from $45 million in the fourth quarter to $1.5 million in the first quarter.

“Our first-quarter results reflect another period of strong execution as we continue to build an integrated B2B cannabis company that partners with leading MSOs, LPs and cannabis brands,” said Gary Santo, President of TILT. “The results of that execution and our team’s hard work show up where it matters—in the numbers. We generated double-digit revenue growth and reduced cash operating costs on an absolute basis, all from the same asset base. We are more efficient operators today and we are just getting started. Over the coming quarters, we expect to benefit from our recently added cultivation capacity and secure additional brand partners as we expand our portfolio of products and services for our B2B partners and the industry at large.”

Tilt also reiterated its 2021 guidance for revenue between $205 – $210 million and adjusted EBITDA between $30 -$32 million. On March 31, 2021, cash and cash equivalents increased 21% to $9.0 million compared to $7.4 million on December 31, 2020.

Following the end of the quarter, Tilt was approved for an adult-use license in Brockton, Massachusetts; state license still pending. The company also announced a partnership with Airo Brands, a multi-state CPG company focused on proprietary inhalation products to launch products in Pennsylvania. Airo is one of Jupiter Research’s earliest customers and has been licensing exclusive Jupiter products since 2016 and collaborating on proprietary inhalation technologies. Through this broader partnership with TILT and its subsidiary Standard Farms PA, Airo will look to enter the Pennsylvania market by early summer.

Airo is a leading cannabis inhalation brand, available in more than 1,250 dispensaries across the U.S. and Puerto Rico. According to Headset, Airo is the largest inhalation brand in Nevada and has been the monthly sales leader over the past year. Airo is also one of the top-selling brands in several other markets, including Illinois, Colorado, Washington and Maryland. Jupiter will continue to provide its proprietary hardware for Airo’s AiroPro and AiroX devices, as well as AiroPod cartridges, while Standard Farms will produce and fill high-quality cannabis oil for Airo’s AiroPod cartridges to be sold at retailers across Pennsylvania, pending regulatory product approval.


Debra BorchardtApril 15, 2021
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TILT Holdings Inc.  (OTCQB: TLLTF)  reported its financial and operating results for the fourth quarter and year ending December 31. Revenue for the quarter increased 8.1% sequentially to $42.3 million from $39 million and increased 35.4% over last year’s $31 million for the same time period. Tilt beat analyst estimate for revenue and fell within its own forecast.

The company is continuing its efforts to zero its focus on plants and Jupiter vapes. Standard Farms posted record revenue for the quarter, including the two highest sales months in company history. The company also noted that its Jupiter sales in 2021 have also experienced record orders.

The net loss for the quarter was a whopping $92 million versus last year’s net loss of $32 million. The net losses stemmed from the discontinued operations due to the sale of Blackbird, which closed in November 2020.

For the full year 2020, revenue came in at $158 million versus 2019’s revenue of $146 million. The net loss for 2020 was $105 million, while the net loss for 2019 was $133 million.

“The primary focus in 2020 was for TILT to become profitable, putting in place the pieces necessary to achieve scale and engage in a steady and sustainable growth trajectory,” said Gary Santo, President of TILT. “We made a number of key decisions throughout the year that have already started to pay off, allowing the Company to have a strong finish to 2020, producing $16.9 million in Adjusted EBITDA and $16.7 million in cash from operating activities for the year. We look to carry that momentum into 2021 and are already off to a great start across all business units, supporting management’s previously announced full-year 2021 revenue guidance of $205 million to $210 million and Adjusted EBITDA guidance of $30 million to $32 million.”

The company said in a statement that it had positive adjusted EBITDA for the fourth consecutive quarter at $4.5 million. The cash and cash equivalents were $7.4 million, a $3.1 million increase from the previous quarter, and attributed this to robust cash flow from operations. The working capital was $57.4 million, an $8.5 million increase from the previous quarter.

“TILT underwent significant changes in 2020,” added Mark Scatterday, CEO of TILT. “Through the tireless efforts of our team, we were able to stabilize our foundation, solidify our strategy and focus on how best to deploy available resources towards our high-growth plant-touching assets, allowing TILT to provide a differentiated B2B platform capable of supporting independent brands, U.S. MSOs, and Canadian LPs. We expect 2021 to be an exciting year as we continue our transition from being a holding company possessing a disparate collection of subsidiaries to an integrated operating company capable of benefitting from economies of scale and cross-selling opportunities.”

Streamline Efforts Continue

In the company’s annual report, Tilt said it decided not to pursue the expansion and obtaining of license to cultivate and sell cannabis in its British Colombia location. “This is consistent with the Company’s long-term strategy to streamline operations and improve profitability. As a result, the Company derecognized $4,981 of SVT’s property, plant and equipment within the construction in progress category for the year ended December 31, 2020, based on management’s expectations of limited economic benefits from the continuing use of these assets.”

Tilt also stated that it derecognized unoccupied modular units at its Massachusetts facility in order to accelerate acceptance for its final occupancy permit with the local government. As a result, Tilt derecognized $4,302 of the Sea Hunter’s property, plant, and equipment within the greenhouse-agricultural structure category for the year ended December 31, 2020, based on management’s expectations of limited economic benefits from the continuing use of these assets.

 

 


StaffMarch 16, 2021
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TILT Holdings Inc. OTCQX: TLLTF ) reported it has completed its acquisition of Standard Farms Ohio LLC, previously announced on April 16, 2019. Ohio currently has 160,000 registered medical patients, representing more than double Ohio’s 2019 patient totals. In 2020, cannabis sales approached $277 million, representing almost 290% growth compared to 2019.

“With the expansion of the Standard Farms footprint into Ohio, we continue to execute on our strategy of delivering a differentiated portfolio of premium products and supply chain solutions to multi-state providers, licensed producers, and cannabis retailers, as well as opening up another dynamic marketplace to our brand partners,” said Gary Santo, President of TILT. “Through the acquisition of SFO, TILT now has plant-touching operations in three fast-growing limited license markets, and we are excited to provide Ohio’s 52 dispensaries with a diverse selection of top brands that their customers want while generating meaningful revenue.”

SFO’s purpose-built 9,600 sq. ft. processing and CO extraction facility is located just outside of Cleveland, providing ready access to the state’s 52 operating dispensaries. The Facility currently produces high-quality medical cannabis products including tinctures, vaporization cartridges, syringes and topicals, with the Company expecting to expand its product offerings to include concentrates and edibles inspired by TILT’s award-winning operations in Massachusetts and Pennsylvania.

Massachusetts

A couple of weeks ago, Tilt announced that it had announced it received regulatory approval from the Massachusetts Cannabis Control Commission to start the operations of eight additional grow rooms at its subsidiary, Commonwealth Alternative Care, Inc. Tilt said it intended to begin cultivation operations in the newly approved space later this month.

At the time  Gary Santo, President of TILT said, “We are pleased to announce the regulatory approval of the second phase of the planned expansion of our 117,000 sq ft cultivation and manufacturing facility in Taunton, Massachusetts,” said “We now have more than 56,000 sq. ft. of cultivation space with the ability to add a second grow tier to each of the eight new rooms, pending regulatory approval. Once planted, these additional rooms will fortify the supply of premium flower for our Taunton dispensary, and together with our award-winning kitchen and state-of-the-art extraction and processing lab, will support the production and distribution of high-quality, consistent products for our brand partners. As we continue to solidify CAC’s presence in the state, we remain committed to working with the CCC to achieve final state licenses permitting medical dispensary operations at our Brockton and Cambridge locations, as well as adult-use operations at both our Brockton and Taunton locations.”

 


StaffFebruary 18, 2021
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TILT Holdings Inc. (OTCQX: TLLTF) reported its preliminary earnings for the fourth quarter ending December 31, 2020, and full-year outlook for 2021 after the market closed on Wednesday. Tilt said that the fourth-quarter revenue is projected to be between $42.2 million and $43.2 million versus last year’s revenue of $40.4 million for the same time period. That figure, however, includes its former subsidiary Blackbird, without that the revenue would be projected to be between $41.3 million and $42.3 million.

The company forecast the quarter’s adjusted EBITDA to be between $2.6 million and $3.6 million versus last year’s adjusted EBITDA of $2.8 million. No information was given as to net losses or income. Tilt’s stock was lately trading at 62 cents, which isn’t too far from the company’s 52-week high of 75 cents.

“2020 was a transformative year for TILT, as the Company reimagined what an MSO could look like,” said Gary Santo, president of TILT. “We finished the year with a strong fourth quarter that saw continued improvement in harvest yields and production efficiencies at our plant-touching assets, and a return to pre-COVID revenue levels in our inhalation business. The added flexibility created by the divestiture of Blackbird during the quarter has positioned TILT to enter 2021 with additional resources and improved cash flow from operations that can be reinvested in core growth initiatives, such as research and development, expanding cultivation and contract manufacturing and wholesale operations.”

The company also noted that its 2021 strategic initiatives were fully funded and that it did not expect the initiatives to require significant CAPEX or M&A. The forecasted revenue was in the range of $205 million to $210 million. The adjusted EBITDA would range between $30 million to $32 million.

Mr. Santo added, “January has seen Jupiter ship over five million cartridges, a new Company record, and based upon our solid performance in the fourth quarter and a strong start to the new year, we are pleased to release full year 2021 revenue guidance of $205 million to $210 million and full-year 2021 adjusted EBITDA guidance of $30 million to $32 million. We look forward to delivering value to our shareholders through improved messaging and relentless execution of our strategic vision.”

The company also appointed Nicole Moyers as vice president of compliance and Patrick Beyea as director of compliance. Nicole “Nikki” Moyers will report directly to TILT’s General Counsel while Beyea will report to Moyers.


Debra BorchardtJanuary 19, 2021
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Cannabis software company Blackbird and payment processor company AeroPay announced a strategic partnership to bring cashless payments to cannabis businesses for online ordering. Blackbird was sold in November 2020 by its parent Tilt Holdings (OTC: TLLTF).  Tilt agreed to sell Yaris Acquisition, LLC better known as Blackbird to Slam Dunk, LLC, a Nevada limited liability corporation controlled by Tim Conder, TILT’s Chief Operating Officer and a member of the board of directors of the company. The company said the total valuation of the deal was $15 million and selling Blackbird resulted in a cut of $3 million in expenses quarterly.

The partnership includes the integration of AeroPay’s payments platform into Blackbird’s white-labeled dispensary menus and the BlackbirdGo cannabis marketplace. The two companies said they also have plans to bring greater efficiencies to other parts of the cannabis supply chain such as physical retail and B2B.

“Cash payments have dominated the cannabis retail consumer experience until now,” said Tim Conder, CEO & Co-Founder of Blackbird. “As licensed cannabis operators, we know the benefits of moving toward cashless payments but also understand the challenges with banking as a cannabis business. Our partnership with AeroPay and the integration of our platforms allows our retail partners and their customers to easily accept digital payments and remove the hurdles associated with being a cash-only business. Additionally, AeroPay’s banking relationships will help eliminate barriers for our retail partners.”

Through the integration, cannabis patients and customers using Blackbird will be able to pre-pay online at the time of check-out for delivery or curbside pick-up orders. Payments made with AeroPay will be facilitated through a secure bank-to-bank transfer between the patient or customer and the business.

AeroPay is a financial technology company providing alternative payment processing solutions to state-legal cannabis businesses.  AeroPay has been approved to work in every state where cannabis businesses can legally operate as well as Washington D.C. AeroPay’s compliant solution offers a safe, simple, and streamlined way for patients or customers to pay their favorite cannabis businesses.

“Our approach has always been to create a better payment experience for both businesses and their customers,” said Daniel Muller, CEO & Founder of AeroPay. “Blackbird is a premier end-to-end logistics and delivery company in the cannabis space and our partnership allows us to do just that for the cannabis industry.”

Dispensary patients and customers ordering through a Blackbird white-labeled menu or the BlackbirdGo marketplace will have the option to pay with AeroPay. For first time AeroPay users, the sign-up process is two easy steps and happens directly on the menu at the time of check-out — customers simply create an AeroPay account and link their bank. For repeat users, payments can be completed with a single click.

While the focus of this integration with Blackbird’s menus is to improve the retail and consumer experience, both Blackbird and AeroPay also provide B2B solutions for the cannabis industry. The companies have plans to streamline the cannabis experience in other parts of the supply chain and lower the volume of cash by implementing digital payments.

“We’re excited about the future of our partnership with AeroPay as both companies have the ability to service the entire value chain,” said Conder. “This is only the beginning of a long-term relationship that has the opportunity to change the way cannabis businesses operate.”

“Payments have been especially inconvenient for cannabis businesses and we are thrilled to work with the team at Blackbird to create a seamless cannabis shopping experience that is safer, faster, and cashless,” said Muller. “Ultimately, we want to give cannabis businesses the ability to operate in the same manner as any other business would.”


Debra BorchardtAugust 25, 2020
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TILT Holdings Inc. (OTCQB: TLLTF) reported that its revenue fell 9% sequentially to $38.6 million and dropped 1% from the last year’s second quarter in 2019. The company blamed the decline on “COVID-19 related headwinds including decreased sales at the Company’s inhalation technology subsidiary, Jupiter Research, as well as lower wholesale demand in the cannabis segment due to the temporary suspension of adult-use sales in Massachusetts from March 24th to May 25th.”

The net loss for TILT grew to $9 million versus the first quarter’s net income of $51,000, but much better than last year’s second-quarter net loss of $48.9 million. The positive adjusted EBITDA for the second consecutive quarter of $1.2 million, down $0.5 million from the quarter ended March 31, 2020, but was an improvement of $5.2 million from the prior-year period.

“Second quarter results reinforced our position that TILT’s balanced portfolio of businesses offers multiple trajectories for ongoing shareholder value creation,” said Mark Scatterday, CEO of TILT.  “For a second consecutive quarter, the company generated positive adjusted EBITDA, increased positive cash flow from operations, and improved its cash position, all while navigating the effects COVID-19.”

Still, the company noted in its filing that it has “Incurred comprehensive losses of $11,024,183 and $9,732,023 during the three and six months ended June 30, 2020, respectively, and has an accumulated deficit as at June 30, 2020, of $703,309,904. Management has estimated that the Company has sufficient working capital financing to complete current work plans; however, future development will require additional financing in order to complete other programs during the forthcoming year and thereafter.”

The bulk of the company’s revenue comes from Jupiter’s vape category which generated $28 million in revenue for the quarter but still reported a net loss of $473,000. Cannabis delivered $7.6 million in revenue with a net loss of $4.3 million.

Scatterday added, “Jupiter’s highly efficient operating model continues to provide a foundation of consistent profitability and broad client reach. This is supplemented by the strong cash flow of our plant-touching businesses in two of the strongest limited license markets, and by Blackbird, which provides additional upside with its highly versatile integrated suite of enterprise software and logistics solutions.”

 


Debra BorchardtFebruary 11, 2020
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2019 proved to be a challenging year for the companies tied to vape products. Now it looks as if there could be strength in numbers as TILT Holdings Inc. (CSE: TILT) (OTCQB: TLLTF) and its vape subsidiary Jupiter Research, LLC  has partnered with vape device company The Blinc Group, LLC.

“Jupiter has always taken pride in being at the forefront of innovation,” said Mark Scatterday, interim CEO at TILT and Founder/CEO of Jupiter.  “As the market continues to grow we are excited to announce our partnership with The Blinc Group, enabling bespoke solutions for our clients and leveraging their expertise when it comes to vaporization regulatory and legal compliance legislation.” Just a few weeks ago, TILT was given DTC clearance to trade on the OTCQB Venture Market using the symbol TLLTF.

The Blinc Group makes proprietary cannabis vaping solutions for MSOs and focuses on control of the entire value chain from R&D to product design, to compliance and manufacturing at ISO and cGMP certified facilities with oversight by Blinc’s China-based quality control team.  Blinc’s Co-Founder and CEO Arnaud Dumas de Rauly said, “We look forward to working closely with Jupiter and bringing additional value and expertise to their extensive network of clients,” said Mr. Dumas de Rauly. “I am excited to see what the future of cannabis vaping landscape holds when two companies like Jupiter and Blinc work closely together to help shape the new standards and set an example for regulatory compliance as a whole.”

TILT acquired Jupiter Research at the beginning of 2019 in a deal valued at $210 million. At that time Founder Bob Crompton said, “Jupiter Research’s monthly sales continue to increase 15 percent month over month, and we already have US$28M of booked orders going into Q1. The opportunity to combine the synergies of the TILT portfolio of companies is expected to add to our rapid growth.”

For the quarter ending in September 2019 which was reported in November 2019, Jupiter accounted for $32 million in revenue and for the nine months ending in September it was $92 million.  It is the largest segment of the TILT Holdings family.

Stock Plunge

Like other cannabis stocks, TILT has seen its shares in the market. It was lately trading at 24 cents on the OTC and 31 cents on the CSE. Canaccord Analyst Bobby Burleson has continued to believe in the company even though he lowered his price target to C$1.50, which seems overly optimistic in hindsight. He wrote, “We believe TILT’s Q3/19 earnings result reflects solid execution of management’s strategy to enhance profitability and grow the company’s core businesses. While we are trimming our near-term estimates on vape related headwinds, with a shored up balance sheet and overall profitability driven by the company’s Massachusetts wholesale business, we continue to expect strong growth and enhanced profitability next year.”

Looking ahead to 202o, the company is focusing on expanding its Jupiter brand and the software company Blackbird. Scatterday said in a recent letter to shareholders, “While 2019 was a challenging year for public companies in our industry, l am encouraged and reassured knowing that we have such a strong and supportive group of people working together with us and toward the same goals.”


Debra BorchardtNovember 21, 2019
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TILT Holdings Inc.  (CSE: TILT) (OTCQB: TLLTF) has closed an additional private placement of $10.2 million of senior secured notes from a syndicate consisting of existing shareholders and new investors, bringing to the total amount of the facility to $35.8 million, up from the previously announced maximum of $35 million.

“On the heels of the announcement of our outstanding Third Quarter financial results and earnings call yesterday, the closing of this additional financing only further illustrates the positive momentum TILT is experiencing as an organization and the growing confidence the investment community has in our refocused business plan,” said interim CEO Mark Scatterday. “We plan to use this additional funding to propel our growth into the new year and continue to invest into the operations of our core assets. The fact that the financing was oversubscribed only further speaks to the positive sentiment major investors are feeling towards what we’re accomplishing at TILT.”

While Tilt has been quick to note that the company has reported net income for the quarter, unlike many other cannabis companies, it still isn’t completely out of the woods. Canaccord Genuity analyst Bobby Burleson pointed out that the company will continue to face vape headwinds. Jupiter is 70% of the company’s revenue and while sales have rebounded, Burleson said he expects the company crisis to continue to have an effect on fourth-quarter sales. Especially the ban that was recently lifted in Massachusetts.

“We believe TILT’s Q3/19 earnings result reflects solid execution of management’s strategy to enhance profitability and grow the company’s core businesses. While we are trimming our near-term estimates on vape related headwinds, with a shored up balance sheet and overall profitability driven by the company’s Massachusetts wholesale business, we continue to expect strong growth and enhanced profitability next year. We are lowering our price target to C$1.50 from C$2.00 on valuation while we maintain our SPECULATIVE BUY rating.”

Revenue estimates for the fourth quarter were slashed from C$83 million to C$47 million. Full-year 2019 revenue estimates were lowered from C$214 million to C$167 million and 2020 estimates were cut from C$442 million to C$392 million. 2019 fourth-quarter EBITDA was dropped from $10.8  million to $4.2 million.


StaffNovember 4, 2019
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Beleaguered cannabis rollup TILT Holdings Inc. (CSE: TILT) (OTCQB: TLLTF) closed a private placement of up to $35 million of senior secured notes from a syndicate consisting of existing shareholders and new investors. The company said that the first close was $25.6 million and any further closing of up to $9.4M would take place within 45 days.

Interest Rate Cut

The proceeds will be used specifically to retire in full TILT’s $20 million bridge loan dated April 29, 2019, that bears interest at 18.75% per annum, as well as other payables. This loan will have a maturity date of 36 months from the closing date and will bear interest from their date of issue at 8.0% per annum, payable quarterly.

Board Change

TILT says it has agreed to change the Board of Directors with new independent Board members in line with new management’s focus on transparency, compliance and corporate governance. The lenders have proposed two Board Members who will be appointed shortly after closing.

“We are pleased to share that given our strong results and financial performance we have lowered the amount raised from our previous announcement and improved the terms resulting in significantly less dilutive financing for the Company. In a market where raising capital is challenging, this financing and these terms are a testament to our recent performance as a business and the support we have from our core shareholder base,” commented Mark Scatterday, the company’s interim CEO.

Mr. Scatterday further describes that “This loan demonstrates growing confidence in TILT’s value proposition as we seek to set ourselves apart with respect to profitable growth, free cash flow and resiliency in a dynamic industry. In a ‘grow for growth’s sake market,’ we are pleased to pair steady growth with principled financial discipline. Our goal is for TILT to become one of the top revenue-generating and profitable cannabis companies in the industry. We are excited to share our Q3 results in a few weeks.”

TILT said intends to use the proceeds to continue a rapid yet disciplined focus on profitability as one of the largest US-focused cannabis companies by revenue. Continuing to concentrate on the services side of the cannabis industry, capital will be allocated to help Jupiter continue its growth as one of the largest providers of vape hardware across the US and internationally, as well as the Baker and Blackbird software and distribution platforms.  The statement said that it will also be strategically reviewing opportunities surrounding non-core assets.

Terms

In connection with the issuance of the Notes, the Company will issue 1,800 common share purchase warrants to the subscribers for each US$1,000 principal amount of Notes subscribed, for a total aggregate of approximately 46M Warrants (representing 45% warrant coverage on the aggregate gross proceeds of the Notes). Each Warrant is exercisable for one common share of the Company at a price of C$.33 per common share for a period of 36 months from the closing date.

In addition, the previous sellers of Jupiter Research LLC have agreed to restructure unsecured debt of $35 million (owed to them in connection with their sale of Jupiter) with a new maturity date of January 2023 and an 8% per annum interest rate that accrues and is payable at Maturity, along with a junior secured position to the Financing. Upon repayment of the Notes, should any Jupiter Debt be outstanding, the Jupiter Sellers will assume the same rights and security as the original Financing Syndicate until repaid. No warrants shall be issued as part of the Jupiter Debt Restructuring.


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