Cresco Labs Announces Resignation Of Joe Caltabiano As President

ILLINOIS: Cresco Labs, one of the largest vertically integrated multi-state cannabis operators in the United States, today announced that 
has advised the Company of his decision to resign from the position of President effective immediately.

Mr. Caltabiano’s management responsibilities will be taken up by CEO and Co-founder Charlie Bachtell as well as other members of the Company’s recently strengthened leadership team. The Company wishes Joe well on his future endeavors and looks forward to continuing its path to building the most important company in cannabis.

 

ManifestSeven Acquires The People’s Kush, Further Expanding Retail Reach

Cannabis delivery service provides access to broader Sacramento market

CALIFORNIA: ManifestSeven, California’s first integrated omni-channel platform for legal cannabis, today announced the acquisition of The People’s Kush, a legal cannabis delivery service based in Davis, California.

The People’s Kush will be integrated into M7’s retail arm Weden, which has storefront and delivery operations across the state, and will help drive operational expansion into areas ranging from Napa Valley in the southwest to the Greater Sacramento area in the northeast.

peoples kush davis ca“M7 sees tremendous growth potential in The People’s Kush, especially when it comes to serving surrounding population centers and tourism destinations,” said Pierre Rouleau, Chief Operating Officer of ManifestSeven. “We are committed to reaching every corner of the state, and this highly-scalable operation connects our retail footprint with a concentrated local population and tourism base.”

The People’s Kush has been in operation since 2017, building a loyal customer base by serving the communities of Davis, Woodland and areas of Yolo County, but has not yet established a presence in larger nearby markets, which will provide significant growth opportunities for its operations.

“We are excited to be a joining a market leader in M7, allowing user to reach a broader, under serviced part of Northern California with greater efficiency,” said Ishar Dhaliwal, Founder of The People’s Kush. “Integrating into this powerful omni-channel platform will also create a more seamless environment for our customers in accessing the highest quality legal cannabis products. We are grateful to our community for its ongoing support and look forward to continued growth with M7.”

 

Tilray Exports First-Ever Shipment Of Medical Cannabis Allowed Into Israel

CANADA: Tilray, a global pioneer in cannabis research, cultivation, production and distribution, today announced it has entered into an agreement with Canndoc Ltd., a wholly-owned subsidiary of InterCure Ltd., through its wholly-owned subsidiary Tilray Portugal Unipessoal Lda., to export a wholesale shipment of up to 2.5 tonnes of medical cannabis from Portugal to Israel. The shipment, which will arrive early this month, is the first medical cannabis import allowed into Israel.
  
“We at Canndoc are driven by the mission of meeting patients’ needs and improving their quality of life,” says Ehud Barak, former Israeli Prime Minister and Chairman of the Canndoc Board of Directors. “With a supply shortage of medical cannabis in Israel, it’s incredibly important to partner with a trusted company like Tilray to import and distribute GMP-certified medical cannabis to physicians, pharmacies and patients across the country.”
 
Brendan Kennedy, Tilray’s Chief Executive Officer, said, “To be able to import medical cannabis into Israel for patients in need is truly a historic moment not only for Tilray, but the whole industry.” He continued,  “We’re incredibly honored to help increase patient access in Israel while becoming the first to ship medical cannabis into the country. Israel represents our fifteenth export country and the second shipment from our EU Campus in Cantanhede, Portugal.”
 
Founded in 2008 in Herzliya, Israel, Canndoc is an IMCA (Israeli Medical Cannabis Agency) permit holder for the manufacturing of medical cannabis in Israel and is the country’s first public company in the field. Canndoc has been active for more than 10 years in researching, developing, cultivating and marketing medical cannabis to thousands of patients under a wide range of medical indications approved by Israel’s Ministry of Health.
 
Tilray has a pioneering track record as a company committed to making pharmaceutical-grade medical cannabis products available to patients in need around the world. Tilray was the first licensed medical cannabis producer to successfully export medical cannabis from North America and import medical cannabis products into the EU in 2016.
 
In addition to the Tilray-Canndoc Israel supply agreement and to further support the Israeli medical cannabis market expansion, Tilray has also agreed to purchase up to 5 tonnes of GMP-certified whole flower from Canndoc beginning in mid-2020. If future Israeli regulations allow, the whole flower will be shipped to Tilray’s Portugal facility and turned into GMP-certified finished product to distribute across Europe.  Otherwise, the whole flower will be developed into finished medical cannabis and distributed as a Tilray-Canndoc branded GMP-certified finished product in Israel to further support local supply needs.

Tilray Completes Merger With Privateer Holdings

TilrayPrivateerCANADA: Tilray, Inc., a global pioneer in cannabis research, cultivation, production and distribution, today announced that the merger with Privateer Holdings, Inc. closed on December 12, 2019.
 
Mark Castaneda, Chief Financial Officer of Tilray, said: “We appreciate the long-term confidence that Privateer has in the Tilray business and we look forward to having their investors as part of our stockholder base. We believe this transaction will give Tilray greater control and operating flexibility, while allowing us to effectively manage our public float.”
 
Pursuant to the merger, all of Privateer’s capital stock outstanding immediately prior to the effective time of the merger (excluding certain shares) were cancelled and automatically converted solely into the right to receive the applicable portion of an aggregate shares of Tilray Class 2 common stock and shares of Tilray Class 1 common stock (inclusive of shares of Tilray Class 2 common stock held in escrow for contingent release to Privateer’s stockholders) issuable as consideration in merger.  Tilray did not pay any cash consideration in connection with the merger.

As previously disclosed, each Privateer equity holder who received the shares of Tilray stock in the merger is subject to a lock-up allowing for the sale of such shares only under certain circumstances over a two-year period. During the first year following the closing of the merger, shares will be released only pursuant to certain offerings or sales arranged by and at the discretion of Tilray. At the end of the first year, to the extent not already released at Tilray’s discretion as a result of the aforementioned offerings or sales, 50 percent of the total shares subject to the lock-up will be released. Over the course of the second year following closing, the remaining shares will be subject to a staggered release in four equal quarterly increments.

FSD Pharma Appoints Former Member Of U.S. Congress To Its Board of Directors, Announces Share Consolidation

CANADA: FSD Pharma announced the appointment of former U.S. congressman Stephen Buyer to the Company’s Board of Directors. The Company also announced that it will complete a consolidation of its class A multiple voting shares and its class B subordinate voting shares each on a 1 to 201 basis.

“In welcoming Steve Buyer to the FSD Pharma Board of Directors and announcing a share consolidation, the Company has made an immense positive stride forward” said Raza Bokhari, MD, Executive Co-Chairman and CEO. “Steve’s addition has further strengthened the independence and profile of the FSD Pharma Board of Directors; his broad leadership experience and pharmaceutical industry relationships will help enhance our visibility, especially among U.S. Institutional investors and on U.S. Capitol Hill. The share consolidation or reverse split of our stock is timed to advance our strategic plan to raise the profile of our company in the U.S. capital markets, which includes listing on a major U.S. stock exchange in the near future” continued Dr. Bokhari.

“I’m pleased to be joining the FSD Pharma Board of Directors. The opportunity to participate in FSD’s growth at this stage is exciting. Unfortunately, auto immune diseases have clustered in my wife’s family. I am attracted by FSD’s medical research to tame and define the unknown by challenging the edges of medical science to provide relief to people suffering from fibromyalgia and other serious illnesses,” stated Mr. Buyer.

Stephen Buyer was a member of the United States House of Representatives, serving nine consecutive terms from January 1993 to January 2011. During Congressman Buyer’s long tenure in the Congress, he served on the Committees on Veterans Affairs, Armed Services, Judiciary, Energy and Commerce Committees and also served on the Military Compensation and Retirement Modernization Commission. He is presently the Managing Partner of the 10-Square Solution, LLC, focusing on business development, mergers and acquisitions, and representation before the federal government.

Congressman Buyer served as Chairman of the Committee on Veterans Affairs for the 109th Congress, as well as the Ranking Minority Member for the 110th and 111th Congresses. He centralized the VA’s IT architecture and was named to the Federal IT top 100. Congressman Buyer also served on the House Armed Services Committee from 1993 to 2001, including as Chair of the Subcommittee on Military Personnel in the 105th and 106th Congresses. He founded and co-chaired the National Guard and Reserve Components Caucus. He created the renewable energy portfolio for the Department of Defense and Veteran Affairs. He was the architect of TRICARE For Life and authored the U.S. military’s pharmacy redesign. His other Congressional assignments included service on the Health, Energy, and Technology subcommittees of the Committee on Energy and Commerce from 2001 to 2010, where he assisted in creating Medicare Part D, authored the electronic pedigree pharmaceuticals distribution system, served as a House Conferee on the Telecommunications Act of 1996, and lead the Congressional effort to reorganization of the U.S. Olympic Committee. He also served the House Committee on Judiciary from 1993 to 1999.

Congressman Buyer, as an Army Reserve officer, served four years on active duty, including a tour of duty in Iraq during the first Gulf War (1990-91) where he was awarded the Bronze Star as an Operational Law Judge Advocate. Prior to JAG, he was a Medical Service Corps Officer for 4 years. Congressman Buyer, after 30 years of service, retired with the rank of Colonel in the U.S. Army Reserve Judge Advocate General Corps.

Prior to his tenure in the United States Congress, Congressman Buyer served as a Special Assistant United States Attorney, Indiana Deputy Attorney General, and engaged in a private law practice.

Congressman Buyer is a distinguished military graduate of The Citadel in 1980 with a B.S. degree, and received his J.D. from Valparaiso University School of Law in 1984. He is a member of the Indiana and Virginia state Bars.

In addition, FSD is pleased to announce that its Board of Directors has approved the Consolidation on a 1:201 basis. Effective October 16, 2019, with a record date of October 17, 2019, the Company expects to begin trading the Class B Shares on the Canadian Securities Exchange on a post-Consolidation basis under its existing name and ticker symbol. The new CUSIP and ISIN for the Class B Shares are 35954B206 and CA35954B2066, respectively.

The Company currently has 1,582,966,252 Class B Shares outstanding and the Consolidation will reduce the issued and outstanding Class B Shares to approximately 7,874,809 Class B Shares. The Consolidation was approved by FSD shareholders at the Company’s special meeting held on January 22, 2019, and will allow the Company to continue to pursue the listing of the Class B Shares on a major U.S. exchange.

The Company will not be issuing fractional post-Consolidation FSD Shares in connection with the Consolidation. Where the Consolidation would otherwise result in a shareholder being entitled to a fractional FSD Share, the number of post-Consolidation FSD Shares issued to such holder of FSD Shares shall be rounded down to the nearest whole number of FSD Shares. In calculating such fractional interests, all FSD Shares held by a beneficial shareholder shall be aggregated.

A letter of transmittal with respect to the Consolidation will be mailed to registered shareholders of the Company. All registered shareholders with physical certificates will be required to send their certificates representing pre-Consolidation FSD Shares along with a completed letter of transmittal to the Company’s transfer agent, Computershare Investor Services Inc. (“Computershare”), in accordance with the instructions provided in the letter of transmittal. Additional copies of the letter of transmittal can be obtained through Computershare. All shareholders who submit a duly completed letter of transmittal along with their pre-Consolidation FSD Share certificate(s) to Computershare will receive a post-Consolidation share certificate. Shareholders who hold their FSD Shares through a broker or other intermediary and do not have FSD Shares registered in their name will not need to complete a letter of transmittal.

The exercise or conversion price and the number of FSD Shares issuable under any of the Company’s outstanding warrants and stock options will be proportionately adjusted to reflect the Consolidation in accordance with the respective terms thereof. After the Consolidation, there will be approximately 1,033,782 stock options and warrants to purchase 576,499 Class B Shares outstanding.

The Class A Shares will also be consolidated on a 1:201 basis, such that post-Consolidation there will be 72 Class A Shares issued and outstanding, each Class A Share representing 276,660 votes on all matters. Based on the current issued and outstanding number of FSD Shares, the Class A Shares collectively represent approximately 72% of the voting rights.

Cresco Labs Receives First Adult-Use Cultivation Approvals Granted In Illinois

ILLINOIS: Cresco Labs, one of the largest vertically integrated multistate cannabis operators in the United States, today announced that its three cultivation facilities in the state of Illinois have been approved for growing adult-use cannabis by the Illinois Department of Agriculture. The three facilities, located in Joliet, Kankakee and Lincoln, can represent a total combined cultivation space at completion of 630,000 square feet per Illinois state regulations.

Cresco-Logo_Blue“We are very pleased to receive the first adult-use cultivation approvals granted in Illinois, which speaks to our continued success in efficiently executing on our strategic priorities,” said Cresco Labs CEO and Co-founder Charlie Bachtell. “The approval of our cultivation facilities is a key milestone in our preparation for the legalization of recreational cannabis in Illinois on January 1, 2020. As the only operator with three cultivation facilities in Illinois – the maximum number allowed in the state – we will have the scale and capacity to effectively capitalize on the dramatic increase in demand for cannabis expected next year. We continue to have the leading share of the Illinois medical-use cannabis market, and we believe the exceptional progress we have made this year to expand our cultivation capacity and retail dispensary network in Illinois will position Cresco Labs to be the market leader in recreational cannabis as well.”

 

CannTrust Discloses Notice Of Licence Suspension

CANADA: CannTrust Holdings has announced that it received late this morning a Notice of Licence Suspension under section 64(1) of the Cannabis Act. The Notice cites the Company’s previous non-compliance with certain requirements of the Cannabis Act and the regulation made thereunder in respect of the matters that the Company has been discussing with Health Canada.

CannTrust logoThe Notice states that Health Canada has suspended CannTrust’s authority to produce cannabis, other than cultivating and harvesting, and to sell cannabis. As such, the Notice constitutes a partial suspension of the Company’s licence for standard cultivation and a full suspension of its licences for standard processing, medical sales, cannabis drugs and research issued under the Cannabis regulations. While the suspension remains in effect, CannTrust will be permitted to cultivate and harvest existing lots or batches previously propagated, as well as conducting ancillary activities to those lots, including drying, trimming and milling. During the suspension, CannTrust may not propagate new lots or batches of cannabis or engage in the sale or distribution of cannabis.

The Notice states that Health Canada will reinstate CannTrust’s licences under section 64(4) of the Cannabis Act if the reasons for the suspension no longer exist or if CannTrust demonstrates that the suspension was unfounded.  The Notice also states that Health Canada considers that implementation of the following measures could potentially address the public health and safety risks that contributed to Health Canada’s decision to issue the Notice:

  • Measures to ensure that cannabis will be produced and distributed only as authorized, including measures to control the movement of cannabis in and out of CannTrust’s site;

  • Measures to recover cannabis that was not authorized by CannTrust’s licence;

  • Measures to improve key personnel’s knowledge of, and compliance with the provisions of the Act and the Regulations that apply to CannTrust; and,

  • Measures for improving the manner in which records are kept, including a plan to improve the inventory tracking, and any interim measures to ensure that information provided to Health Canada can be reconciled.

The Company’s management and Board of Directors are reviewing the Notice with the Company’s counsel and other advisors.

Over the past two months, the Company has moved swiftly to assess and address Health Canada’s concerns, including areas of operational non-compliance. The Company remains committed to being in full regulatory compliance.

TerrAscend Completes Acquisition Of Ilera Healthcare

Expands licensed cannabis footprint to four U.S. states, in addition to global reach into Canada and Europe

CANADA: TerrAscend, the first and only global cannabis company licensed for sales in Canada, the US, and the EU, announced it has closed on its previously announced acquisition of Pennsylvania-based Ilera Healthcare, one of five permitted vertically-integrated cannabis cultivator, processor, and dispensary operators in the state. With the completion of this transaction, TerrAscend’s licensed cannabis footprint expands to four U.S. states, in addition to its global reach into Canada and Europe.

“As one of only 5 holders of Super Licenses in a limited license state with approximately 13 million people, Ilera is an ideal partner for TerrAscend to enter the Pennsylvania market with,” said Matthew Johnson, President of TerrAscend Corp., and TerrAscend USA, Inc. “We welcome Greg and the rest of the Ilera team to the TerrAscend family, and we look forward to partnering together as we continue to build the leading North American Operator (NAO) in the cannabis space.”

Greg Rochlin, CEO of Ilera, said, “By combining forces with TerrAscend, we see clear opportunities ahead for our stakeholders, employees and patients. We look forward to accelerating the growth of Ilera’s brands and formulations by leveraging TerrAscend’s platform in other markets. I can’t wait to introduce our wholesale customers and patients to the California-born Valhalla and State Flower brands, as well as Haven Street, a leading premium Canadian brand.”

Osagie Imasogie, Chairman of the Board for Ilera Healthcare added, “We know that Ilera’s original mission to deliver consistent premium cannabis medicines to patients throughout Pennsylvania will be carried on by TerrAscend, who shares our culture, and above all, our commitment to the highest standards of quality and patient service.”

Ilera currently operates a retail dispensary in Plymouth Meeting, PA, with plans to open two additional dispensary sites in the Philadelphia area within the next six months. The operations include a 67,000 square foot site for cultivation and processing in Waterfall, PA with planned expansion to over 120,000 square feet in 2020. In addition to selling its products in its own dispensary, Ilera distributes its dried flower, concentrates, tinctures, and topicals to over 60 dispensaries throughout Pennsylvania. Ilera’s current revenue run-rate is over US$43 million1, up from total sales in 2018 of less than US$8 million1. For more information about Ilera Healthcare.

The Pennsylvania medical marijuana program has more than 180,000 registered patients and 20,000 registered caregivers as of August 2019, and covers 23 qualifying medical conditions including anxiety disorders, cancer, and opioid use disorder3. Those seeking more information about Pennsylvania’s medical marijuana program can visit www.medicalmarijuana.pa.gov.

Transaction Details: The transaction closed at previously disclosed terms.

TerrAscend reiterates its current 2019 guidance of revenue in excess of C$141 million, which includes contribution from the Ilera transaction and pending disclosed transactions, as previously announced on August 22, 2019.

Tilray And Privateer Sign Definitive Agreement To Extend Lock-up And Provide For Orderly Distribution Of 75 Million Tilray Shares Held By Privateer

CANADA: Tilray, a global leader in cannabis research, cultivation, production, and distribution, today announced that it has signed a definitive merger agreement with its largest stockholder Privateer Holdings, Inc. for a transaction that will extend the lock-up on and provide for the issuance of up to 75 million Tilray shares to Privateer’s equity holders (and the cancellation of the 75 million shares currently owned by Privateer). These shares currently represent 77 percent of Tilray’s total shares outstanding. Tilray and Privateer previously announced the signing of a non-binding Letter of Intent for this transaction on June 10, 2019.
 
Under the terms of the definitive agreement, the parties will effect a downstream merger of Privateer with and into a wholly-owned subsidiary of Tilray, with the Tilray subsidiary surviving the merger, and the issuance by Tilray to Privateer equity holders of newly issued and registered shares of Tilray common stock and options to purchase shares of Tilray common stock in an aggregate amount equal to the number of Tilray common shares currently held by Privateer. As set forth in the definitive agreement, at its sole election (to be made prior to closing), Tilray may pay a portion of the merger consideration in cash in lieu of issuing an equivalent number of shares of Tilray.  All Tilray shares held by Privateer and all outstanding Privateer stock will be cancelled upon consummation of the merger.
 
Tilray was originally incubated and financed by Privateer as one of its wholly-owned operating subsidiaries before closing a Series A round of capital in February 2018 and then becoming the first cannabis producer to complete an Initial Public Offering (IPO) on a major U.S. stock exchange in July 2018. Earlier this year, Privateer distributed its ownership of its three other operating subsidiaries unrelated to Tilray directly to Privateer stockholders, leaving no material assets in Privateer other than the 75 million shares it currently holds in Tilray.
 
Pursuant to the terms of the definitive merger agreement, each Privateer equity holder who receives the shares of Tilray stock in the merger will be subject to a lock-up allowing for the sale of such shares only under certain circumstances over a two-year period. During the first year following the closing of the merger, shares will be released only pursuant to certain offerings or sales arranged by and at the discretion of Tilray. At the end of the first year, to the extent not already released as a result of any cash paid at closing and/or the aforementioned offerings or sales, 50 percent of the total shares subject to the lock-up will be released. Over the course of the second year following closing, the remaining shares will be subject to a staggered release in equal quarterly increments. 
 
Mark Castaneda, Chief Financial Officer of Tilray, said: “We appreciate the long-term confidence that Privateer has in the Tilray business and we look forward to having their investors as part of our stockholder base. We believe this transaction will give Tilray greater control and operating flexibility, while allowing us to effectively manage our public float.”
 
Michael Blue, Managing Partner of Privateer, said: “We are pleased to sign this agreement with Tilray, which we believe will maximize overall returns for our visionary investors in a tax-efficient manner while giving Tilray the operating flexibility it needs to continue to be a leader in the rapidly emerging global cannabis industry.”
 
In accordance with the terms of the transaction, the 16.7 million shares of Tilray Class 1 Common Stock (which have ten (10) votes per share) will be issued to Brendan Kennedy, Christian Groh and Michael Blue, the cofounders of Privateer, as part of their proportionate share of the merger consideration, with the remainder of the stock merger consideration being Tilray Class 2 Common Stock (which have one (1) vote per share). The merger agreement provides that $125 million worth of Tilray Class 2 Common Stock will be held in escrow for 18 months following the closing of the transaction to secure any potential indemnification claims, with the initial 50 percent of such escrow being withheld from all Privateer stockholders on a pro rata basis, and the remaining 50 percent coming solely from the Privateer cofounders.
 
The transaction has been unanimously approved by each of the Special Committee of Tilray’s Board of Directors (comprised of independent directors) and Privateer’s Board of Directors. The merger and the transactions contemplated in connection therewith will be consummated only if all conditions to closing set forth in the merger agreement are satisfied, including the requisite approval of the merger by the stockholders of Privateer and Tilray. Both parties intend to complete the transaction as expeditiously as possible.
 

Cresco Labs Announces Increased Profitability In Q2 2019 With Revenue Growth Of 253% Year-Over-Year and 42% Quarter-Over-Quarter

ILLINOIS: Cresco Labs, one of the largest vertically integrated multi-state cannabis operators in the United States, today released its unaudited financial results for the second quarter ended June 30, 2019. All financial information presented in this release is in U.S. dollars, unless otherwise noted.

Cresco-Logo_Blue

Second Quarter 2019 Highlights and Subsequent Events

Revenue

  • Second quarter revenue of $29.9 million, up 253% year-over-year and 42% quarter-over-quarter.
  • Second quarter pro forma revenue1 increased 55% quarter-over-quarter to $52.7 million, which includes the impact of pending acquisitions and investments.

EBITDA

  • Second quarter Adjusted EBITDA2 of $14.5 million, compared to $4.8 million in the prior-year period. Excluding the impact of biological assets, adjusted EBITDA for the second quarter was $2.3 million.
  • Second quarter 2019 financial results included $3.2 million related to share-based incentive compensation, acquisition and other non-recurring costs of $3.2 million and $0.7 million in one-time charges related to the Company’s expansion in California.

Net Income

  • Second quarter net loss of $3.9 million, compared to net income of $1.6 million in the prior-year period.

Balance Sheet

  • As of June 30, 2019, the Company had total assets of $355.0 million, including cash and cash equivalents of $61.1 million and a working capital position of $128.7 million with zero debt on the balance sheet.

Operations

  • The Company is operational in seven U.S. states, with binding transactions pending in New York, Massachusetts and Florida, as well as approved expansion into Michigan.
  • The Company expects its acquisition of Origin House to close during the fourth quarter of 2019, which greatly expands its distribution network in California.
  • Cresco received regulatory approval for its acquisition of Valley Agriceuticals, LLC., providing the Company with one of 10 vertically integrated licenses granted in the State of New York.

Talent

  • Continued hiring top talent including a new Chief Information Officer and a new Chief People Officer, bringing total staff headcount to approximately 1,400 employees at the end of the second quarter of 2019, including pending acquisitions.

Management Commentary

“We delivered an outstanding quarter that reflects the leading positions we have established in some of the most attractive markets in the cannabis industry,” said Charles Bachtell, Co-founder and CEO of Cresco Labs. “We are seeing accelerating revenue growth driven primarily by market share gains and strong trends in registered patients in our established markets of Illinois and Pennsylvania, as well as our expanded presence and distribution in California. As we scale our operations in our established markets, we are seeing the positive impact on gross profit margin that we projected. The higher revenue and margins helped to drive a substantial increase in Adjusted EBITDA compared to the prior quarter.

“While our increasing profitability demonstrates our ability to effectively execute and leverage the attractive model we have developed, we continue to operate with a long-term perspective and make investments to position Cresco Labs to lead the cannabis industry in the years to come. We are transforming the retail cannabis experience with the national rollout of our Sunnyside* dispensaries, expanding into the CBD market with the launch of our WellBeings product line, and expanding our cultivation and retail operations in Illinois to capitalize on adult-use legalization beginning in 2020. As we continue to capitalize on the strong organic growth trends in our current markets and complete our pending acquisitions of Origin House and VidaCann, we expect to deliver continued improvement in revenue and profitability, resulting in further value being created for our shareholders,” said Mr. Bachtell.

Financial Results for the Second Quarter Ended June 30, 2019 (Unaudited)

Revenue for the second quarter of 2019 was $29.9 million, an increase of 253% compared to revenue of $8.5 million for the second quarter of 2018. The increase in revenue was driven by expansion into new markets and continued growth in the states where the Company operates. Second quarter 2019 revenue increased 42% compared to $21.1 million for the first quarter of 2019, primarily driven by higher revenue generated in Pennsylvania, Illinois and California. On a pro forma basis, revenue for the second quarter of 2019 increased 55% from the first quarter of 2019 to $52.7 million, which includes the impact of pending acquisitions and minority investments.

Second quarter 2019 operational gross profit2, before the impact of biological assets accounting, was $14.4 million, or 48.1% of revenues, compared to $9.4 million, or 44.6% of revenues, for the first quarter of 2019. The improvement in operational gross profit margin was driven by greater scale in the Company’s established markets, increasing efficiencies in cultivation, processing and packaging, partially offset by the impact of initial costs associated with expansion into newer markets like California, Ohio and Arizona, where the Company expects to see higher margins as these operations continue to scale.

Total expenses for the second quarter of 2019 were $20.6 million, compared to $3.2 million for the prior year period. Total expenses in the second quarter of 2019 included $3.0 million in expenses related to share-based incentive compensation, $3.2 million in acquisition and other non-recurring costs and $0.9 million of depreciation and amortization. The balance of the increase represents investments made in talent and operational infrastructure to support the Company’s continued revenue growth.

Net loss for the second quarter for 2019 was $3.9 million, compared to net income of $1.6 million for the prior-year period. Current period net income included income tax expense of $5.6 million, primarily driven by discrete tax items related to the legal close of the acquisitions of MedMar Inc. and PDI Medical.

Adjusted EBITDA for the second quarter of 2019 was $14.5 million, compared to $4.8 million for the prior-year period. Excluding the net impact of the fair value of biological assets, Adjusted EBITDA for the second quarter of 2019 was $2.3 million.

Balance Sheet and Liquidity

As of June 30, 2019, the Company had total assets of $355.0 million, including cash and cash equivalents of $61.1 million and a working capital position of $128.7 million with zero debt on the balance sheet. Use of cash in the second quarter of 2019 included significant investments in the expansion of cultivation, processing and retail facilities in the Company’s existing markets, payments for the legal close of the MedMar Inc. and PDI Medical acquisitions, and funding provided to pending acquisitions to drive the continued development of facilities.

Conference Call and Webcast

The Company will hold a conference call and webcast to discuss its business and financial results on Wednesday, August 21, 2019 at 5 p.m. Eastern Time. The conference call may be accessed via Cresco’s investors website at investors.crescolabs.com or by dialing 866-688-4235 (409-216-0711 for international callers) and entering conference ID 3385937. Archived access to the webcast will be available for one year on Cresco’s investors website.

Consolidated Financial Statements 

The financial information reported in this news release is based on unaudited management prepared financial statements for the three and six months ended June 30, 2019. The Company will file its condensed interim consolidated financial statements on SEDAR by August 29th, 2019. Accordingly, such financial information may be subject to change. All financial information contained in this news release is qualified in its entirety with reference to such financial statements. While the Company does not expect there to be any material changes, to the extent that the financial information contained in this news release is inconsistent with the information contained in the Company’s financial statements, the financial information contained in this news release shall be deemed to be modified or superseded by the Company’s financial statements. The making of a modifying or superseding statement shall not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation for purposes of applicable securities laws. Further, the reader should refer to the additional disclosures in the Company’s audited financial statements for the year ended December 31, 2018, previously filed on SEDAR.

Cresco references certain non-IFRS financial measures throughout this press release, which may not be comparable to similar measures presented by other issuers. Please see the “Non-IFRS Financial Measures” section at the end of this press release for more detailed information.