Inner Spirit Holdings (ISH) Corporate Presentation

Transcription

1 Inner Spirit Holdings (ISH) Corporate Presentation August 2018

2 LEGAL DISCLAIMER. The information provided herein is not intended to provide financial, tax, legal or accounting advice. This Corporate Presentation and the contents herein do not constitute or form part of any advertisement, any offer to sell or any solicitation of an offer to buy or subscribe for securities of Inner Spirit Holdings Ltd. (the Company of Inner Spirit or ISH ) or represent an intention to induce any person to make an investment in the Company or to assist any person in the making of an investment decision. This Corporate Presentation and the contents herein shall not form the basis of or be relied on in connection with, or act as any inducement to enter into, any contract or commitment whatsoever. This Corporate Presentation includes statistical information that the Company has obtained from independent industry publications, government publications, market research reports and other published independent sources. Such publications and reports generally state that the information contained therein has been obtained from sources believed to be reliable. Although the Company believes these publications and reports to be reliable, it has not independently verified any of the data or other statistical information contained therein, nor has it ascertained or validated the underlying economic or other assumptions relied upon by these sources. The Company has no intention and undertakes no obligation to update or revise any such information or data, whether as a result of new information, future events or otherwise, except as, and to the extent required by applicable securities laws. Readers should also be advised that the watch, sunglasses and related accessories business of the Company is carried out through its wholly-owned subsidiary, WATCH IT! Consolidated Ltd., and any reference herein to WATCH IT! is a reference to such subsidiary. FORWARD LOOKING INFORMATION This Corporate Presentation contains forward-looking statements and forward-looking information (collectively, forward-looking information ) within the meaning of applicable securities legislation. Forward-looking information in this Corporate Presentation include, but are not limited to, statements or information with respect to: the Company s intended strategy; the Company s ability to execute its strategy and ensure success; the expected legalization of recreational cannabis; market expectations; intended products, delivery systems and partnerships; and other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Actual results, performance or achievement could differ materially from that expressed in, or implied by, any forward-looking information in this Corporate Presentation, and, accordingly, readers of this Corporate Presentation should not place undue reliance on any such forward-looking information. Forward-looking information involves significant risks, assumptions, uncertainties and other factors that may cause actual future results or anticipated events to differ materially from those expressed or implied in any forward-looking statements and accordingly, should not be read as guarantees of future performance or results. Forward-looking information involves numerous risks and uncertainties including, but not limited to, the ability of management to execute its business strategy, objectives and plans; that the Company will have sufficient capital to fund its business plans; general economic and business conditions; changes to laws, regulations, rules, rulings, policies, procedures and other instruments applicable to the Company and its business; the risk of disruptions to the Company s supply chain; risks associated with the Company s reliance on key personnel; and changing consumer sentiments. Forward-looking information contained in this Corporate Presentation is based on the Company s current estimates, expectations and projections, which the Company believes are reasonable as of the current date. The Company can give no assurance that these estimates, expectations and projections will prove to have been correct. Historical statements should not be taken as a representation that such trends will be replicated in the future. No statement in this Corporate Presentation is intended to be nor may be construed as a profit forecast. FUTURE-ORIENTED FINANCIAL INFORMATION This Corporate Presentation also contains future-oriented financial information and financial outlook information (collectively, FOFI ) including, but not limited to, prospective annual revenue, prospective net profit, prospective system wide sales, and components thereof, all of which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth in the above paragraphs. FOFI contained in this Corporate Presentation was made as of the date of this Corporate Presentation and was provided for the purpose of providing information about management s current expectations and plans relating to the future, and for certain illustrative purposes. The Company disclaims any intention or obligation to update or revise any forward looking statements or FOFI contained in this Corporate Presentation, whether as a result of new information, future events or otherwise, unless required pursuant to applicable securities law. Readers are cautioned that the forward-looking information and FOFI contained in this Corporate Presentation should not be used for purposes other than for which it is disclosed herein. The forward-looking statements and FOFI contained in this Corporate Presentation are expressly qualified by this cautionary statement. THIS CORPORATE PRESENTATION MAY NOT BE REPRODUCED, FURTHER DISTRIBUTED OR PUBLISHED IN WHOLE OR IN PART WITHOUT WRITTEN PERMISSION FROM THE COMPANY. AUGUST

3 The start of something incredible. Inner Spirit Holdings Ltd. is applying a successful franchise and retail model to the anticipated recreational cannabis industry. It has already achieved significant milestones, including entering into strategic partnerships, procuring and making investments, and developing a growing portfolio of proprietary brands. With a group of over 100 franchise partners, and corporate retail cannabis locations in various stages of development, Inner Spirit Holdings is positioned to be a leader in the recreational cannabis industry. AUGUST

4 The Canadian legal recreational cannabis market is expected to generate up to $4.34 billion in sales in Source: Deloitte Recreational 2018 Cannabis Report F O R I L L U S T R AT I O N P U R P O S E S O N LY The average retail sales of the top 50 dispensaries in the state of Washington for the month of February 2018 was $550,506 which extrapolates to approx. $6,606,072 per year, per dispensary. S o u r c e : www d a t a. c o m AUGUST

5 The Inner Spirit Strategy Build an iconic Canadian brand and a chain of recreational dispensaries across Canadian jurisdictions where private distribution of cannabis is legalized. Sell select brands together with our proprietary licensed brands through our own retail network and other distribution channels. Utilize a low CAP X franchise and streaming strategy to maximize ROI and scalability. Franchising to maximize ROI Franchise fees, royalties, sales of house brands, and supplies for a variety of revenue streams. Franchisees cover build-out costs; pay upfront $25,000 franchise fee (includes employee training and services to set up a turnkey operation). Franchisees pay 5% royalty on gross sales, and additional 1% of gross sales to Spiritleaf s advertising fund. Franchisees source product from Inner Spirit s licensed providers to access top suppliers and benefit from strategic partnerships. * *Subject to applicable laws and regulations in the applicable jurisdictions and subject to applicable changes. AUGUST

6 The Retail Brand SPIRITLEAF INITIALS TEXTURE + OF A LEAF + A CHANGE OF PERSPECTIVE A positive force that enlightens - much like the products we offer. Spiritleaf is about enjoying life with those who make us happy, and viewing every day as an opportunity to try something new. Breaking from norms, embracing the unexpected and sharing meaningful moments that shape who we are. Our proposed dispensaries will be a meeting place for those who value life changing experiences above material possessions. A hub for like-minded people, and the most trusted source when it comes to cannabis product quality and knowledge. AUGUST

7 The Space An open spaced opportunity to reimagine the typical retail environment of a dispensary. This concept uses more contemporary motifs, but balances the inherent starkness with personable illustration as well as accenting greenery. The Brand Spiritleaf values an inclusionary approach to the recreational cannabis retail experience: its stores will offer an impressive selection of products, knowledgeable staff and a welcoming and comfortable environment. AUGUST

8 The Goods FLOWERS / PRE-ROLLS / OILS & EXTRACTS We plan to source, create and curate quality cannabis brands. The Spirit Joint Disposable Vaporizer Our marquee product. Anticipated to be one of the most discreet, disposable vaporizers on the recreational cannabis market. 150 puffs of pure CO2 cannabis oil. No smell, no lighter, no charging, no prep, no hassle. AUGUST

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10 FROM FARM TO TOKE Supporting local growers, their brands and values. Through our partnerships with Auxly and UP Cannabis, and strategic investment with Sugarbud, we have relationships and a stream of supply available from premium producers to promote their brands and provide the inputs for our propriety house brands. AUGUST

11 Where we ve come from, where we re going. Experience comes with time. Success comes with passion. ISH brings 20 years of franchise, branding, retail, marketing, and real estate experience to the proposed recreational cannabis market. ISH provides a platform to invest in a proven revenue-generating business model combined with an opportunity to participate in Canada s lproposed emerging recreational cannabis market.. RETAIL / INFRASTRUCTURE / SYNERGIES AUGUST

12 RETAIL & FRANCHISE First Cannabis company to receive membership in the Canadian Franchise Association Best in class retail experience Over 100 franchise partnerships entered into with local entrepreneurs Corporate stores and joint ventures $10m+ existing system wide sales with stores across Canada Infrastructure & expertise Award winning experienced retail & franchise teams Cash flow Diversification and PROPERIETARY BRANDS SPIRIT JOINTS INVESTMENTS 674,418 shares 1,250,000 warrants 1,442,308 shares 1,125,000 warrants AUGUST

13 Meet the Team PRESIDENT & CEO Darren Bondar As president and CEO of ISH, Darren is responsible for the overall direction and business development of the company. He is an award winning retailer and franchisor with over 20 years of experience in the branding, consumer retail and franchising industries. He works with a dedicated and talented team of professionals. Cecil Horwitz Business Development Chris Gulka CFO Christine Kitz Operations Jeremy Lee Finance at Spirit Leaf Nami Seyfollahy Finance at WATCH IT! Alisa Kuzmina Creative Director Chris Ostafie Alberta Regional Manager Courtney Richer Franchise Relations Jackie Dosne Interior Design Coordinator Jennifer Matus BC Regional Manager Robert Verbuck Legal Nathan Noble National Training Coordinator AUGUST

14 Board of Directors Darren Bondar Trailblazer. Creator. Collaborator. Founder. Darren is the President and CEO of Inner Spirit Holdings Ltd and the company is lead by his determination, strategic planning and creativity - not just for thinking outside the box, but for creating a whole new box! With an uncanny knack for surrounding himself with the best and the brightest, Darren has a proven executive management track record and over 20 years experience driving sales growth in both the retail and franchise industries. Prior to Inner Spirit Holdings, Darren founded the WATCH IT! brand in 1999 that ballooned across Canada and employed over 200 team members. Darren has an MBA and has been recognized with multiple industry awards including Top 40 Under 40, a Henry Singer Retail recognition and a Canadian Franchise Award of Excellence. David B. Margolus Counsel to, and former Managing Partner of Witten LLP. Served on the boards to the Edmonton Regional Airports Authority and TSX-listed Liquor Stores N.A. Ltd., PowerComm Inc. and XS Cargo Income Fund. He holds a Bachelor of Arts and a Bachelor of Laws Degrees from the University of Alberta, and Directors Education Program of the Institute of Corporate Directors. William Macdonald President of Bilmac Resources, and since 2001, represented a Toronto Family Office focused on start-up funding. Served on boards of several private, and TSXV-listed companies. Currently on the Board of Grunewahl Organics, a private company that is a Health Canada Pre-Licensed Applicant, SugarBud Resources Ltd., a public company listed on the TSX Venture Exchange. Craig Steinberg Most recently partner in Miller Thomson LLP s banking and real estate group. >10 years experience as private mortgage banker and corporate counsel to a private lender. Law Society of Alberta, Canadian Bar Association and Real Estate Council of Alberta member. Jeff Tung, CFA Jeff is CFO & COO of Cannabis Wheaton Income Group, Canada s leading cannabis investment company. Prior to joining Wheaton, Jeff was the co-founder of CPS Management Partners, where he led the acquisition of multiple businesses in the insurance administration industry. Jeff has managed more than USD $3 billion of deals in the Telecom, Banking, Insurance and Technology industries. Jeff holds an MBA from the Richard Ivey School of Business, graduating at the top of his class as well as a Bachelors of Computer Engineering from the University of British Columbia. Larry Wosk Larry Wosk has been lecturing at the Sauder School of Business at UBC for over 15 years. His areas of concentration are strategic management, international business, real estate, and marketing. Larry commenced his teaching career after working for over 27 years in senior management and President and Chief Executive Officer in several industries including, retailing, real estate development, hospitality and consulting. During that time, he ran several companies, the largest of which had over 1100 employees. Christopher Gulka Christopher sits on our Board of Directors and works for our company as Chief Financial Officer. Christopher is a CPA and CFA with over 26 years of business experience. He has sat as President of Working Capital Corporation since 1999 and is a former financial analyst at the Alberta Securities Comission. In addition, Christopher founded, and was the CFO and director of Passport Energy Ltd., and the CFO of Rochester Energy Corp. Christopher brings meticulous attention to detail, a high level of oversight and a thorough understanding of IFRS to ensure accurate financial reporting. AUGUST

15 Corporate Highlights March 16, 2017 June 16, 2017 November 21, 2017 January 8, 2018 January 18, 2018 ISH Formed CFA Membership Granted 55 Recreational Cannabis Franchise Agreements Signed Auxly Grenville Strategic Royalty Corp. Inner Spirit Holdings Ltd. was founded in Calgary, AB. Spiritleaf is first and only cannabis company granted entry into CFA. ISH announces that it has signed fifty-five recreational cannabis franchise agreements. ISH announces crossinvestment and strategic alliance with Auxly (TSXV:XLY), which closes on February 6, Grenville (TSXV:GRC) converts WATCH IT! royalty into $1M equity investment in ISH. January 29, 2018 February 6, 2018 April 12, 2018 June 4, 2018 July 31, 2018 Retail Store Concept 100th Franchise and $4.5M Equity Files Preliminary Prospectus for Initial Public Offering Inner Spirit Holdings Ltd. is Honored to Support the Gord Downie & Chanie Wenjack Fund Inner Spirit Holdings Ltd. Closes IPO Spiritleaf unveils its concept retail store design. ISH grants its 100th franchise and completes its $4.5 million private placement equity financing.* ISH files Preliminary Prospectus for IPO. ISH files Final Prospectus for IPO on June 4, ISH announces its support of the Gord Downie & Chanie Wenjack Fund (DWF) via a fiveyear charitable commitment and the establishment of a DWF Legacy Room. This support is part of an ongoing agreement to collaborate with Newstrike Resources Ltd. & Up Cannabis. ISH closes IPO on maximum gross proceeds of $3,750,000 and issued 25,000,000 Units. Its common shares began trading on August 1, 2018 on the CSE under the symbol ISH. * Includes Auxly s $350,000 equity investment on January 8, 2018, Auxly s additional $150,000 equity investment on February 6, 2018, and Grenville s $1M equity investment on January 18, AUGUST

16 Share Capital As At August 6, 2018 ISSUED AND OUTSTANDING 172,941,177 WARRANTS 43,691,177 OPTIONS GRANTED 9,125, ,757,354 AUGUST

17 Headquarters #102, nd Street SW Calgary, AB T2H 1Y6 Contact