Invictus MD announces definitive option agreement with Late Stage Applicant under the ACMPR

Posted on Categories: Investor Relations

VANCOUVER, BC, February 24, 2017 – INVICTUS MD STRATEGIES CORP. (“Invictus MD” or the “Company”) (CSE: IMH; OTC: IVITF; FRA: 8IS) is pleased to announce that further to its news release dated February 7, 2017 it has successfully entered into a definitive option agreement with a Late Stage Applicant (“OptionCo”) under the Access to Cannabis for Medical Purposes Regulations (“ACMPR”) to acquire 100% of the outstanding shares of OptionCo from its current shareholders (the “Vendors”).

OptionCo had its Pre-license from Health Canada in early January 2017 and expects to receive a license to cultivate under the ACMPR in short order.

OptionCo has built 60,000 square feet of secured perimeter for its current production facility located on 150 acres (the “Property”) in the Province of Alberta. OptionCo has already submitted plans for additional buildings on the Property including a 30,000 square foot facility. Assuming OptionCo receives the requisite regulatory approval to cultivate, OptionCo has future expansion plans on the 150 acre Property to establish itself as a leader in the Canadian cannabis industry.

The Option will be exercisable at the sole option of Invictus MD within 30 days after OptionCo receives its license to cultivate under the ACMPR. The exercise price of the Option will be payable to the Vendors as follows: (i) cash payment of CDN$4 million; (ii) issuing 21 million common shares; and (iii) issuing 3 million warrants with an exercise price of $1.50 per warrant, of which: 1 million warrants will expire in 6 months following the date the Option is exercised; 1 million warrants will expire in 12 months following the date the Option is exercised, and 1 million warrants will expire in 18 months following the date the Option is exercised.

The Vendors stated, “OptionCo has built 60,000 square feet of secured perimeter for its current purpose-built production facility located on 150 acres. We have already submitted plans for additional buildings on the Property as part of our phase II plans including a 30,000 square foot state-of-the-art production facility with the option to add an additional 20,000 square foot second floor. OptionCo has future phase III expansion plans for our 150-acre property, up to 3 million square feet of buildable property, which has a footprint larger than 60 football fields; OptionCo is focused on establishing itself as a leader in the Canadian cannabis industry.”

“From day one, we have been very clear: to acquire production capacity under the ACMPR is a key driver to increasing shareholder value”, said Dan Kriznic, Chairman and CEO of Invictus MD. “Given our ability to aggressively expand the commercial scale of the OptionCo property, we will make key capital investments that enable us to rapidly ramp up production capability.

With OptionCo and our combined long-term capacity from our 33.33% stake in AB Laboratories Inc., a Licensed Producer under the ACMPR, and our 33.33% stake in AB Ventures and binding LOI with PlanC BioPharm Inc., now in the late stages of the application process, we are very well positioned to become one of the largest producers of cannabis in the Canadian sector.”

According to a recent report from the consulting firm Deloitte “Recreational Marijuana – Insights and Opportunities,” the Canadian retail cannabis market is projected to be between $4.9 billion and $8.7 billion annually.  In that same report, Deloitte further estimates that satisfying the recreational cannabis market will mean producing 600,000 kilograms of marijuana annually – far more than the existing licensed producers under the ACMPR grow for medicinal purposes.

Board of Directors

The Company announces the resignation of Byron Sheppard from the board of directors in order to focus his efforts on Future Harvest. The Company wishes to thank Mr. Sheppard for his dedication and service to the Company as a valuable member of the board of directors. Mr. Sheppard will continue in his role as a director of Future Harvest.

Stock Options

The Company also announces it has granted an aggregate of 600,000 stock options to directors, officers and consultants of the Company. Each option is exercisable at a price of $1.88 per share for a period of five years.

Restatement of Financial Statements

The Company also announces it has identified certain non-cash errors in its consolidated financial statements for the year ended January 31, 2016.  The errors are related to inventory and the accounting for the acquisition of Future Harvest Development Ltd.  The Company intends to correct these errors and restate its consolidated financial statements for the year ended January 31, 2016 when it files its fiscal 2017 consolidated financial statements which are due at the end of May 2017.  The Company estimates that the errors may result in a decrease in net income of approximately $180,000 and a decrease in net earnings per share of $0.05 for the year ended January 31, 2016.

About Invictus MD Strategies Corp.

Invictus MD Strategies Corp. is focused on three main verticals within the burgeoning Canadian cannabis sector: Licensed Producers under the ACMPR including an investment in a fully licensed facility, AB Laboratories Inc.; Fertilizer and Nutrients through Future Harvest Development Ltd.; and Cannabis Data and Delivery, with its wholly owned subsidiary Poda Technologies Ltd.

For more information, please visit www.invictus-md.com.

On Behalf of the Board,
Dan Kriznic
Chairman & CEO
604-368-6437

Larry Heinzlmeir
Vice President, Marketing & Communications
604-537-8676

Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the proposed acquisition of OptionCo pursuant to the exercise of the Option, the potential production capacity of the Property and OptionCo’s expectations to receive a cultivation license under the ACMPR are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that the Company will raise sufficient funds to exercise the Option, that OptionCo will abide by and pass all regulations and inspections required under the ACMPR and be issued a cultivation license and that Health Canada will approve the required facilities to meet the anticipated production capacity of the Property. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that the proposed exercise of the Option may not occur as planned; the timing and receipt of requisite approvals and failure of the Company to raise sufficient funds to exercise the Option; OptionCo will not abide by and pass all regulations and inspections required to be issued a cultivation license under the ACMPR and Health Canada will not approve the required facilities to meet the anticipated production capacity of the Property. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial out-look that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.

Invictus MD’s Future Harvest Achieves 63% Increase In Gross Margin For The Past 7 Months

Posted on Categories: Investor Relations

VANCOUVER, BC, February 15, 2017 – INVICTUS MD STRATEGIES CORP. (“Invictus MD” or the “Company”) (CSE: IMH; OTC: IVITF; FRA: 8IS) is pleased to report that Future Harvest Development Ltd. (“Future Harvest”), of which Invictus MD currently owns 82.5%, has generated $1.423 million in revenue for the 7 months ending January 31, 2017, with a gross margin of $727,000, representing a 51% gross margin compared to the same period in the prior year gross margin of $446,000, representing a 33% margin.

Chris Pearson, Chief Revenue Officer of Future Harvest commented, “as the demand for cannabis for medical purposes under the ACMPR dramatically rises, Future Harvest is capturing that growth opportunity and we’re becoming a part of the cannabis growth story by providing specialty fertilizer and supplies for the hydroponic cultivation sector. Through several university research partnerships, we are also developing and manufacturing leading edge nutrient formulations tailored to the specific requirements of our clients.” Pearson further stated “We took full advantage of the industry’s growing demands and re-invested approximately $300,000 in a fully automated bottling line capable of handling bottle sizes of 125ml up to 4 liters, at a rate of 40 liters per minute. This addition increases our overall production efficiency by 400% and allows us to aggressively pursue the emerging market opportunities.”

“Future Harvest’s research team is ready to launch several products in Q1 2017. Utilizing our state-of-the-art pill press (patent pending), we are now able to produce water-soluble nutrient tablets for the cannabis and other sectors, thereby eliminating the need for water and salt and greatly reducing packaging and transportation costs for large-scale commercial applications. This demonstrates our commitment to the development of environmentally friendly products. This is in addition to the new Plantlife Garden & Greens product line for distribution through our large sales channels. These blue-sky initiatives position Future Harvest for highly profitable cannabis-related business opportunities. As we continue to innovate, especially within the cannabis sector, we are focused on building our brand awareness and increasing distribution volumes,” said Pearson.

Dan Kriznic, Chairman and CEO of Invictus MD commented, “Future Harvest’s recent sales success is a testament to our focused execution. Future Harvest has worked diligently over the last several years to develop and nurture their sales channels, especially in the cannabis sector. It is our firm belief that our strategy is well-placed and underpinned with innovative products and services. We remain confident in our ability to continue delivering strong results this year, and over the long term. Furthermore, we remain committed to investing in extending our product line and taking full advantage of the opportunities that the cannabis sector provides.”

About Future Harvest Development Ltd.

For over twenty years, Future Harvest has brought fertilizers, metering and monitoring equipment and other supplies for hydroponics, the indoor method of growing crops favored by the burgeoning cannabis industry,

Future Harvest’s product lines are available through leading distributors and retailers across North America, the United Kingdom and Europe and include Nutradip, Plantlife Products and Future Harvest Plastics.

About Invictus MD Strategies Corp.

Invictus MD Strategies Corp. is focused on three main verticals within the burgeoning Canadian cannabis sector: Licensed Producers under the ACMPR; Fertilizer and Nutrients through Future Harvest Development Ltd.; and Cannabis Data and Delivery, with its wholly owned subsidiary Poda Technologies Ltd.

For more information, please visit www.invictus-md.com.

On Behalf of the Board,
Dan Kriznic
Chairman & CEO
604-368-6437

Larry Heinzlmeir
Vice President, Marketing & Communications
604-537-8676

Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the timing and completion of the proposed spin-out of Future Harvest, the forecasted revenue for Future Harvest, and projections regarding the potential future value of the cannabis industry are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that the proposed spin-out of Future Harvest will occur by Spring 2016, that the Company will obtain all requisite approvals of the spin-out transaction, that current Future Harvest sales levels will be sustained and result in the generation of approximately $6-7 million in revenue for the fiscal year ending June 30, 2016, and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that the proposed spin-out may not occur by Spring 2016 as planned; the timing and receipt requisite approvals; unexpected operational difficulties (including failure of equipment, unavailability of material, industrial disturbances or job action) as well as other unanticipated events that may prevent Future Harvest from reaching gross sales targets; and failed projections notwithstanding solid research efforts. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. To the extent that the anticipated achievement of Future Harvest’s gross sales target may constitute a financial outlook within the meaning of applicable Canadian securities laws, such information has been approved by management of the Company and is provided for the purposes of providing information relating to management and Future Harvest’s current expectations and plans. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbour.

Invictus MD Announces $15,015,000 Bought Deal Private Placement of Units

Posted on Categories: Investor Relations

VANCOUVER, BC, February 10, 2017 – INVICTUS MD STRATEGIES CORP. (“Invictus MD” or the “Company”) (CSE: IMH; OTC: IVITF; FRA: 8IS) is pleased to announce today that it has entered into an agreement with Canaccord Genuity Corp. and Eventus Capital Corp. as co-lead underwriters (collectively, the “Underwriters”) pursuant to which the Underwriters have agreed to purchase, on a bought deal private placement basis 9,100,000 units of the Company (the “Units”), at a price of $1.65 per Unit (the “Offering Price”) for aggregate gross proceeds to the Company of $15,015,000 (the “Offering”).

The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 1,365,000 Units at the Offering Price, exercisable in whole or in part at any time for a period of 48 hours prior to the closing of the Offering. In the event the over-allotment option is exercised in full, the aggregate gross proceeds of the Offering will be C$17,267,250.

Each Unit will be comprised of one common share of the Company and one half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant will be exercisable to acquire one common share (a “Warrant Share”) for a period of 18 months following the closing date of the Offering at an exercise price of $2.35 per Warrant Share. The Warrants will be subject to a forced exercise provision if the Company’s daily volume weighted average share price on the Canadian Securities Exchange (or such other stock exchange the Company may be trading on) is greater than $3.75 for 10 consecutive trading days. Net proceeds from the Offering will be used for expansion plans for the Company’s assets and for general working capital purposes.

Closing of the Offering is expected to occur on or about March 2, 2017. The Offering is in the form of a bought deal private placement (i) in Canada to “accredited investors” within the meaning of National Instrument 45-106 and other exempt purchasers in each province of Canada, as agreed upon by the Issuer and the Underwriters, (ii) in the United States in accordance with exemption to the registration requirement under applicable United States securities law, and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the common shares, Warrants, Warrant Shares of the Issuer.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Invictus MD Strategies Corp.

Invictus MD Strategies Corp. is focused on three main verticals within the burgeoning Canadian cannabis sector: Licensed Producers under the ACMPR.; Fertilizer and Nutrients through Future Harvest Development Ltd.; and Cannabis Data and Delivery, with its wholly owned subsidiary Poda Technologies Ltd.

 

For more information, please visit www.invictus-md.com.

On Behalf of the Board,
Dan Kriznic
Chairman & CEO
604-368-6437

Larry Heinzlmeir
Vice President, Marketing & Communications
604-537-8676

Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation; the timing and receipt requisite approvals. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbour.

 

Invictus MD announce that AB Ventures Inc. has acquired 100 acres for future cannabis cultivation and sale under the ACMPR

Posted on Categories: Investor Relations

VANCOUVER, BC, February 9, 2017 – INVICTUS MD STRATEGIES CORP. (“Invictus MD” or the “Company”) (CSE: IMH; OTC: IVITF; FRA: 8IS) is pleased to announce that AB Ventures Inc. (“AB Ventures”), a newly incorporated company formed to develop a second licensed expansion facility through it’s common ownership with AB Laboratories Inc. (“AB Labs”), a Licensed Producer under the Access to Cannabis for Medical Purposes Regulations (“ACMPR”), has acquired 100 acres in Hamilton, Ontario, for cannabis cultivation and sale under the ACMPR.

The land acquisition, worth $1,650,000 CDN, is scheduled to close on May 1, 2017 and will be used for future cannabis cultivation once licensed under the ACMPR. Plans to construct five production facilities on the new land totaling 100,000 square feet will be completed by 2019. AB Labs is licensed for cultivation under the ACMPR and maintains a 16,000 square foot facility located in Hamilton, Ontario.

AB Ventures plans to initially construct 42,000 square feet using the $5.5 million committed from Invictus MD. The entire 100 acres will be available for future expansion. Deloitte, a well-respected consulting company, recently published a survey that suggested the Canadian retail cannabis market would be worth between $4.9 billion and $8.7 billion annually. Additionally, the market for marijuana products and services – including growers, testing labs, lighting, and security systems – would increase that number to between $12.7 billion and $22.6 billion. Once taxes, licensing fees, and weed-related tourism are factored in, the market could be even greater than $22.6 billion. The consulting firm further estimates that satisfying the recreational cannabis market will mean producing 600,000 kilograms of marijuana annually – far more than the existing 38 licensed producers grow for medicinal purposes.

Dan Kriznic, Chairman and CEO of Invictus MD, commented, “This is a tremendous milestone for Invictus-MD and its shareholders. Breaking ground into the ACMPR has always been our intention since inception of our Company in December 2014.” “Once the option to acquire a 100% interest in OptionCo announced on February 7, 2017 is exercised for 150 acres that has already been pre license inspected by Health Canada, along with the previously acquired interest in AB Laboratories, a licensed producer under the ACMPR and the increased expansion plan on 100 acres with AB Ventures, Invictus MD will have significant land holdings for cannabis cultivation in Canada to meet the projected demand. From early on, Invictus MD has viewed acquiring production capacity under the ACMPR as a key driver to increasing shareholder value”, said Kriznic.

About Invictus MD Strategies Corp.

Invictus MD Strategies Corp. is focused on three main verticals within the burgeoning Canadian cannabis sector: Licensed Producers under the ACMPR.; Fertilizer and Nutrients through Future Harvest Development Ltd.; and Cannabis Data and Delivery, with its wholly owned subsidiary Poda Technologies Ltd.

For more information, please visit www.invictus-md.com.

On Behalf of the Board,
Dan Kriznic
Chairman & CEO
604-368-6437

Larry Heinzlmeir
Vice President, Marketing & Communications
604-537-8676

Cautionary Note Regarding Forward-Looking Statements: This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the timing and completion of the proposed acquisitions of interests in AB Ventures and AB Labs and estimated production capacity, are forward-looking statements and contain forward-looking information. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that all conditions to closing will be satisfied, the proposed acquisitions of AB Ventures and AB Labs will occur as anticipated, that the Company will obtain all requisite approvals of the acquisitions, that AB Ventures will acquire land sufficient to build the proposed cultivation facility and such facility will be successfully built, that AB Ventures will be granted a license to produce the anticipated quantities under the ACMPR and all other required governmental approvals to produce and sell marijuana under the ACMPR will be obtained by AB Ventures and the AB Labs will obtain all approvals required for its proposed production quantities. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that conditions to closing will not be satisfied or that the proposed acquisitions may otherwise not occur as planned, risks related to the timing and receipt of requisite approvals, the risk that AB Ventures will not: acquire land sufficient to build the proposed cultivation facility, successfully build the proposed cultivation facility or obtain a license or any other approvals required to produce the anticipated quantities under the ACMPR, and the risk that AB Labs will not obtain all approvals required for its proposed production quantities. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbour.