News
Hiku Brands entsteht aus dem Zusammenschluss von DOJA Cannabis und Tokyo Smoke
Autor
Daniel Schaad - CannabisReport.de
Datum
30.01.2018
Teilen
Der im Dezember 2017 angekündigte Merger zwischen DOJA und Tokyo Smoke ist abgeschlossen. Hiku Brands entsteht.
Ab morgen, 31. Januar 2018 wird DOJA Cannabis, dann mit dem neuen Symbol HIKU und dem neuen Namen Hiku Brands and der CNSX in Kanada handelbar sein. Eine WKN konnte ich noch nicht ausfindig machen.
Hiku sieht sich selbst als "premium cannabis brand house" und hat hierfür die drei Lifestyle Marken DOJA, Tokyo Smoke und Van der Pop am Markt.
Nachfolgend die Pressemeldung vom 30. Januar 2018:
https://www.stockwatch.com/News/Item.aspx?bid=Z-C%3aDOJA-2563368&symbol=DOJA
DOJA CANNABIS & TOKYO SMOKE CLOSE MERGER AND LAUNCH HIKU BRANDS
Doja Cannabis Company Ltd. and TS Brandco Holdings Inc. have completed their merger, creating Hiku Brands Company Ltd., Canada’s first premium cannabis brand house with vertically integrated operations.
Hiku is differentiated as the only Canadian craft cannabis producer with a significant national retail footprint and a growing portfolio of premium cannabis lifestyle brands -- DOJA, Tokyo Smoke and Van der Pop. It is anticipated that Hiku’s common shares will commence trading on the Canadian Stock Exchange under the ticker symbol HIKU on or about Jan. 31, 2018.
Highlights of Hiku
Portfolio of iconic cannabis brands: Hiku’s brand portfolio contains three of the most recognized, engaging and authentic cannabis brands in Canada: Doja, Tokyo Smoke and Van der Pop. It is anticipated that a tailored assortment of adult-use, premium cannabis products will be retailed under each brand across Canada.
National retail footprint: Hiku operates six Tokyo Smoke cafes and one Doja cafe in Ontario, Alberta and British Columbia. Brand stores sell coffee, legal cannabis accessories and clothing, creating a unique retail experience optimized to build brand awareness, develop community, educate consumers and serve potentially as consumption lounges in locations where permitted.
Retail dispensing stores: Hiku will prioritize retail expansion in provinces allowing private cannabis retail, with plans to open dispensing stores in 2018. Vertically integrated operations will allow Hiku to better control in-store customer experience, offering consistent, high-quality and exclusive products and enable higher margins.
Handcrafted cannabis production: Hiku’s premium cannabis is grown in British Columbia’s Okanagan Valley. Hiku prides itself on taking a handcrafted artisanal approach to trimming and curing, aimed at producing the finest cannabis. Annual licensed production capacity of 660 kilograms per year expected to increase organically to over 5,000 kg per year by the end 2018.
Secured supply agreements: Groundbreaking supply partnerships with Aphria Inc. and WeedMD Inc. ensure Hiku’s brands will be able to scale in 2018 and beyond. These partnerships bring unparalleled experience in cannabis production and ensure secured supply for what is expected to be a supply constrained market at the onset of legalization.
Strong financial position: A strategic financing of $12.5-million led by Aphria bolsters Hiku’s cash position to approximately $32.6-million.
Robust pipeline of growth opportunities: Hiku will look to make strategic investments and acquisitions to grow its brand portfolio, retail footprint and scale production capacity.
Industry leading management team: Hiku is led by visionaries Alan Gertner, chief executive officer of Hiku, and Trent Kitsch, president of Hiku. Hiku’s management team has breadth and depth of expertise, with a proven record of building and scaling businesses, including SAXX Underwear and a $100-million plus business at Google. The supporting team brings expertise from retail, cannabis, finance, design, marketing and creative fields.
Transaction summary
The merger was effected by way of a three-cornered amalgamation whereby Doja’s wholly owned subsidiary amalgamated with Tokyo Smoke and Doja acquired all of the issued and outstanding securities of Tokyo Smoke. As part of the merger, holders of Tokyo Smoke shares received 13 common Hiku shares for each Tokyo Smoke share held and outstanding Tokyo Smoke convertible securities were exchanged, subject to adjustment, into substantially similar convertible securities of Hiku. In connection with the completion of the merger, Doja changed its name to Hiku Brands Company Ltd.
In connection with the completion of the merger, an aggregate of 55,971,058 Hiku shares were issued to holders of Tokyo Smoke shares.
Hiku management
In connection with the completion of the merger, Hiku welcomes three new members to its board of directors. Alan Gertner, chief executive officer of Hiku, will join Hiku’s board along with co-founder of Tokyo Smoke, Lorne Gertner, and Charles Broderick.
Each of Jeff Barber, Stewart Thornhill and Patrick Brauckmann has resigned as directors of the company and Hiku thanks them for their service.
In addition, Trent Kitsch and Ryan Foreman resigned as the company’s chief executive officer and president, respectively. Going forward, Mr. Kitsch will serve as Hiku’s president. Mr. Gertner has been appointed Hiku’s chief executive officer.
Supply agreement and strategic financing
Hiku anticipates entering into a supply agreement with Aphria to secure cannabis concentrate supply for Hiku’s premium brand portfolio. As partial consideration for entering in the supply agreement and fulfilling its obligations thereunder, Hiku will issue 799,361 units to Aphria.
Upon entering into the supply agreement, 8,992,807 subscription receipts previously issued by the company (see press release of Jan. 9, 2018) automatically converted into units of the company. Each unit consists of one Hiku share and one common share purchase warrant. Each warrant entitles the holder to acquire one additional Hiku share until Jan. 30, 2020, at an exercise price of $2.10 per share; provided, however, that if the volume-weighted average price of the Hiku shares on the exchange is equal to or greater than $3.05 for any 20 consecutive trading days, Hiku may, upon providing written notice to the holders of the warrants, accelerate the expiry date of the warrants to the date that is 30 days following the date of such written notice.
Financial and legal advisers
Stoic Advisory Inc. and INFOR Financial Inc. acted as financial advisers and Wildeboer Dellelce LLP acted as legal adviser to Tokyo Smoke.
Pushor Mitchell LLP acted as legal adviser to Doja.
About Hiku Brands Company Ltd.
Hiku is focused on handcrafted cannabis production, immersive retail experiences and building a portfolio of iconic, engaging cannabis lifestyle brands. Hiku is differentiated as the only Canadian craft cannabis producer with a significant national retail footprint and a growing brand house including premium cannabis lifestyle brands Doja, Tokyo Smoke and Van der Pop.
Hiku’s wholly owned subsidiary, Doja Cannabis, is a federally licensed producer pursuant to the Access to Cannabis for Medical Purposes Regulations, owning two production facilities in the heart of British Columbia’s Okanagan Valley. The company operates a network of retail stores selling coffee, clothing and curated accessories, across British Columbia, Alberta and Ontario.
www.hiku.com
Hiku sieht sich selbst als "premium cannabis brand house" und hat hierfür die drei Lifestyle Marken DOJA, Tokyo Smoke und Van der Pop am Markt.
Nachfolgend die Pressemeldung vom 30. Januar 2018:
https://www.stockwatch.com/News/Item.aspx?bid=Z-C%3aDOJA-2563368&symbol=DOJA
DOJA CANNABIS & TOKYO SMOKE CLOSE MERGER AND LAUNCH HIKU BRANDS
Doja Cannabis Company Ltd. and TS Brandco Holdings Inc. have completed their merger, creating Hiku Brands Company Ltd., Canada’s first premium cannabis brand house with vertically integrated operations.
Hiku is differentiated as the only Canadian craft cannabis producer with a significant national retail footprint and a growing portfolio of premium cannabis lifestyle brands -- DOJA, Tokyo Smoke and Van der Pop. It is anticipated that Hiku’s common shares will commence trading on the Canadian Stock Exchange under the ticker symbol HIKU on or about Jan. 31, 2018.
"Today, I am proud to stand with a team of incredibly talented and thoughtful business partners as we launch Hiku and create the first great cannabis brand house," said Alan Gertner, chief executive officer of Hiku. "A brand house, because cannabis is a consumer product, one that we believe can change the world. At Hiku, we look forward to playing a major role in driving this incredible industry forward."
Zitat: Alan Gertner, Chief Executive Officer of Hiku
Zitat: Alan Gertner, Chief Executive Officer of Hiku
Highlights of Hiku
Portfolio of iconic cannabis brands: Hiku’s brand portfolio contains three of the most recognized, engaging and authentic cannabis brands in Canada: Doja, Tokyo Smoke and Van der Pop. It is anticipated that a tailored assortment of adult-use, premium cannabis products will be retailed under each brand across Canada.
National retail footprint: Hiku operates six Tokyo Smoke cafes and one Doja cafe in Ontario, Alberta and British Columbia. Brand stores sell coffee, legal cannabis accessories and clothing, creating a unique retail experience optimized to build brand awareness, develop community, educate consumers and serve potentially as consumption lounges in locations where permitted.
Retail dispensing stores: Hiku will prioritize retail expansion in provinces allowing private cannabis retail, with plans to open dispensing stores in 2018. Vertically integrated operations will allow Hiku to better control in-store customer experience, offering consistent, high-quality and exclusive products and enable higher margins.
Handcrafted cannabis production: Hiku’s premium cannabis is grown in British Columbia’s Okanagan Valley. Hiku prides itself on taking a handcrafted artisanal approach to trimming and curing, aimed at producing the finest cannabis. Annual licensed production capacity of 660 kilograms per year expected to increase organically to over 5,000 kg per year by the end 2018.
Secured supply agreements: Groundbreaking supply partnerships with Aphria Inc. and WeedMD Inc. ensure Hiku’s brands will be able to scale in 2018 and beyond. These partnerships bring unparalleled experience in cannabis production and ensure secured supply for what is expected to be a supply constrained market at the onset of legalization.
Strong financial position: A strategic financing of $12.5-million led by Aphria bolsters Hiku’s cash position to approximately $32.6-million.
Robust pipeline of growth opportunities: Hiku will look to make strategic investments and acquisitions to grow its brand portfolio, retail footprint and scale production capacity.
Industry leading management team: Hiku is led by visionaries Alan Gertner, chief executive officer of Hiku, and Trent Kitsch, president of Hiku. Hiku’s management team has breadth and depth of expertise, with a proven record of building and scaling businesses, including SAXX Underwear and a $100-million plus business at Google. The supporting team brings expertise from retail, cannabis, finance, design, marketing and creative fields.
Transaction summary
The merger was effected by way of a three-cornered amalgamation whereby Doja’s wholly owned subsidiary amalgamated with Tokyo Smoke and Doja acquired all of the issued and outstanding securities of Tokyo Smoke. As part of the merger, holders of Tokyo Smoke shares received 13 common Hiku shares for each Tokyo Smoke share held and outstanding Tokyo Smoke convertible securities were exchanged, subject to adjustment, into substantially similar convertible securities of Hiku. In connection with the completion of the merger, Doja changed its name to Hiku Brands Company Ltd.
In connection with the completion of the merger, an aggregate of 55,971,058 Hiku shares were issued to holders of Tokyo Smoke shares.
Hiku management
In connection with the completion of the merger, Hiku welcomes three new members to its board of directors. Alan Gertner, chief executive officer of Hiku, will join Hiku’s board along with co-founder of Tokyo Smoke, Lorne Gertner, and Charles Broderick.
Each of Jeff Barber, Stewart Thornhill and Patrick Brauckmann has resigned as directors of the company and Hiku thanks them for their service.
In addition, Trent Kitsch and Ryan Foreman resigned as the company’s chief executive officer and president, respectively. Going forward, Mr. Kitsch will serve as Hiku’s president. Mr. Gertner has been appointed Hiku’s chief executive officer.
Supply agreement and strategic financing
Hiku anticipates entering into a supply agreement with Aphria to secure cannabis concentrate supply for Hiku’s premium brand portfolio. As partial consideration for entering in the supply agreement and fulfilling its obligations thereunder, Hiku will issue 799,361 units to Aphria.
Upon entering into the supply agreement, 8,992,807 subscription receipts previously issued by the company (see press release of Jan. 9, 2018) automatically converted into units of the company. Each unit consists of one Hiku share and one common share purchase warrant. Each warrant entitles the holder to acquire one additional Hiku share until Jan. 30, 2020, at an exercise price of $2.10 per share; provided, however, that if the volume-weighted average price of the Hiku shares on the exchange is equal to or greater than $3.05 for any 20 consecutive trading days, Hiku may, upon providing written notice to the holders of the warrants, accelerate the expiry date of the warrants to the date that is 30 days following the date of such written notice.
Financial and legal advisers
Stoic Advisory Inc. and INFOR Financial Inc. acted as financial advisers and Wildeboer Dellelce LLP acted as legal adviser to Tokyo Smoke.
Pushor Mitchell LLP acted as legal adviser to Doja.
About Hiku Brands Company Ltd.
Hiku is focused on handcrafted cannabis production, immersive retail experiences and building a portfolio of iconic, engaging cannabis lifestyle brands. Hiku is differentiated as the only Canadian craft cannabis producer with a significant national retail footprint and a growing brand house including premium cannabis lifestyle brands Doja, Tokyo Smoke and Van der Pop.
Hiku’s wholly owned subsidiary, Doja Cannabis, is a federally licensed producer pursuant to the Access to Cannabis for Medical Purposes Regulations, owning two production facilities in the heart of British Columbia’s Okanagan Valley. The company operates a network of retail stores selling coffee, clothing and curated accessories, across British Columbia, Alberta and Ontario.
www.hiku.com
