Sproutly Canada Inc.
Technology-Powered Cannabis Products Company
Management Presentation October 2019
(CSE: SPR) (OTCQB: SRUTF) (FSE: 38G)
www.sproutly.ca
Sproutly Canada Inc. Technology-Powered Cannabis Products Company - - PowerPoint PPT Presentation
Sproutly Canada Inc. Technology-Powered Cannabis Products Company (CSE: SPR) (OTCQB: SRUTF) (FSE: 38G) Management Presentation October 2019 www.sproutly.ca Notice to Reader Certain information set forth in this presentation contains
Management Presentation October 2019
(CSE: SPR) (OTCQB: SRUTF) (FSE: 38G)
www.sproutly.ca
Certain information set forth in this presentation contains “forward-looking information”, including “future oriented financial information” and “financial outlook”, under applicable securities laws (collectively referred to herein as forward-looking statements). Except for statements of historical fact, information contained herein constitutes forward-looking statements and includes, but is not limited to future M&A activity and completion of Sproutly Canada, Inc.’s (“Sproutly”) projects that are currently underway, in development or otherwise under consideration. Forward- looking statements are provided to allow potential investors the opportunity to understand management’s beliefs and opinions in respect of the future so that they may use such beliefs and opinions as one factor in evaluating an investment. The material assumptions upon which forward-looking statements in this presentation are based include, among others, assumptions with respect to: the Company's ability to access financing on favorable terms to continue with its expansion plans and develop its business; the Company’s ability to obtain or maintain the required regulatory approvals; the Company's ability to attract and retain customers; the continuation
executive and
management
the non-disruptive replacement of them on competitive terms; and stable market and general economic
possession of the same information would reach the same conclusions. Although we believe that the assumptions underlying forward-looking statements are reasonable, they may prove to be incorrect and we cannot assure that actual results will be consistent with such statements. Given these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements or the information contained in such statements. These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements, including the Company's requirement for additional funding to continue its expansion plans in Canada and the United States; the Company’s failure to obtain and/or maintain the required regulatory licenses for its businesses; the Company's failure to retain key personnel and hire additional personnel needed to develop its business; And the Company's business practice reputation being negatively affected by client or user complaints or negative publicity. Although forward-looking statements contained in this presentation are based upon what management of Sproutly believes are reasonable assumptions, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Sproutly undertakes no
to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements. We seek safe harbor. This presentation and the material contained herein are confidential and are not to be disclosed to the public. This presentation is for information purposes only and may not be reproduced or distributed to any other person or published, in whole or part, for any purpose whatsoever. This presentation does not constitute a general advertisement or general solicitation or an offer to sell or a solicitation to buy any securities in any jurisdiction. Such an offer can only be made by prospectus or other authorized offering document. This presentation and materials or fact of their distribution or communication shall not form the basis of, or be relied on in connection with any contract, commitment or investment decision whatsoever in relation thereto. The information in this presentation is not intended in any way to qualify, modify or supplement any prospectus, listing statement, information circular
information disclosed under the corporate and securities legislation and stock exchange policies of any jurisdiction relating to Sproutly, Inc. No securities commission
adequacy or accuracy of the information contained in this presentation.
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NOT FOR DISTRIBUTION; NO OFFERING
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Infuz2O Technology
Exclusive licensee of Infusion’s patent-pending APP Technology in key regions Controllable onset of effects within 5 mins and offset of effects within 90 min
_______ Licensed Production Facility
Fully-operational with annual capacity of 1,400 kg high- quality cannabis flower APP Technology processing capacity of up to 10,000 kg annually
_______ Superior Plant-to- Product Economics
Up to ~90% total cannabinoid recovery in Infuz2O and Oil Solution Highly scalable with low cap- ex and op-ex requirements
_______ Moosehead Joint Venture
Commercial application validated via partnership with Moosehead to produce cannabis infused beverages Significant development towards launching beverage products post-legalization
_______
Sproutly (CSE:SPR) | 4 July 2018
CSE Listing Completed
August 2018
Entered into Exclusive Technology License with MTI Receive Flower Sales License Commence Sales of Cannabis Beverages with Moosehead JV Received Cultivation License by Health Canada
June 2018
Acquired Infusion Biosciences Canada
August 2018
Completed $20.7 Million Bought Deal Financing
October 2018 February 2019
First harvest at THR Facility Completed Received Processing/Oils License by Health Canada
March 2019 April 2019
Signed Definitive JV Docs with Moosehead Breweries Commence Sales of Cannabis Oils and Edibles Discovered Breakthrough Testing Methods to Detect Cannabinoids in Water(1)
September 2019
Execute JV Implementation Documentation; Announce JV Name and strategy Commercial Launch
and Commence Flower Sales
(1) Finalizes Infusion Biosciences Canada Inc. Transaction
35% 55% 65% 45% 2014 2018 29% 55% 71% 45% 2019 2022
Sproutly (CSE:SPR) | 5
84% 92% 76% $4.19 $6.49 $12.63 Dried Flower Concentrates Edibles Cannabis 2.0 Expected to Surpass Flower Sales Cannabis 2.0 – Increasing Profitability through Value Chain
Source: BDS Analytics, RBC, Grizzle, Deloitte
Colorado – Historical Market Share Canada – Projected Market Share Flower Concentrates, Edibles, Beverages & Other Revenue / $ of Production Cost Profit Margin
Cannabis derivatives products projected to surpass flower market share and grow to C$2.7bn annually as the Canadian legal market matures. This opens up the untapped market for higher-margin cannabis derivative products.
& Beverage
Potential Catalysts in Canada Confirmed or probable cases 1. Driving more consumers to the legal market (away from the black market) ▪ Consumers will be more aware and incentivized to purchase regulated products to mitigate the chance of consuming harmful chemicals. 2. Current and likely vape users to shifting to proven methods of consumption ▪ Consumers may switch to other consumption methods (flower, edibles, beverages etc.) with more certainty around the effects to their health. 3. More stringent vaping regulations/delay of product rollout/ban on vapes ▪ Government will act in the best interest of citizens’ health; may increase regulations causing delays or ban the use of cannabis vapes completely.
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The recent breakout of pulmonary illnesses linked to cannabis vapes in the U.S. raises uncertainty to the future of vaping products in Canada. The negative backlash (health risks, government delays/bans) is expected to increase the popularity of cannabis beverages in the meanwhile.
By the Numbers – Confirmed Vaping Illnesses in the U.S.(1) Cannabis Vape Crisis - In the Media
Source: Bloomberg, CIBC, USA Today, Williamette Week, Washington Post (1) As at October 3rd, 2019
805 46 18 83%
States affected Confirmed deaths
34
States where deaths have occurred
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Potential Canadian Cannabis Beverage Market:
“With regard to the potential size of the cannabis market in Canada, if you take an average, then it suggests that this market may be somewhere between $7 billion and $10 billion in market value, with beverages somewhere between 20% and 30%”
Mark Hunter, President and CEO
Potential Canadian cannabis beverage market estimated at up to $3.0 billion at maturity. This does not account for additional market growth created by naturally water-soluble based cannabis beverages and the recent vaping illnesses.
Source: Molson-Coors
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TRADITIONAL PRESPECTIVE ON EXTRACTION INFUSION’S DISCOVERY & DEVELOPMENT ON EXTRACTION
Focus on Major Cannabinoids and Terpene Oils ▪ Preferred delivery as vaping liquids for inhalation and edible formulations that use oils. ▪ Artificial chemicals for emulsion and encapsulation are essential for dispersion in water for beverages (“Water- Compatible”). ▪ No experience or health benefits from water soluble nutrients and many other beneficial oils. Focus on Naturally Water-Soluble Bioactives in Plants to Develop Beverages for Safe and Effective Delivery of Whole Plant Experience and Benefits ▪ Discovered and developed patent pending process to directly recover two whole plant molecular spectrums;
terpenes (“Infuz2O”) and;
experience from the full spectrum of oils including the cannabinoids and terpenes. ▪ A variety of stable beverage formulations with a single or mixed cannabis strains that deliver rapid onset/offset for a unique user experience.
APP Extraction Technology is a fundamental paradigm shift within the cannabis industry. Replacing traditional “water-compatible” solutions with true natural water-solubility improves the body’s ability to utilize cannabinoids.
Sproutly (CSE:SPR) | 9 Source: Aphria Inc, Infusion Biosciences
Infuz2O delivers a truly natural water-soluble cannabis liquid without the need for formulation techniques such as emulsification or encapsulation.
Cannabis Impact Over Time: Ingested vs Inhaled Infuz2O Characteristics Desired Effect Precise Dosing – ability to deliver a measureable amount of cannabis Formulation Versatility – numerous end-user applications Discrete Consumption – odorless and smokeless Experience – effects comparable to smoking and vaping Predictable – less than 5 mins to feel effects, less than 90 mins to wear off Time
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Flower Recreational Beverages Innovative THC Products Hemp-Derived Beverages Medicinal Tonics Edibles Health/Wellness Sprays Softgels/Tinctures Moosehead Joint Venture Sproutly Brands Partner Brands Sproutly Brands Partner Brands Infuz2O BioNatural Oil (BNO) Wholesale BNO Proprietary APP Extraction Purchased Cannabis Internal Cannabis
Sales Revenue Sales Revenue
Sproutly Brands
Sales Revenue Wholesale Revenue Ingredient Sales to JV 50/50 JV Economics
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__________________ __________________ ▪ Proprietary Technology for producing naturally water soluble cannabinoids (Infuz2O) ▪ Health Canada cannabis production and processing Licenses ▪ Fully-operating Indoor cultivation and processing facility located in the GTA ▪ Experienced team with decades of scientific and product expertise
50/50 JOINT VENTURE
__________________ ▪ Canada’s oldest and largest independent brewer ▪ 152 years of experience in building and
▪ 140+ million cans/bottles sold annually in Canadian, US state and in 15 other countries ▪ Oland family’s proven ability in building premium adult beverage brands (Moosehead, Alpine, Hop City) ▪ Established national supply chain and distribution capabilities in all provinces ▪ Premium infused cannabis beverages with controlled, strain-specific experience ▪ Almost instant cannabis onset of 5 min or less (vs. 30+ minutes others) ▪ Efficient and controllable experience offset
▪ Moosehead’s beverage formulation expertise to deliver great tasting beverage ▪ Matthew Oland, JV CEO – Oland family member and former Moosehead Exec
Leveraging 152+ years of adult beverage experience with a ground breaking cannabis technology to create premium cannabis beverage platform.
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Key Developments
Brand Development
▪ Leveraged Moosehead’s relationship with award-winning branding & design agency to develop a brand name, logo, identity and architecture. ▪ Developed strategy for positioning the Joint Venture in the market. ▪ Created a corporate name and secured corresponding website domains and commenced website development.
Product Development
▪ Utilized experience and relationship with a leading global flavour and ingredient solutions company to lead the beverage base formulation. ▪ Completed several rounds of product formulation testing, including:
▪ Evaluated numerous packaging (bottles and cans) and labeling options. ▪ Engaged third-party market research firm to conduct consumer research and product concept testing to explore end-user preferences.
Go-To-Market Strategy
▪ Completed initial round of presentations to provincial cannabis regulatory agencies and a selection of private retailers ▪ Identifying and assessing initial launch markets. ▪ Leveraging Moosehead and Sproutly resources to develop detailed go-to-market strategy (provincial markets, pricing and product positioning strategies) ▪ Collaborating with top-tier brand and marketing agency for a marketing strategy including a strategy for potential in-store activation, education, communication and merchandising.
Manufacturing, Logistics & Operations
▪ Determined that THR will utilize third-party contract manufacturers (co-packers) for the manufacturing of its initial products due to the Health Canada regulations requiring the segregation of cannabis-infused beverages from alcoholic beverage production. ▪ Assessed potential co-packers for the manufacture of initial products and commenced discussions with preferred provider. ▪ Initiated and continue discussion with provincial cannabis regulatory agencies to determine supply chain logistics to inform the go-to-market strategies including supply-chain and national product distribution. ▪ Evaluated a number of third-party distribution companies for shipping and logistics services.
Leveraging 152+ years of adult beverage experience with a ground breaking cannabis technology to create premium cannabis beverage platform.
Sproutly (CSE:SPR) | 13 Source: Company Websites, Leafly
Product Name
Dixie Elixirs Ripple (Stillwater Brands) Cannabis Quencher Keef Brands (Sparkling Water) Happy Apple Cider Lagunitas Hi-Fi Hops Infuz20
Onset Time
30-60 minutes 20 minutes 30-60 minutes 30-45 minutes 30 minutes 30 minutes 5 minutes
Offset Time
6 hours 4 hours 6 hours ~3 hours 4-6 hours 4-6 hours 1.5 hours
Technology
Emulsified Oil Extract Dehydrated & Emulsified Oil Extract Emulsified Oil Extract Emulsified Oil Extract Emulsified Oil Extract Emulsified Oil Extract Naturally Water- Soluble Cannabinoids
Flavor Profile
Multiple (Fruity) Tasteless Multiple (Fruity) Citrus Apple Cider Hoppy Flexible
Calories/Bottle
Various 0 cal 20 cal 0 cal 140 cal 0 cal Flexible
Serving Type
Multiple Serving Packets Multiple Serving Single Serving Single Serving Single Serving Single Serving Flexible
Cannabis Content
100mg THC 100mg THC 25mg THC 10mg THC 10mg THC 10mg THC Flexible
$USD/mg THC
$0.23 $0.33 $0.64 $0.60 $0.80 $1.10 TBD
States Available
CA, CO, NV CO CA CO, CA, AZ, MI, NV WA CA N/A
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Select Cannabis Beverages in the U.S. Market Competitor #3 Competitor #2 Competitor #1 Sproutly
Infuz2O’s true water-solubility allows the solution to fully-dissolve in water, creating a clear finished product. ‘Water-compatible’ cannabis beverages currently in the market show obvious signs of clouding and residue.
Sproutly (CSE:SPR) | 15
Beverages Edibles Tinctures Topicals
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▪ Onset as early as 25 minutes ▪ Offset of 4+ hours similar to other oils ▪ Retains strain specific nuances and whole plant experience ▪ Recovered directly in pre-customized carrier oil and ready for consumption as a cannabis oil or processed further ▪ May be fractionated by routine distillation methods into separate molecular subpopulations (cannabinoids, terpenes, other oils) ▪ May be used in all products that are now made using oils produced by
extraction followed by polishing) ▪ Homogeneously dissolved in natural oil already in human use (GRAS) ▪ Customized for desired use by client ▪ Can be sold as is as cannabis oil in Canada ▪ Predictable onset and offset time ▪ No need for de-waxing / winterization ▪ May be formulated into: ▪ Water-based products using off-the-shelf technology ▪ Edibles ▪ Topicals
Pre-Customizable Carrier Oil Proprietary Oil Recovery Process Post Infuz2O Product
MCT Oil
Tinctures Capsules Candies Jellies
Olive Oil
Baked Goods Savoury Foods Nutritional Oils Baked Goods Topicals
Coconut Oil
Caramels Baked Goods
Butter
Illustrative Product Formulations BNO Characteristics BNO Benefits
Sproutly (CSE:SPR) | 17 (1) 1,000 g per grow light times five cycles per year
Production Facility
Potential Production Capacity(1)
Level 9 Vault Capacity
Premium quality cannabis production capabilities located in the Greater Toronto Area
Production Capabilities ▪ 1,400 kg of flower annually ▪ 10,000 kg of APP Technology extraction capacity annually Specifications ▪ Closed-loop production with pharmaceutical-grade grow rooms ▪ State-of-the-art HVAC, lighting, watering and control systems ▪ In-House, ready-built, state-of-the-art testing lab will ensure superior, contaminant-free product
Sproutly (CSE:SPR) | 18
CALIBER: High Quality Cannabis Products for Connoisseurs Product and Brand Prototype Caliber intends to launch in Canada with two initial product offerings; Indoor Flower: Small-batch grown flower in a controlled, indoor environment to ensure for consistent and superior product. Bio-Natural Oil (BNO): High-quality oil produced by a natural and gentle patented recovery process (APP technology) which retains the full strain characteristics from the flower which the oil is made from.
Caliber is positioned as premium, high-quality brand amongst experienced cannabis users known as “connoisseurs”.
1st place – 2018 Cannabis Cup
Caliber is Sproutly’s flagship brand for its premium, high-quality cannabis products. The brand is positioned to target the cannabis connoisseur, interested in high quality cannabis products placing emphasis on experience, genetics, and aroma.
4.4 Stars – Leafly
Sproutly (CSE:SPR) | 19
Keith Dolo
Chief Executive Officer & Director
▪ Recently served for over 13 years with Robert Half, an S&P 500, NYSE listed company with the role of Vice President for over 8 years . ▪ Sits on an advisory committee and a board position for two non-profits in Vancouver, BC.
Chief Science Officer & Director
▪ 35+ years of experience in research and executive positions at biotechnology and pharmaceutical companies, having negotiated and managed licenses and jv with J&J, Biomet, GCC and Tokuyama Soda of Japan, Eastman Kodak and Sandoz/Novartis ▪ Ph.D. in biochemistry from Princeton University and former faculty member at the National Cancer Institute and Scripps Research Institute.
Craig Loverock
Chief Financial Officer
▪
in accounting and finance roles in Canada, the USA, and UK. ▪ He brings with him public company reporting and transactional experience having served as the Senior Financial Advisor to the Chairman at Magna International
Melise Panetta
VP Marketing & Sales
▪ Most recently led the sales strategy as Director of Sales for SC Johnson, a privately held global consumer packaged goods company ▪ Responsible for delivering profitable category and brand growth for 200+ customers across multiple classes of trade ▪ Previously held roles of increasing responsibility at PEPSICO for 8 years
Michael Bellas
Independent Director
▪ Founder, Chairman, and CEO of Beverage Marketing Corp, a leading consulting, research, and advisory services firm dedicated to the beverage industry ▪ Over 45 years’ industry experience ▪
Constantine Constandis
Independent Director
▪ Global C-level executive with 34 years industry experience in the wine and spirits industry in Canada, USA, Europe, and Asia ▪ Former senior executive with Pernod Ricard SA (RI:EN Paris), the EUR 37bn publicly traded producer of wine and spirits ▪ Previously the CEO of Corby Spirit and Wine Ltd (TSX: CSW.A)
Gregg Orr
Independent Director
▪ CPA with extensive experience in public markets ▪ British Columbia mining leader for Deloitte for 6 years, and partner for 10 ▪
Justin Kates
Independent Director
▪ Partner at DuMoulin Black, practicing in securities, corporate finance, mergers & acquisitions, and corporate and commercial law ▪ He received his J.D. from the University of Western Ontario in 2008 and his Bachelor
Sproutly (CSE:SPR) | 20
Cap Table & Balance Sheet Highlights Year-to-Date % Change(1) – Sproutly vs. HMMJ(4) Historical Trading Performance(1)
Cap Table(1) Sproutly % F.D.
Management and Insiders 106.2 38.0% Investors 121.6 43.5% Basic Shares Outstanding 227.8 81.5% Convertible Debentures 11.0 3.9% Options(2) 15.7 5.6% Warrants(3) 8.9 3.2% Warrants – Equity Special Warrants 7.7 2.8% Warrants – CD Special Warrants 5.8 2.1% Broker Convertible Debenture Warrants 1.8 0.6% Broker Equity Warrants 0.9 0.3% Fully Diluted Shares Outstanding 279.6 100%
Balance Sheet (5/31/2019) C$ Millions
Cash 3.9 Other Current Assets 2.2 Current Liabilities 5.2 Non-current Liabilities 9.6
0% 20% 40% 60% 80% 2019-01-02 2019-03-02 2019-05-02 2019-07-02 2019-09-02 SPR HMMJ 2,000,000 4,000,000 6,000,000 8,000,000 10,000,000 12,000,000 $0.00 $0.10 $0.20 $0.30 $0.40 $0.50 $0.60 $0.70 $0.80 $0.90 $1.00 2018-07-03 2018-10-03 2019-01-03 2019-04-03 2019-07-03 2019-10-03 Volume Price
(1) As at October 7th, 2019 (2) Weighted Average Strike Price of $0.33 (3) Weighted Average Strike Price of $0.64 (4) HMMJ is an ETF that seeks to replicate, to the extent possible, the performance of the North American Marijuana Index
Sproutly (CSE:SPR) | 21
APP yields two truly unique cannabis extract products, including the world’s only naturally water-soluble cannabis liquid without the use of artificial chemicals and harsh physical treatments.
“Naturally Water Soluble “ - Infusion Biosciences’ Proprietary APP Technology
2 Step “Soak and Strain” Method: Patent pending process that uses custom GRAS certified reagents formulated for different plant materials (no artificial chemicals, no harsh physical treatments) Step 1 Soak in proprietary water reagents; strain/filter to recover naturally water-soluble entourage Step 2 Soak plant material strained from step 1 in proprietary natural oil reagents; strain/filter to recover free oil entourage
“Water Compatible” – In the Market Today
Competitors
Sproutly (CSE:SPR) | 22
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Partnership with the Oldest and Largest Independent Brewery in Canada
▪ 152+ years of brewing experience through six generations of family ownership ▪ 140+ million beers sold annually throughout Canada, the United States and in 15 other countries around the world ▪ Oland family’s proven ability in building, marketing and selling industry leading beers such as Moosehead Lager, Moosehead Radler, Alpine, and Hop City Barking Squirrel
Competitive Advantage Driven By Infuz2O
▪ JV beverages deliver the cannabis effect as early as 5 min and last up to 90 min, providing an edible cannabis experience similar to traditional flower cannabis without the need to inhale smoke ▪ Ability to solve the industry challenges of overconsumption or an uncontrolled experience of oil-based edibles and beverages ▪ Capability to produce a clear cannabis beverage that is much easier and faster to formulate than its competitors who will be using emulsifiers, encapsulation or chemical modification techniques ▪ Ability to deliver functional beverages that address a “need state” by producing cannabis strain specific experiences ▪ Natural Infuz2O process allows for a premium consumption experience and taste profile
JV Well Positioned to Enter Cannabis Beverage Category Upon Legalization
▪ Moosehead’s beverage experience and R&D formulation capabilities will ensure that the cannabis beverages produced will be premium in quality and have a great taste profile ▪ Moosehead’s established operational infrastructure will allow the Joint Venture to fast track its go-to-market strategy ▪ Sproutly’s cultivation facility and processing license will advance the formulation work that has already been completed to date
Alignment of Interests
▪ The Joint Venture is structured as a 50/50 equity ownership ▪ Mathew Oland, one of Moosehead’s senior executives and Oland Family member, to lead the Joint Venture as Chief Executive Officer ▪ Moosehead to provide infrastructure support such as R&D, operations, procurement, finance, and distribution ▪ Sproutly to provide proprietary custom compositions using Infuz2O for cannabis beverages in Canada ▪ JV will have exclusive rights to utilize Infuz2O for cannabis beverages for a period of 5 years with a possible 2-year extension ▪ Ability for the JV to enter the European market once recreational cannabis use is legalized
For Additional Information Please Contact
Keith Dolo Chief Executive Officer
investors@sproutly.ca
(CSE: SPR) (OTCQB: SRUTF) (FSE: 38G)
www.sproutly.ca