A new study reveals that there are similarities between nicotine and cannabis vaping use in teens and young adults, and that they are mostly used at the same rate. Many reported using both substances, and those who reported vaping nicotine at a younger age also reported to have used cannabis. 

The results took into consideration age, parental education level, gender, race, and ethnicity as it assessed the rate of vaping use for both cannabis and nicotine. All of these questions were asked in the self-reported surveys the youth participants completed. 

This study, which was published by JAMA Network Open, looked at instances of use from teens and young adults in the United States. It took data from students at high schools across Los Angeles at six-month interviews as they went through their last two years of high schools, then a year or two after finishing high school. 

“Growth mixture modeling (GMM) was used to identify latent trajectories of vape use. Parallel GMM was used to assess co-occurrence of nicotine and cannabis vaping trajectories,” the survey says regarding the method used to identify comparisons that were not readily obvious to those looking for patterns. 

“For each nicotine-use vaping trajectory, the probability of being classified in a cannabis-use vaping trajectory ranged from 68% to 93% depending on the frequency of nicotine vaping,” the study claimed. “These findings suggest that addressing polysubstance vaping in public health policy and showing the potential benefits of prevention efforts in young adulthood in addition to adolescence are important.

The Results

Overall the results revealed that boys were more likely to vape nicotine during adolescent years than girls. It also noted that Hispanic- and Latino-identifying people were less likely to start using cannabis or nicotine vapes during adolescence. Of all the participants surveyed and asked, vaping of both nicotine and tobacco was current. 

Those who claimed to vape more tobacco, overall, also vaped more cannabis. While the survey admittedly has some issues, including only relying on self-reported data, this was pretty much the only option for a study of this type, even despite the risk of underreporting behavior. 

“In this study…[a] significant proportion of individuals initiated and participated in both nicotine and cannabis vaping during young adulthood, suggesting that research is warranted to identify developmentally appropriate interventions,” the authors said in their conclusions. “Further study of the substantial polysubstance vaping observed between nicotine and cannabis vaping trajectories [is also] needed to develop more effective regulatory practices and interventions.

“By examining co-occurring nicotine and cannabis vaping trajectories, this study was able to show that most individuals classified into a nicotine-use vaping trajectory were also classified into a cannabis-use vaping trajectory.”

Overall, the study reveals that cannabis and tobacco vaping are done at a similar rate in young adults as well as in teens. This is not surprising, as both are legal in many states, and is a relatively subtle way to use both substances before one is of legal age, or in areas where smoking is not allowed. It will be interesting to follow these numbers as legalization continues to spread.

Source: https://hightimes.com/news/study-shows-teen-tobacco-cannabis-vaping-follow-similar-pattern/

Dharma Pharmaceuticals, the first medical cannabis dispensary in Virginia, has opened its doors. Dharma Pharmaceuticals is one of four licensed medical cannabis companies in the Commonwealth of Virginia. Located in Bristol, the company’s mission is to provide patients with high-quality, safe and effective plant-based medicines, all while bringing crucial jobs to an economically distressed area.

“We are eager to provide a new treatment option to Virginia patients and also provide jobs and economic growth within our community,” says Dharma Pharmaceuticals Co-Founder and CEO, Shanna Berry. “This has been a long process to build out a facility, grow cannabis plants from seed, process and extract the cannabis oils, and finally have product ready for patients. As a lifelong resident of Southwest Virginia, I am thrilled to bring this life-changing medicine to our state and provide much needed jobs in our community.” Berry has waited ten years for the climate in Virginia to shift to allow for medical cannabis and the start of Dharma Pharmaceuticals.

Berry is joined by Co-Founder and Chief Operating Officer, Jack L. Page and Co-Founder and Chief Pharmacy Officer, Michael Johnson. Johnson, who has 27 years of Virginia pharmacy experience, is thrilled to finally serve patients, saying “Each patient seeking medical cannabis is unique, and I look forward to cultivating relationships with them to develop treatment plans customized for their individual needs.” Page says, “Dharma Pharmaceuticals is truly a homegrown effort led by local business professionals with a passion for our community and helping patients gain access to medical cannabis. We are the first to produce and sell medical cannabis to Virginians thanks to every member of our team.”

Merida Capital Partners is the largest investor in Dharma Pharmaceuticals. Mitch Baruchowitz, Kevin Gibbs and Colin Kelley of Merida Capital Partners have provided critical infrastructure and operational guidance to launch the operation. While Dharma was the last company to go live in Virginia, it is the first to produce and sell medicine to patients. This is a direct result of Merida’s operational team, whose track record in launching limited-license medical cultivation operations is one of the longest in the industry. Members of the Merida team have successfully secured cultivation, processing and dispensary licenses in highly regulated U.S. states including Connecticut, Minnesota, Pennsylvania, Missouri, Maryland and West Virginia.

Gibbs says, “The Dharma Pharmaceuticals team has been an amazing partner of ours. We worked relentlessly this year with Shanna, Jack and Michael to launch this company and bring medicine to Virginia. We look forward to helping patients throughout the Commonwealth get safe access to medical cannabis.”

Dharma Pharmaceuticals is currently located in the Bristol Mall at 500 Gate City Hwy, Suite 460, Bristol, VA.  Products sold will include inhalation devices, ingestibles, sprays, oils, suppositories and others. For more information on products, how to become a patient, and their COVID-19 restrictions, go to www.dharmacann.com.

About Dharma Pharmaceuticals

Dharma Pharmaceuticals is one of four licensed medical cannabis companies in the Commonwealth of Virginia. Based in Bristol, Virginia, Dharma is committed to bringing high quality cannabis oil products to Virginia’s patients. With deep ties to Southwestern Virginia, Dharma looks forward to working with doctors across Virginia to provide medical cannabis to Virginians seeking safe and effective plant-based medicines. For more information go to www.dharmacann.com.

About Merida Capital Partners

Merida Capital Partners is a private equity firm targeting fundamental growth drivers which accelerate the rapid development of the cannabis and hemp industries. Merida’s motto, Responsible Investing in the Cannabis Ecosystem, highlights its focus on governance while identifying leading cultivation technologies, products and services associated with the evolution of cannabis and hemp as agricultural products, plant-based medicines, constituents in pharmaceutical formulations and recreational consumer products. For more information, please visit www.meridacap.com or follow Merida on twitter @meridacap.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

Source: https://www.cannabisfn.com/dharma-pharmaceuticals-the-first-medical-cannabis-dispensary-in-virginia-has-opened-its-doors/

• Acquisition significantly bolsters Flowr’s balance sheet with more than $31 million in cash and marketable securities to support growth.
• Transaction significantly reduces Flowr’s outstanding indebtedness by at least $11.9 million as a result of the early conversion of 10% subordinated secured debentures and up to approximately $21.6 million in debentures.
• Flowr to concurrently negotiate with its senior lenders to further enable financial flexibility going forward.
• Previously announced joint venture with Terrace Global in Portugal, will become wholly owned by Flowr upon the closing of the transaction, unlocking additional value within the E.U.
• Flowr has secured support from approximately 38% of the shareholders of Terrace Global.

TORONTO, Oct. 20, 2020 (GLOBE NEWSWIRE) — The Flowr Corporation (TSX.V: FLWR; OTC: FLWPF) (“Flowr” or the “Company”) is pleased to announce that the Company has entered into a definitive agreement (the “Definitive Agreement”) dated October 19, 2020 to acquire all of the issued and outstanding common shares in the capital of Terrace Global Inc. (TSX.V: TRCE) (“Terrace Global”), a multi-country operator (MCO) led by experienced cannabis entrepreneurs focused on the development and acquisition of international cannabis assets (the “Acquisition” or the “Transaction”). The all-share Acquisition is valued at approximately $63 million based on Flowr’s closing share price as of October 19, 2020. The Transaction provides the Company with additional capital to execute on its growth strategy, improves its overall financial position and seeks to merge together two teams of successful cannabis entrepreneurs. The Transaction is expected to close by the end of 2020.

Management Commentary

“We are extremely excited to deepen our existing relationship and partnership with Terrace Global into a full combination of the two companies. Together, we believe that we have a more robust financial profile which will give us sufficient access to liquidity to pursue our strategic objectives in Canada and internationally.” said Vinay Tolia, Flowr’s CEO. “The team at Terrace has a great deal of success in the Cannabis industry and we are very pleased to have them join the Flowr family in our mission to create one of the preeminent players in the industry for years to come.” added Mr. Tolia.

Strategic Rationale

The Company believes that wholly owning Terrace Global will create better operating efficiencies within its existing JV Partnership in its European business as Holigen continues to scale its operations. In addition, the Company has identified approximately $2 million in cost synergies from joining two public company’s infrastructures. On a pro forma basis, the Company will have more than $31 million of cash and marketable securities on its balance sheet, which will give it sufficient access to resources to continue to execute on its strategic plan and to capitalize on potential opportunities as they arise.

Transaction Highlights

• Robust Financial Position with Increased Cash and Reduced Indebtedness: Flowr and Terrace Global currently have more than $31 million in cash and marketable securities, which is expected be used to support brand building, outdoor grow operations, and pursue strategic opportunities and investments that maximize shareholder value.

• Strengthening Vertically Integrated Global Cannabis Company: Flowr is a leading global cannabis company with its distinct Flowr brand. This transaction strengthens Flowr’s international presence and improves access to multiple demographic segments.

• Alignment with Strong Management Team: Terrace Global was created by a group of pioneers in the cannabis sector who have decades of international experience in the cannabis market and include the founders of MedReleaf Corp., ICC Labs Inc. and Bedrocan Cannabis Corp. Both Flowr and Terrace Global have sector leading insider ownership. Terrace Global’s management team also has significant international cannabis experience having operated in Portugal, Uruguay and Spain as well as in the United States with Charlotte’s Web Holdings Inc. Terrace Global is expected to have three nominees on the reconstituted board of directors of Flowr.

• Terrace Shareholder Alignment with Flowr Shareholders: As part of the Transaction, all insiders of Flowr will be required to convert their debentures into Flowr Shares, representing a conversion of at least $11.9 million principal amount of debentures. Flowr will also use commercially reasonable efforts to secure the full conversion of all of the issued and outstanding convertible debentures in the aggregate principal amount of up to approximately $21.6 million.

• Concurrent Liability Management: As a condition precedent to the closing of the Transaction, Flowr will be required to negotiate further flexibility with its senior creditors. The net result is that at closing of the Transaction, Flowr will have reduced its overall indebtedness by at least $11.9 million.

• Improved Capital Markets Profile: Flowr is expected to be a leading licensed producer appealing to a broader shareholder base, with greater access to capital and improved trading liquidity.

• Accretive Synergies: The combined entity is estimated to realize annual synergies of approximately $2 million per year, allowing Flowr to operate more efficiently with a commitment to continued excellence.

The Transaction will be affected by way of a court approved plan of arrangement under the Business Corporations Act (Ontario) (the “Arrangement”). Under the terms of the Transaction, each shareholder of Terrace Global (“Terrace Global Shareholder”) will receive 0.4973 of a Flowr Share per Terrace Global Share, which implies a price per Terrace Global Share of $0.22 based on the 30-day volume-weighted average price (“VWAP”) of the Flowr Shares and Terrace Global Shares on the TSX Venture Exchange (“TSXV”) as of October 19, 2020.

The Transaction is subject to the approval of the Ontario Superior Court of Justice (Commercial List) and the approval of two-thirds of the votes cast by Terrace Global Shareholders at a special meeting to be called of Terrace Global Shareholders to approve the Transaction (the “Terrace Global Special Meeting”).

To be effective, the Transaction must be approved by a resolution passed at the Terrace Global Special Meeting by not less than two-thirds (66 2/3%) of the votes validly cast by shareholders of Terrace Global, present in person or by proxy at the meeting, and if applicable, also by a simple majority of the votes validly cast by “minority” shareholders, present in person or by proxy at the meeting, being such shareholders as are required to be excluded in determining such “majority of the minority” approval pursuant to Multi-lateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.

All of the directors and senior officers of Terrace Global and other certain shareholders of the Company (who hold in the aggregate approximately 38% of the issued and outstanding Terrace Global Shares on a non-diluted basis) have entered into a support agreement with Flowr to, among other things, support the Transaction and vote their Terrace Global Shares in favour of the Transaction.

The Agreement provides that, under certain circumstances, where the Transaction is not completed because of the failure of Flowr to obtain certain approvals or consents, Flowr would be required to reimburse Terrace Global’s expenses up to $500,000.

The Board of Directors of the Combined Company will be comprised of 5 Flowr existing directors (including two directors that are independent), 3 nominees from Terrace Global and a new independent director mutually agreed to by Flowr and Terrace Global.

Concurrent Liability Management

As noted above, the Transaction is conditional upon customary conditions precedent of transactions of this nature including: (i) the amendment of the existing indenture governing the 10% subordinated secured debentures issued by Flowr in the aggregate principal amount of approximately $21.6 million to enable the early conversion of approximately $11.9 million debentures held by insiders of Flowr; and (ii) certain amendments to the senior secured credit facility from a syndicate of lenders led by ATB Financial.

Closing and Closing Conditions

The Transaction remains subject to certain other closing conditions including the receipt of certain approvals and the satisfaction of certain customary closing conditions, including approval by the TSX Venture Exchange. The parties do not anticipate requiring an approval of shareholders of Flowr to complete the Transaction.

The Board of Directors of Flowr (the “Board”) has unanimously approved the Transaction. The approval by the Board is supported by an independent fairness opinion from ATB Capital Markets Inc.
It is currently expected that, subject to receipt of all regulatory, court, shareholder and other approvals, and the satisfaction or waiver of all conditions, the Transaction is expected to be completed in the fourth quarter of 2020.

Advisors and Counsel

ATB Capital Markets Inc. is acting as the exclusive financial advisor to Flowr and has provided an independent Fairness Opinion to the Flowr Board. Fasken Martineau DuMoulin LLP is acting as legal counsel to Flowr.

Hyperion Capital Inc. is acting as the exclusive financial advisor to Terrace Global. Wildeboer Dellelce LLP is acting as legal counsel to Terrace Global. Norton Rose Fulbright Canada LLP is acting as legal counsel to the board of directors of Terrace Global.

About The Flowr Corporation

The Flowr Corporation is a Toronto-headquartered cannabis company with operations in Canada, Europe, and Australia.  Its Canadian operating campus, located in Kelowna, BC, includes a purpose-built, GMP-designed indoor cultivation facility; an outdoor and greenhouse cultivation site; and a state-of-the-art R&D facility.  From this campus, Flowr produces recreational and medicinal products.  Internationally, Flowr intends to service the global medical cannabis market through its subsidiary Holigen, which has a license for cannabis cultivation in Portugal and operates GMP licensed facilities in both Portugal and Australia.

Flowr aims to support improving outcomes through responsible cannabis use and, as an established expert in cannabis cultivation, strives to be the brand of choice for consumers and patients seeking the highest-quality craftsmanship and product consistency across a portfolio of differentiated cannabis products.

For more information, please visit flowrcorp.com or follow Flowr on Twitter: @FlowrCanada and LinkedIn: The Flowr Corporation.

About Terrace Global

Terrace Global is a Canadian company focused on the development and acquisition of international cannabis assets. Its single-minded goal is to unlock value in new jurisdictions. Terrace was created by a group of pioneers in the cannabis space who have come together to build a best in class portfolio of assets, across international markets. With decades of cross-continent relationships, the Terrace team is uniquely positioned to unlock value in new jurisdictions like no one else can. For more information about Terrace Global, please visit terraceglobal.ca.

On behalf of The Flowr Corporation:
Vinay Tolia
CEO and Director

CONTACT INFORMATION:

INVESTORS & MEDIA:
Thierry Elmaleh
Head of Capital Markets
(877) 356-9726 ext. 1528
[email protected]

Forward-Looking Information and Statements

This press release contains “forward-looking information” within the meaning of Canadian securities laws, which may include but is not limited to: statements made in respect of the expected effects of the Transaction on Flowr’s balance sheet, the expected accretive synergies to be realized as a result of the Combined Company; the expected value creation in respect of Flowr’s operations in the E.U as a result of the Transaction; statements made under the section “Transaction Highlights”, the expected amendments of the Flowr debentures and conversion thereof and statements made in respect of the Board composition. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “is expected”, “expects”, “scheduled”, “intends”, “contemplates”, “anticipates”, “believes”, “proposes” or variations (including negative and grammatical variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such information and statements are based on the current expectations of Flowr’s management and are based on assumptions and subject to risks and uncertainties. Although Flowr’s management believes that the assumptions underlying such information and statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this press release may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting Flowr, including risks relating to: completion of the Transaction; receipt of court approval; receipt of Terrace Global Shareholder approval and other regulatory approvals including minority approval, if any, in respect of the Transaction; amendments of the Flowr debentures including conversion thereof; the satisfaction of customary closing conditions and conditions precedent set out in the Definitive Agreement; construction and development of the Company’s cultivation and production facilities; general economic and stock market conditions; adverse industry events; loss of markets; future legislative and regulatory developments in Canada and elsewhere; the cannabis industry in Canada generally; the ability of Flowr to implement its business strategies; Flowr’s inability to produce or sell premium quality cannabis, risks and uncertainties detailed from time to time in Flowr’s filings with the Canadian Securities Administrators; the Company’s inability to raise capital or have the liquidity to operate or advance its strategic initiatives and many other factors beyond the control of Flowr.

Although Flowr has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information or statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking information or statement can be guaranteed. Except as required by applicable securities laws, forward-looking information and statements speak only as of the date on which they are made and Flowr undertakes no obligation to publicly update or revise any forward-looking information or statements, whether as a result of new information, future events or otherwise. When considering such forward-looking information and statements, readers should keep in mind the risk factors and other cautionary statements in Flowr’s Annual Information Form dated April 29, 2020 (the “AIF”) and filed with the applicable securities regulatory authorities in Canada. The risk factors and other factors noted in the AIF could cause actual events or results to differ materially from those described in any forward-looking information or statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

Source: https://www.cannabisfn.com/the-flowr-corporation-announces-strategic-acquisition-of-terrace-global/