COMPLIANT. CANNABIS. COMMERCE. - ManifestSeven · The U.S. Federal Controlled Substances Act...

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COMPLIANT. CANNABIS. COMMERCE. LOS ANGELES

Transcript of COMPLIANT. CANNABIS. COMMERCE. - ManifestSeven · The U.S. Federal Controlled Substances Act...

Page 1: COMPLIANT. CANNABIS. COMMERCE. - ManifestSeven · The U.S. Federal Controlled Substances Act classifies “marijuana” as a Schedule I drug. Accordingly, cannabis-related activities,

COMPLIANT. CANNABIS. COMMERCE.

LOSANGELES

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IMPORTANT: YOU MUST READ THE FOLLOWING BEFORE CONTINUING

The information contained in this presentation has been prepared by MJIC, Inc. (d/b/a ManifestSeven) (“M7” or “the Company”) and contains information pertaining to the business, operations, assets and prospects of thereof. The information contained in this presentation (a) is provided as at the date hereof and is subject to change without notice, (b) does not purport to contain all the information that may be necessary or desirable to fully and accurately evaluate an investment in the Company, and (c) is not to be considered as a recommendation by the Company that any person make an investment in the Company. Other than as may be required by applicable laws, the Company is under no obligation to update any information included in this presentation. An investment in the securities of the Company is speculative and involves a number of risks.

Other than as may be authorized by the Company upon request, this presentation may not be reproduced, in whole or in part, in any form or forwarded or further distributed to any other person. Any forwarding, distribution or reproduction of presentation in whole or in part is unauthorized.

The Company takes no responsibility for, and provides no assurance as to the reliability of, any information that others may give readers of this presentation.

FORWARD-LOOKING INFORMATION AND RISK ACKNOWLEDGMENTS

This presentation contains “forward-looking statements” and “forward-looking information” within the meaning of applicable securities laws (collectively, “forward-looking information”) with respect to the Company, including, but not limited to: information concerning the completion and timing of the completion of contemplated acquisitions, the ability of the Company to successfully achieve its business objectives as a result of completing the contemplated acquisitions, targeted performance metrics set forth herein, estimates of future revenue (and the method by which such future revenue is generated), store or distribution related forecasts, including as to number of planned stores or distribution centers to be opened in the future, information as to the develop-ment and distribution of the Company’s brands and products, information as to the development and implementation of the Company’s omnichannel program, and any other statement that may predict, forecast, indicate or imply future plans, intentions, levels of activity, results, financial position, operational or financial performance or achievements. Such forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, financial position, performance or achievements of the Compa-ny to be materially di�erent from any future plans, intentions, activities, results, financial position, performance or achievements expressed or implied by such forward-looking information. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, will”, “projects”, or “believes” or variations (including negative variations) of such words and phrases, or statements that certain actions, events, results or conditions “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Except for statements of historical fact, informa-tion contained herein constitutes forward-looking information.

DISCLAIMER

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Forward-looking information is not a guarantee of future performance and is based upon a number of estimates and assumptions of management at the date the statements are made including among other things assumptions about: the contemplated acquisitions being completed on the current terms and current contemplated timeline; development costs remaining consistent with budgets; favorable equity and debt capital markets; the ability to raise su�cient capital to advance the business of the Company; favorable operating conditions; political and regulatory stability; obtaining and maintaining all required licenses and permits; receipt of governmental approvals and permits; sustained labor stability; stability in financial and capital goods markets; favorable production levels and costs from the Company’s operations; the pricing of various cannabis products; the level of demand for cannabis products; and the availability of third party service providers and other inputs for the Company’s operations. While the Company considers these assumptions to be reasonable, the assumptions are inherently subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual performance, achievements, actions, events, results or conditions to be materially di�erent from those projected in the forward-looking information. Many assumptions are based on factors and events that are not within the control of the Company and there is no assurance they will prove to be correct.

Furthermore, such forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, financial position, performance or achievements of the Company to be materially di�erent from any future plans, intentions, activities, results, financial position, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others: the ability to consummate the proposed acquisitions; the ability to obtain requisite regulatory approvals and third party consents and the satisfaction of other conditions to the consummation of the proposed acquisitions on the proposed terms and schedule; the potential impact of the announcement or consummation of the proposed acquisitions on relationships, including with regulatory bodies, employees, suppliers, customers and competitors; the diversion of management time on the proposed acquisitions; risks relating to cannabis being illegal under US federal law and risks of federal enforcement actions related to cannabis; negative changes in the political environment or in the regulation of cannabis and the Company’s business; risks relating to lack of banking providers and characterization of the Company’s revenue as proceeds of crime as a result of anti-money laundering laws and regulation; the costs of compliance with and the risk of liability being imposed under the laws the Company operates under including environmental regulations; negative shifts in public opinion and perception of the cannabis industry and cannabis consumption; risks that service providers may suspend or withdraw services; the limited operating history of the Company; reliance on the expertise and judgment of senior management of the Company; increasing competition in the industry; risks related to financing activities, including leverage; risks related to the management of growth; increased costs related to the Company becoming a publicly traded company; risks inherent in an agricultural business; adverse agricultural conditions impacting cannabis yields; risks relating to rising energy costs; risks of product liability and other safety related liability as a result of usage of the Company's cannabis products; negative future research regarding safety and e�cacy of cannabis and cannabis derived products; risk of shortages of or price increases in key inputs, suppliers and skilled labor; a lack of reliable data on the medical and adult-use cannabis industry; loss of intellectual property rights or protections; cybersecurity risks; constraints on marketing products; fraudulent activity by employees, contractors and consultants; tax and insurance related risks; risk of litigation; conflicts of interest; compliance with extensive government regulation; changes in general economic, business and political conditions, including changes in the financial markets; as well as those risk factors discussed in the Company’s Listing Statement filed on SEDAR at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual results to di�er materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such forward-looking information will prove to be accurate as actual results and future events could di�er materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Forward-looking information is provided and made as of the date of this presentation and the Company does not undertake any obligation to revise or update any forward-looking information other than as required by applicable law.

CANNABIS-RELATED ACTIVITIES ARE ILLEGAL UNDER U.S. FEDERAL LAWS

The U.S. Federal Controlled Substances Act classifies “marijuana” as a Schedule I drug. Accordingly, cannabis-related activities, including without limitation, the cultivation, manufacture, importation, possession, use or distribution of cannabis and cannabis products are illegal under U.S. federal law. Strict compliance with state and local laws with respect to cannabis will neither absolve the Company of liability under U.S. federal law, nor will it provide a defense to any federal prosecution which may be brought against the Company with respect to adult- use or recreational cannabis. Any such proceedings brought against the Company may adversely a�ect the Company’s operations and financial performance.

DISCLAIMER CONTINUED

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Distribution

Dispensary

Delivery

Cannabis

Ancillary

CBD

Building the FirstIntegrated B2B & B2C Cannabis Superhighwayin California.

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• Announced rebranding as ManifestSeven

• Acquired flagship delivery operation in San Diego

• Launched Weden Store & Weden Delivery brands

• Announced launch of 1-800-CANNABIS platform

• Acquired flagship dispensary in Orange County

• Agreed to acquire Highlanders Distribution

• Acquired MyJane, a female-focused subscription box service

• CSE filing & listing process is initiated

• CSE provisional approval expected imminently

• Positive operational EBITDA by 2Q20

• Positive consolidated EBITDA by 4Q20

• 300% revenue CAGR since inception

• 100% revenue growth in 2019 versus 2018

• 6 active and 5 pending licenses at 8 facilities

• US$24.0MM dedicated capital for real estate transactions

• Acquired first distribution facility in Long Beach

• Purchased Oakland distribution & delivery facilities

• Leased Brisbane multi-use facility

• Obtained initial SoCal & NorCal licenses

• RTO shell vehicle identified & Haywood engaged

• Closed US$26.2MM private placement

• Launched US$24.0MM Vicinity Real Estate fund

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ROADMAP. While many of its peers chased the early-stage cannabis “land grabs”, M7 has pursued a sustainable and scalable strategy focused on normalizing commerce acrossthe Supply Chain and controlling the Last Mile to the end-consumer.

• Founded as MJIC, one of California’s first cannabis venture funds

• Built portfolio of 15+ minority equity investments

• Pivoted from investing to current operating model in February 2017

• Acquired Rolling Paper Depot (ancillary e-commerce)

• Launched Hippie Butler (ancillary subscription box)

• US$4.5MM convertible note offering closed

2014

- 2

017

2018

2019

2020

Cannabis Investorto Cannabis Operator

FoundationalB2B & B2C Assets

Statewide FlagshipRegulated Operations

PIVOT BUILD LAUNCH Roll Out M

odel

Beyond California

EXPAND

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60+ YearsCannabis Investment

& Operations

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SEASONED LEADERSHIP. Our team has decades of experience investing in, advising, and scaling successful enterprises from start-up to exit across multiple emerging markets and high-growth sectors.

US$10+ BillionCareer Transaction

Value

150+ YearsBusiness & Transactional

Experience

Sturges KarbanChief Executive O�cer

Pierre RouleauChief Operating O�cer

Jordan GerberChief Financial O�cer

Urban SmedebyPresident

Dmitry GordeychevChief Investment O�cer

Jarrod SmithPresident Unregulated Operations

M. Dilshad KasmaniChief Legal O�cer

Scott WesslerDirector

Kristin FoxDirector

Daniel SekersChairman

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DIFFERENTIATION. Unlike many peers impacted by market turbulence and industry transformation, M7 has continued to drive significant top-line growth, scale its statewide asset footprint, and manage operations closer to profitability.

2019: THE DECLINE OF CANNABIS 1.0

Chasing Multiples. Most operators have structured their businesses to capture short-term market momentum and premiums at the expense of long-term sustainable models.

Self-Inflicted Pain. Leading U.S.-based cannabis stocks declined 47% between 1Q19 and 4Q19, primarily due to undercapitalization, overleverage and reckless cost structures.

Current Fallout. Liquidity contraction has forced reactive asset fire-sales, sale-leasebacks, recapitalizations, and wholesale enterprise failures.

New Standards. Analysts and investors are re-focusing on fundamentals, while demanding institutionalized risk management, better governance, enhanced compliance, and fiscal discipline.

2020: THE RISE OF CANNABIS 2.0

Long-Term Vision. M7 was strategically patient with its public listing and focused first upon validating a proprietary and defensible strategy that prioritizes efficiency over scale.

Ready to Launch. M7 focused on execution during 2019’s turbulent capital markets and is now poised to complete a CSE listing in 1Q20 with a near-term pathway to profitability and strong balance sheet.

Uninterrupted Growth. M7 announced two new acquisitions in January 2020 and continues to raise equity capital at a premium to its last round.

Skate to the Puck. M7 not only expects to deliver profitability this year, but is already outperforming its largest peers based on key traditional benchmarks such as Revenue/Square Foot and Revenue/Capital Invested.

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CANNABIS REGULATIONS: • High Taxes

• Low Visibility

• No Banking

• Compressed Margins

FRAGMENTED: • 480+ Municipalities

• 70 Counties

• Conflicting Ordinances

Regulatory Barriers& Burdens

=Ine�cient Commerce &

Disconnected Stakeholders

BUSINESSES NEED:• Wholesale

• Logistics

• Infrastructure

• Data & Analytics

CONSUMERS NEED:• Reliability

• Consistency

• On-Demand

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A BROKEN SYSTEM. Regulatory fragmentation and a broken supply chain continue to impair cannabis businesses and limit the consumer retail experience.

While a nascent industry tried desperately to work around a failed supply chain, M7 decided to build its own.And ours connects directly to the end-consumer.

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EXTRACTION

MANUFACTURING

CULTIVATION

DISTRIBUTION

RETAIL

CONSUMER

VERTICALINTEGRATION

was the modeof the future

THINKING DIFFERENTLY. M7 is integrating B2B and B2C operations into a proprietary supply chain that doesn’t end at the retailer’s shelves – it leads all the way into the consumer’s living room.

WHAT WE DO:

EVERYONE THOUGHT:

…BUT M7 KNEW:

STRATEGICFOCUS

ultimately winsthe day

DISTRIBUTION // DISPENSARY // DELIVERY

IN-STORE PICKUP // E-COMMERCE // SUBSCRIPTION

SPECIALIZED INTEGRATION = INDISPENSABLE TO EVERYONE

SPECIALIZED INTEGRATION

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BUILDING DIFFERENTLY. Consolidating distribution, delivery and dispensary operations into a singular B2B and B2C omnichannel infrastructure across the world’s largest single market will create the first Cannabis Superhighway.

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BRINGING OMNICHANNELTO LEGAL CANNABIS

ORDER FROM ANYWHEREFULFILL FROM ANYWHERE

Distribution

Dispensary

Delivery

E-Commerce

Subscription

In-Store Pickup

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DISTRIBUTION. In California, our distribution, manufacturing and logistics infrastructure enables e�cient, compliant and scalable commerce for the legal cannabis supply chain.

LICENSEDINFRASTRUCTUREDistribution CentersPackaging Facilities Transportation Vehicles

TOP BRANDS TOP RETAILERS

COMPLIANTSERVICESLogistics, Transport & StorageQuality Assurance & TestingTax Collection & Remittance

COMMERCIAL &STRATEGIC SERVICESTraditional Wholesale-To-RetailBulk Commodity BrokerageHemp-Based CBD Products

PRODUCTCATEGORIESFlower, Biomass & OilInfused ProductsAncillary Consumables & AccessoriesHemp-Based CBD Products

150+ ACTIVE & COMPLIANT RETAIL

DISPENSARY ACCOUNTS

OVER A DOZEN COMMERCIAL

VEHICLES IN THEM7 FLEET

DATABASEOF 10,000

ANCILLARY B2B CLIENTS

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DISPENSARY. M7 is establishing a portfolio of dispensary storefronts strategically located in major markets throughout California and operating under M7's newly launched retail brand, Weden Stores.

werelax wethrive weparty

indica strains CBD+ strains sativa strains

are you 21 years of age or older?remember me

no yes

all are welcomethe new cannabis brand

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M7’s B2B services power the legal cannabis supply chain.

Supply Chain Last Mile

Our B2C services deliver product to the front door of consumers.

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DELIVERY. M7 serves millions of retail consumers across California through its growing network of seamlessly integrated and wholly-owned local Weden Delivery operations.

CU

LTIV

AT

ION

EX

TR

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DIST

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UT

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MA

NU

FAC

TU

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ME

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Weden Store MyJaneWeden Delivery End User

Market

Submarket

Submarket

Subm

arket

SubmarketDISTRIBUTION

HUB

DELIVERYMARKET

DELIVERYMARKET

DELIVERYMARKET

DELIVERYMARKET

LAST MILE

LAST MILE

LAST MILE

LAST MILE

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SUM OF THE PARTS. M7 is unlocking a frictionless cannabis supply chain and normalizing the retail experience through an optimized, and easily accessible, B2B and B2C logistics environment.

One Access Point Across All PlatformsOnline // Mobile // Text // Social // Call CenterAre you a cannabis

BUSINESS?

PHYSICAL & VIRTUALINFRASTRUCTURE

CompliantStatewide

Fully Integrated

Logistics & Transport

Commodity Brokerage

Wholesale-To-Retail

Packaging, Labeling, &

Infusion

Professional Services

>>

>

>>

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>>

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ORDER FROM ANYWHEREFULFILL FROM ANYWHERE

SUPPLY CHAINCULTIVATOR TO RETAILER

LAST MILERETAILER TO END-CONSUMER

Are you a cannabisCONSUMER?

On-DemandDelivery

Dispensary Storefronts

Traditional E-Commerce

In StorePick-Up

SubscriptionBoxes

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HOUSE OF BRANDS. Our integrated B2B and B2C omnichannel platform drives multiple revenue streams and aggregates valuable data, all while building brand equity across multiple in-house operational assets.

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REGULATED B2C(INTRASTATE)

Ancillary E-Commerce

Ancillary E-Commerce

Ancillary Subscription

Regulated Delivery

Regulated Subscription

ANCILLARY B2C(GLOBAL)

REGULATED B2B(INTRASTATE)

Regulated DispensaryLicenced Infrastructure

Regulated Distribution

Online // Mobile // Text // Social // Call Center

Regulated Distribution

PROJECTGRAVITY

Ancillary Distribution& Packaging

ANCILLARY B2B(GLOBAL)

CBD E-Commerce

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CALIFORNIA FOOTPRINT. M7 is first validating its omnichannel strategy—integrated distribution, dispensary, delivery, and subscription—across the world’s largest market before expanding to other legal states in 2020.

San Diego

Santa Ana

Sacramento

Davis

BrisbaneSan Francisco

Costa Mesa

Monterey County

Oakland

Irvine

Long Beach

Palm SpringsLos AngelesLynwood

6 Active& 5 Pending

Licenses at 8 Facilities

Coverage ofAll Major CaliforniaMarkets

315,000 Email Customer

Data Base

12,700Daily Hits On

Websites

626,000 Consumer

Social & Email Touchpoints

4 Licensesat 2 Facilities

PendingAcquisition

CoveringMore Than

35MM Californians

Covering 88% of

California’s Population

Equivalent to 94% Canadian

Penetration

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FUTURE. Armed with a strong balance sheet, pathway to profitability, and di�erentiated strategy, M7 is building global visibility as it approaches a public listing on the CSE early this year.

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YOU

CONTACT:

Sturges Karban

Chief Executive Officer

[email protected]

+1.310.756.9337

Urban Smedeby

President

[email protected]

+1.619.416.4913