Monday, September 30, 2019

Medicine Man Technologies Resoundingly Applauds the Historical Passing of the SAFE Banking Act by the U.S. House of Representatives

Source:  Medicine Man Technologies, Inc. 9/26/19

- SAFE Banking Act would provide cannabis companies access to banking services that all other legal businesses have
- American cannabis companies would be on more equal footing with Canadian cannabis peers with access to depository and credit services

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or the "Company") today applauded the passing of the Secure and Fair Enforcement (SAFE) Banking Act by the U.S. House of Representatives by a vote of 321-103. This proposed law would protect financial institutions that serve cannabis-related businesses from federal penalties in states where cannabis operations are legal and would allow consumers the ability to legally purchase cannabis products with other forms of payment besides cash. The bill now moves to the Senate for a potential vote in that chamber.

Currently, and if the SAFE Banking Act does not ultimately get signed into law, businesses engaged in cannabis operations are prohibited from traditional financial services offered by banks, credit unions, and insurance providers, as this is considered "money laundering" due to cannabis still being considered a controlled substance at the federal level. This means that cannabis businesses do not have access to ordinary banking services, such as checking accounts, loans, electronic funds transfer (EFT), and credit cards that other businesses and industries do.

"The passing of the SAFE Banking Act by the House is a monumental step forward for our industry, as it puts us closer to finally being on equal ground with other legal businesses in the U.S.," commented Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "As an industry, we are currently being forced to operate as a cash-only business, which needlessly puts consumers and industry employees at a safety risk from incentivized crime and theft. We are happy to see the government finally recognize and address these issues. The 'Prohibition at all costs' way of enforcement is badly outdated and constrains our industry by placing excessive restrictions on what should be relatively routine financial transactions by us as a business as well as by our customers. Ultimately, it is hurting the American economy and the small business cannabis companies that are the heart and soul of our industry. Some of our Canadian cannabis peers enjoy appreciable advantages in this area, placing a further unnecessary burden on American cannabis companies. The SAFE Banking Act would be an absolute victory for common sense and would help American cannabis companies increase our competitiveness in the global cannabis market. We are really hopeful that the U.S. Senate will also pass the bill in the near future and excited about the prospects of banking flexibility as the industry continues to flourish."

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com.

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients, and supplies. The Company's client portfolio includes active and past clients in 20 states and seven countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry. Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution, and retail pharma-grade products internationally. The Company's intellectual property includes the "Three A Light" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis, and proven Fortune 500 corporate executives.


Medicine Man Technologies Highlights Landmark Consolidation Strategy To Create One Of North America's Largest Vertically Integrated Cannabis Operators. Projected Annual Revenues From The Previously Disclosed Proposed Acquisitions Total Approximately $170 Million In 2019

Source:  Medicine Man Technologies, Inc. 9/16/19

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or the "Company") announced a culmination of its roll-up strategy today that would solidify the Company as one of the largest vertically integrated cannabis operators in North America upon closing of these pending acquisitions—and as a deeply experienced retailer and manufacturer of cannabis-infused products and concentrates driven by a leadership team that has unprecedented experience in regulated cannabis markets.


As previously disclosed, the Company—which also includes a new executive team with decades of experience in mergers & acquisitions, private equity, strategic operations and corporate finance—has entered into binding term sheets to acquire some of the best-selling cannabis brands in the legal Colorado cannabis industry, a combination of pending transactions that spans 12 cultivation facilities (including Los Sueños Farms LLC, one of North America's largest sustainable cannabis farms); seven proprietary extraction facilities (including Purplebee's); seven manufacturers of infused products (including Medically Correct, one of Colorado's largest edible manufacturers; licensed producer of incredibles in Colorado, and creators of new brands Quiq and Nove, set to launch this fall); 33 strategically located retail dispensaries (including five Starbuds-branded dispensaries in Colorado); and a state-of-the-art manufacturing / research and development lab (MedPharm's Colorado facility has the first and only active cannabis research license in the state).

These acquisitions are made possible by the passage of House Bill 19-1090, which was signed into law by Colorado Gov. Jared Polis on May 29, 2019, thus opening up Colorado's cannabis industry to outside investors and enabling increased investment by venture capitalists and private equity firms. Medicine Man Technologies Chief Executive Officer Andy Williams was a major driving force behind the Colorado cannabis industry's push for public company ownership legislation, and he also sat on the rulemaking committee after the legislation was passed.

This new legislation allows public companies to wholly acquire licensed businesses in Colorado on or after Nov. 1, 2019, though these acquisitions would likely become final towards the end of the first or in the second quarter of 2020, pending due diligence, approval from local and state governments, and any other additional customary closing conditions.

"The natural progression of the modern cannabis industry is consolidation, and our vision for the future of Medicine Man Technologies has always been to bring together a group of experienced cannabis industry pioneers and the leading brands they've created—and we're proud to finally tell the world about this years-in-the-making strategy coming to fruition," said Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "Not only are we banding together with other pioneers of the regulated cannabis market, but we're bringing together a dozen individually profitable companies into a single publicly traded outfit, and we believe we are strategically positioned to increase efficiencies and profit margin over time."

Medicine Man Technologies has entered into binding term sheets to acquire cultivation facility Los Sueños Farms LLC; diversified dispensary groups including Medicine Man, Colorado Harvest Company, Strawberry Fields, Roots Rx, Mesa Organics, and diverse dispensary locations owned by various ownership groups some run under the name Starbuds; infused products companies Medically Correct and Canyon LLC; concentrates manufacturers Dabble Extracts and Purplebee's; R&D, intellectual property and holding company / phytopharmaceutical-grade dosage form manufacturer (home to product brands become, BATCH and Aliviar) MedPharm Holdings; and Colombia-based Green Equity, which holds international import and export licenses and IP for cultivation, manufacturing, extraction and R&D—and a 271-acre farm located outside Bogotá.

These veteran executive teams have a combined 150-plus years of experience in regulated cannabis markets, including Medically Correct Founders Rick Scarpello and Bob Eschino, Los Sueños Farms Founder Bob DeGabrielle (who joined the Company's Board of Directors), Medicine Man Chief Executive Officer Sally Vander Veer, Co-Founder Pete Williams and Founding Member Pete Vasquez, Colorado Harvest Company Co-Founders Tim Cullen and Ralph Morgan, Canyon LLC Founder and Chief Executive Officer Morgan Iwersen, Starbuds Founder and Chief Executive Officer Brian Ruden and Managing Partner TJ Joudeh, Strawberry Fields Co-Founders Mike and Rich Kwesell, MedPharm Holdings Chief Executive Officer Albert Gutierrez, Mesa Organics Owners Jim and Pam Parco, Dabble Extracts Founder Josh Hindi, Roots Rx executives Robert Holmes and Steven Miller and others.

"Colorado operators are the most experienced and best-positioned operators in the world, and we've created some of the most tried-and-true brands in one of the most tightly regulated markets in the country," said Williams of Colorado's cannabis market, which is one of the largest cannabis markets in the U.S. "We've been watching the consolidation happening all around us, but while so many other multi-state operators have the money, they lack the experience with and passion for the plant. I like to say this collective talent pool has solved cannabis operating challenges that other companies don't yet know they are going to have. And soon we will have economies of scale on our side."
Most of these businesses report EBITDAs averaging around 20%, but Williams and his new colleagues believe they can increase those EBITDAs to approximately 30% via collaborative growth and the forthcoming economies of scale.

"Together we are creating Colorado's premier cannabis company," said Brian Ruden, Chief Executive Officer of Starbuds. "My colleague TJ Joudeh and I are proud to join forces with this team of Colorado cannabis pioneers, and we are confident that this network of industry-leading businesses across cultivation, extraction, production, retail and R&D business segments will become a formidable force in North American cannabis."

The Company has received a recent capital commitment up to $21 million from strategic partner Dye Capital, whose Managing Partner Justin Dye has 25 years of experience in private equity, general management, operations, strategy, corporate finance and M&A and was recently appointed Chairman of the Board of Medicine Man Technologies. Dye Capital Partner Leo Riera, who has more than 30 years of experience in investment banking and fund management and was the Country Head for Bankers Trust in Venezuela for over a decade, was also appointed to the Company's Board of Directors.

"This team has been strategically assembled for maximum impact—from my colleagues and myself in tactical plant-touching operations to our colleagues who bring vast experience in M&A and integration," said Medically Correct Founder Bob Eschino. "We are confident in this group's ability to fully take advantage of this first-of-its-kind opportunity."

The Company is prepared for the important work ahead, thanks to its experienced executives and consultants who bring essential skillsets in public markets to the table.

Chief Operating Officer Joe Puglise is a seasoned executive in operational management, including past work as President of New York properties for iHeartMedia, where he oversaw approximately 300 employees and almost $200 million in annual revenue and $100 million in annual EBITDA. Since Joe joined the Company in 2018, Medicine Man Technologies has gained over +165%, while the New Cannabis Ventures' Global Cannabis Stock Index tracker has retreated -10%, as of close of market Sept. 13, 2019. Senior Vice President of Finance Nancy Bush Huber brings over 25 years of executive management roles, including Chief Financial Officer and Vice President of Finance, for both public and private companies. Huber will be instrumental in establishing and managing the Company's financial reporting and capital allocation processes.

General Counsel, Hon. Dan Pabon, brings expertise in emerging regulatory systems and system design, and he also has established strategic federal, state and local relationships over his 20 years of involvement in public decision-making. Chief Administrative Officer Lee Dayton Jr. brings over 25 years of investment banking and corporate development experience. Chief Strategy Officer Todd Williams brings more than 25 years of asset valuation and M&A experience. Former United Airlines Chief Information Officer Nirup Krishnamurthy, a technology and operations executive with over 20 years of experience across industries, will lead the Company's technology integration. And at only 33, Chief Cultivation Officer Josh Haupt is already known as the "Steve Jobs of cannabis," having literally written the book, Three A Light, on cultivation excellence.

"This well-rounded team has been assembled to include experts from each side of the regulated cannabis and public markets paradigms, and MedPharm Holdings is honored to be joining forces with such thoughtful professionals—many of whom we've admired for years," said Dr. Tyrell Towle, MedPharm's Director of Chemistry and Extraction. "Medicine Man Technologies will be able to cover the cannabis life cycle from its foundations in agriculture to its many end uses with consumers, and the scientist in me is confident that this team has what it takes to create a world-class cannabis company that will continue to lead by example."

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies. The Company's client portfolio includes active and past clients in 20 states and seven countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry. Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally. The Company's intellectual property includes the "Three A Light" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives.

Medicine Man Technologies to Acquire an Additional Four Dispensaries from an Established Retailer - Largest Transaction in Company History

Source:  Medicine Man Technologies, Inc. 9/9/19

- This group of four dispensaries is expected to have EBITDA margins of 35% in 2019 and will be among the most profitable retail locations in the Company's portfolio, upon transaction closing
- Company is now on pace to operate a total of 27 dispensaries in Colorado, following the close of pending transactions

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or the "Company"), announced today that it has entered into a binding term sheet to acquire four additional dispensaries in Colorado from a leading cannabis retailer. 

Under the terms of the transaction, Medicine Man Technologies will purchase the group of four dispensaries for $50,096,413, consisting of $25,048,206.50 in cash, the issuance of 4,202,720 shares of its common stock at a price of $2.98 per share, and a deferred cash payment of $12,524,103.25 to be made 12 months following the initial closing date.

"These four dispensaries to be acquired culminate a tremendous run over the last week in which we announced the planned acquisitions of 22 dispensaries in Colorado," commented Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies.  "With an estimated 35% EBITDA margin, these retail stores are collectively expected to be some of the most profitable in our portfolio. We seek acquisition targets that meet strict operational and financial criteria, such as having a seasoned management team, commitment to high quality products and services, and strong revenue growth. Our new partners are aligned with our overall strategic objectives and will help accelerate our drive towards profitable growth, allowing us to compete and thrive in the rapidly changing cannabis industry. These shared core values will make our company culture even stronger and better positioned as we scale our business.  The recognized and accomplished cannabis pioneers we are adding to our Company's family distinguish us from many other industry competitors and will help us significantly expand our operations."

The four dispensaries to be acquired in this transaction are located in Denver, Aurora, Pueblo West, and Mountain View, with the fifth location currently under construction. 

Management cautions that there can be no assurance that the dispensaries will achieve the stated revenue and EBITDA projections. The terms of the transaction can also be referenced in the Company's 8-K, which outlines the closing conditions that are dependent upon the satisfaction or mutual waiver of certain stipulations.

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com.

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies.  The Company's client portfolio includes active and past clients in 20 states and 7 countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry.  Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally.  The Company's intellectual property includes the "Three A Light" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives.


Medicine Man Technologies to Bolster Retail Distribution Channels with Planned Acquisition of Colorado Harvest Company

Source:  Medicine Man Technologies, Inc. 9/4/19

- Colorado Harvest Company operates three retail centers in the Denver Metro area and is the Company's ninth proposed acquisition in 2019
- Company will benefit from added retail scale and cross-selling opportunities given its current strategy to acquire a fast-growing portfolio of companies and brands
- Industry pioneers Tim Cullen and Ralph Morgan, Co-Founders of Colorado Harvest Company, bring a wealth of retail experience and their proprietary, all-natural strains to the Company

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or the "Company"), announced today that it has entered into a binding term sheet to acquire Colorado Harvest Company ("Colorado Harvest"), an operator of two leading cannabis dispensaries in Denver and one in nearby Aurora.   

Under the terms of the transaction, Medicine Man Technologies will purchase Colorado Harvest for $12.5 million, or 1.25 times its anticipated 2019 revenue of $10 million. The purchase price will consist of $4 million in cash and $8.5 million in Company stock, equating to 2,881,356 shares issued at $2.95 per share. The terms of the transaction can also be referenced in the Company's 8-K, which outlines the closing conditions and are conditioned upon the satisfaction or mutual waiver of certain conditions, including regulatory approval.  

"Tim and Ralph are early industry pioneers that built an avid following for their proprietary naturally grown strains when recreational cannabis was legalized in Colorado," said Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "Given their many years of underlying cultivation experience, Tim and Ralph have perfected their formula for growing cannabis naturally with a focus on utmost quality using environmentally sensitive grow practices that many consumers enjoy. Their combined cannabis knowledge even led them to begin producing CO2-extracted cannabis oil that they later turned into a company called O.penVAPE, now the leading cannabis personal vaporizer in the country. Adding their deep retail, cultivation, and product development experience to the Company will prove very beneficial as we continue with our plans to vertically integrate our business and look for future cross-selling opportunities from our expanding operations."

"Colorado HB 19-1090 has ushered in the next phase of development for the Colorado cannabis industry by permitting outside investors to invest in the Colorado cannabis space," said Tim Cullen, Chief Executive Officer of Colorado Harvest Company. "Following the passage of this law, the time was never more right for us to join the outstanding team at Medicine Man Technologies, who is now free to invest in the industry, given the synergies involved. Their growing team of Colorado cannabis pioneers is very impressive, and we are happy to be aligned with their joint efforts, all soon to be under one roof. Furthermore, the management team at Medicine Man Technologies is incredibly accomplished, and they are executing successfully on their plan to bring financial discipline and a clear strategy in their efforts to build the region's premier cannabis company. We are delighted to join them in this next leg of growth."

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com.

About Colorado Harvest CompanyFounded in 2009 by Tim Cullen and Ralph Morgan, Colorado Harvest Company has an extensive selection of quality concentrates, edibles, and over 70 strains of in-house cannabis. The dispensaries have a reputation of providing quality products at a great value with a knowledgeable and friendly staff. Colorado Harvest Company's two modern grow facilities supply the three robust retail locations with fresh batches of Colorado's finest indoor strains, multiple times per week.

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies. The Company's client portfolio includes active and past clients in 20 states and 7 countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry. Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally. The Company's intellectual property includes the "Three A Light" methodology for cannabis cultivation and the pending acquisition-candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives.


Medicine Man Technologies Unveils its Largest Deal Yet with Entry into a Term Sheet to Acquire a Group of Dispensaries Operating under the Starbuds Brand

Source:  Medicine Man Technologies, Inc. 9/3/19

- The Company's addition of a group of five dispensaries will increase the retail footprint and regional coverage of the Company in Colorado
- As part of the agreement, one of the original industry pioneers, Brian Ruden, will join the Company's Board of Directors, enhancing the depth of the senior management team, which is unrivaled in the cannabis industry
- The Company continues to create shareholder value by consolidating some of the most successful cannabis cultivation, manufacturing, and retail operations in Colorado

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or the "Company"), announced today that it has entered into a binding term sheet to acquire five dispensaries operating under the Starbuds brand in Colorado.  

Under the terms of the transaction, Medicine Man Technologies will purchase the group of five dispensaries for $31,005,089, which will consist of $15,502,544.50 in cash, the issuance of 2,601,098 shares of its common stock at a price of $2.98 per share, and a deferred cash payment of $7,751,272.25 to be made twelve months following the initial closing date. Based on year-to-date results, management expects the dispensaries to generate over $19 million in revenue in 2019 and in excess of $5.6M in EBITDA.  

"The acquisition of these dispensaries operating under the prestigious Starbuds brand will truly be a transformational corporate event for us," commented Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "Adding these five dispensaries to our Colorado operations will make our vertical supply strategy more efficient and help us grab additional market share through added retail capacity. The Starbuds dispensary operations are truly top-tier in terms of brand, revenue-per-location, and profit across the cannabis retail industry." 

In his trail-blazing efforts, Brian Ruden, the Managing Partner of the group of retail operations being acquired by the Company, has garnered both industry acclaim and brand recognition by creating an exemplary customer experience that includes discounts for cancer patients and veterans. Ruden stated, "I am incredibly excited to join the Medicine Man Technologies team. Together, we are building the most carefully considered cannabis company in the world, with a focus on consumer experience, branding, and profitability."

"Brian and his team have built an enviable brand and a most successful operation recognized in the industry for its award-winning strains, for its high profitability, and for having the most successful customer loyalty program around," added CEO Williams. "We happily welcome them and these five locations into the Medicine Man Technologies family."

The five Starbuds dispensaries being acquired in this transaction are located in Louisville, Longmont, Pueblo, Niwot, and Commerce City.

Management cautions that there can be no assurance that the dispensaries will achieve the stated revenue and EBITDA projections. The terms of the transaction can also be referenced in the Company's 8-K, which outlines the closing conditions and are conditioned upon the satisfaction or mutual waiver of certain conditions, including regulatory approval. 

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com.

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies.  The Company's client portfolio includes active and past clients in 20 states and 7 countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry.  Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally.  The Company's intellectual property includes the ""Three A Light"" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives.

Medicine Man Technologies to Acquire One of Colorado's Top Award-Winning and Best-Selling Edible Producers

Source: Medicine Man Technologies, Inc. 8/19/19

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or the "Company"), today announced the entry into a binding term sheet to acquire one of Colorado's most well-known edible and extracts companies.

Upon completion, the acquisition will expand Medicine Man Technologies' portfolio to now include one of the state's largest manufacturers of a nationwide, reputable lifestyle brand that has an extensive line of cannabis-infused extracts, edibles, and other wellness products. Terms of the transaction consist of shares of common stock and cash valued at approximately $17.25 million, or 1.25x anticipated annual revenue of $13.8 million. The acquisition is expected to close by the first half of 2020. The terms can also be referenced in the 8-K, which outlines the closing conditions and are conditioned upon the satisfaction or mutual waiver of certain conditions, including regulatory approval.

"This agreement will bring the manufacturer of numerous award-winning cannabis edibles and extracts under our umbrella, with existing distribution in close to 600 Colorado-based dispensaries," said Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "These manufacturers are the creators of branded products that are market segment leaders and have won numerous awards in a multitude of categories and will further establish our leadership in Colorado. Reaching critical economies of scale, while offering depth and breadth in all cannabis product segments, is incredibly important for our business model. This acquisition, along with the others currently pending, will undoubtedly get us closer to building a vertically integrated, leading operator in Colorado. We are excited about the numerous cross-selling opportunities. This transaction will allow our products to access the massive retail reach this cannabis manufacturer already enjoys. It is our laser-focus and commitment to becoming the region's largest producer and supplier of cannabis and cannabis products. With each acquisition, we add key industry pioneers with a similar vision and vital experience that will ultimately prove compelling to our success."

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com.

About Medicine Man Technologies
Denver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies.  The Company's client portfolio includes active and past clients in 20 states and 7 countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry.  Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally.  The Company's intellectual property includes the ""Three A Light"" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives.

Medicine Man Technologies Closes on Second Phase of Strategic Investment from Dye Capital & Company

Source:  Medicine Man Technologies, Inc. 7/17/19

- Increases the size of funding received from $14 million to up to $21 million
- Continues strategic execution to deliver on promise to be a premier vertically integrated cannabis operator
- Adds new team members to strengthen management as company continues to execute its plan
- Expands industry footprint with announced pending acquisitions

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or "Company"), today announced that the Company has amended its original securities purchase agreement (SPA) dated June 5, 2019, with strategic partner Dye Capital & Company. Pursuant to the amendment, the SPA was revised to reflect an increase in the overall size of the funding from $14 million to up to $21 million

At the initial closing, the Company issued and sold 1,500,000 common shares and warrants to purchase 1,500,000 shares of common stock, for gross proceeds of $3 million. Medicine Man Technologies and Dye Capital also completed on July 15, the second closing from the SPA, with Dye Capital purchasing 3,500,000 shares of Company stock for $7 million and receiving warrants to purchase 3,500,000 shares of common stock at an exercise price of $3.50.

As a result, at the third closing, scheduled for August 15, 2019, Dye Capital will purchase 3,000,000 shares of common stock and have the option to acquire up to an additional 2,500,000 shares of common stock, for an aggregate of up to 5,500,000 shares of common stock, and warrants to purchase 100% of the number of shares of common stock at an exercise price of $3.50 per share.

"This commitment from our strategic partner signals their confidence in our business as we continue to deliver on our promise to be one of the leading vertically integrated cannabis operators with a deep footprint in the most mature cannabis market in the world," said Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "We continue to add new team members to strengthen our company as we move forward in executing on our plan. The members from Dye Capital are not only increasing their investment, but are personally invested in the Company and have directly been responsible for successfully implementing a similar growth strategy through acquisitions in the grocery industry. There they grew Albertsons from $10 billion in revenue to over $60 billion in revenue. We have increased our industry footprint with the announcements of several pending acquisitions to build a vertically integrated powerhouse that will combine the best and brightest industry founders into one organization."

Medicine Man Technologies recently announced Justin Dye, Dye Capital Managing Partner, as the Company's Chairman of the Board and Leo Riera as a new member of its Board of Directors. Mr. Dye has 25 years of experience in private equity, general management, operations, strategy, corporate finance and M&A and served as an integral part of the private equity consortium that acquired Albertsons Companies and led its expansion through over $40 billion in acquisition, divestiture, real estate and financing transactions. Mr. Riera has over 30 years of experience in investment banking and fund management and was the Country Head for Bankers Trust in Venezuela for over a decade. The Company also announced the addition of Todd Williams as Chief Strategy Officer in June, who has over 24 years of consulting and asset valuation experience. On July 1, the Company appointed Lee Dayton Jr. as Chief Administrative Officer. Mr. Dayton brings over 25 years of investment banking and corporate development experience to his new role.

In recent weeks, the Company entered into binding agreements to acquire four licensed operators in the State of Colorado, and is actively engaged in forming a solid entity involving leading cultivation, extracting and retailing assets in Colorado and Colombia.

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com.

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX: MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies.  The Company''s client portfolio includes active and past clients in 20 states and 7 countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry.  Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally.  The Company's intellectual property includes the ""Three A Light"" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives.


Medicine Man Technologies, Inc., Taps Lee Dayton as Chief Administrative Officer

Source:  Medicine Man Technologies, Inc. 7/1/19

- Brings 25+ years of investment banking experience, corporate development and strategic partnership expertise to the executive management team
- Led customer-focused technology initiatives

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or "Company"), a rapidly growing, vertically integrated cannabis operator, today announced that business strategist industry veteran, Lee A. Dayton, Jr. will join the Company as Chief Administrative Officer. In his new role, Mr. Dayton will utilize his knowledge of technology, corporate finance and e-commerce to help Medicine Man Technologies optimize its acquisition and integration strategies and pursue additional growth levers as the Company becomes a fully vertically integrated operator.

"We are pleased to welcome Lee to our executive team at a time when implementing strategic partnerships and closing on our announced acquisitions are our highest priorities," said Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "He will play a pivotal role in navigating the business through the intricacies of integration and will help accelerate our growth nationwide and internationally. He shares our commitment to operational excellence with his merger and acquisition experience and will serve as a valuable asset to our team."

Mr. Dayton brings more than 25 years of experience in investment banking, corporate development, and strategic partnerships. More recently, he served as Vice President of Corporate Development and Strategy at Albertsons Companies. There he conducted research and due diligence on customer-focused technologies to grow Albertsons non-brick and mortar businesses.  Prior to that, Mr. Dayton worked in investment banking at UBS, Morgan Stanley and Citigroup, with a focus on retail, healthcare and industrials. He is an MBA graduate of the Kellogg School of Management and received his B.S. in electrical engineering from McCormick School of Engineering, both at Northwestern University.

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com/.

About Medicine Man TechnologiesDenver, Colorado-based Medicine Man Technologies (OTCQX:MDCL) is a rapidly growing provider of cannabis consulting services, nutrients and supplies.  The Company's client portfolio includes active and past clients in 20 states and 7 countries throughout the cannabis industry. The Company has entered into agreements to become one of the largest vertically integrated seed-to-sale operators in the global cannabis industry.  Current agreements will enable Medicine Man Technologies to offer cultivation, extraction, distribution and retail pharma-grade products internationally.  The Company's intellectual property includes the "Three A Light" methodology for cannabis cultivation and pending acquisition candidate MedPharm's GMP-certified facility, which has the first cannabis research license to conduct clinical trials in the United States. Management includes decades of cannabis experience, a unique combination of first movers in industrial cannabis and proven Fortune 500 corporate executives. 


Medicine Man Technologies, Inc. Announces Appointments of New Chief Strategy Officer and VP of Integration

Source:  Medicine Man Technologies, Inc. 6/18/19

- Todd Williams brings 24+ years of consulting, asset valuation and M&A strategy experience to his role as Chief Strategy Officer
- Collin Lodge brings 6+ years of corporate development, integration and change management, and acquisition strategy to his role as VP of Integration

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or "Company"), a rapidly growing, vertically integrated cannabis operator, today announced the appointments of Todd Williams as Chief Strategy Officer and Collin Lodge as Vice President of Integration.

"On behalf of Medicine Man Technologies, I am pleased to welcome Todd and Collin to the team," said Mr. Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "As we continue to grow and increase our capabilities as a fully vertically integrated cannabis operator, these new executive team members contribute impressive track records in advancing the development of acquisitions for highly successful companies and executing strategic decisions that the Company will benefit from. They join Medicine Man Technologies at an exciting time, and I am confident they will play integral roles as the Company further develops its operations on a global scale and drive profitability to enhance value for shareholders."

Todd Williams joins Medicine Man Technologies as Chief Strategy Officer, with more than 24 years of consulting, strategy, asset valuation and M&A experience. In his most recent role in Corporate Development at Albertsons Companies, he managed the acquisition of over 1,600 operating grocery stores with more than $40 billion in sales and $10 billion in transaction value and was also responsible for divesting 168 stores with over $3 billion in sales. Previously, Mr. Williams has held asset valuation and management positions in real estate and commodity trading, as well as management consulting positions with Arthur Andersen LLP and Electronic Data Systems. He received a B.A. from DePauw University and graduated with academic honors.

Collin Lodge comes on board as Vice President of Integration after six years serving as the Director of Corporate Development and Strategy at Albertsons Companies. He participated in transformational retail projects, including the acquisition of Safeway's 2,230 stores nationwide and the corresponding required Federal Trade Commission ("FTC") divestitures, one of the largest FTC decisions in U.S. history at the time. Mr. Lodge has also supported growth into new business segments following the acquisitions of MedCart Specialty Pharmacy and Plated, both in 2017. He has a history of establishing mutually beneficial strategic structures and brings significant integration and change management experience to the Company. He is an MBA graduate of Boise State University and received his B.S. in finance from the University of Idaho.

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com/.

About Medicine Man Technologies
Medicine Man Technologies is a fully integrated operator in the cannabis industry, offering consulting, retail pharma-grade products and turnkey solutions for cannabis cultivators for over a decade. Medicine Man Technologies is leveraging its expertise and intellectual property to vertically integrate retail, cultivation, formulation and distribution operations. The Company's client portfolio includes active and past clients in 18 states and seven countries.


Medicine Man Technologies Closes on First Phase of Initial $14 Million Strategic Investment from Dye Capital & Company

Source:  Medicine Man Technologies, Inc. 6/6/19

Relationship to Advance Medicine Man Technologies as the Premier Vertically Integrated Cannabis Operator

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or "Company"), a rapidly growing, vertically integrated cannabis operator, announced today that it has entered into a securities purchase agreement for the sale of up to $14 million of the Company's common stock from an affiliate of Dye Capital & Company ("Dye Capital").

Dye Capital is a private equity firm with extensive experience in aggressively growing and scaling businesses in retail and consumer brands. The investment will continue to fund Medicine Man Technologies' aggressive growth and further establish it as one of the industry leaders in cannabis. Medicine Man Technologies has announced the following pending acquisitions:
  1. MedPharm Holdings – Colorado's first licensed cannabis research & phytopharmaceutical company;
  2. Medicine Man Denver - Colorado's leader in indoor cultivation and premium dispensaries;
  3. Los Sueños Farms - North America's largest sustainable cannabis farm; and
  4. Mesa Organics (d/b/a Purplebee's) - a leading cannabis products manufacturing company.
The Company will invest in expansion of its brand presence, scaling product development, retail innovation, operational capabilities and corporate infrastructure. With the mission of Medicine Man Technologies to become the premier US-based cannabis operator, Dye Capital will assist the Company in recruiting seasoned executive talent in strategy, marketing, mergers & acquisitions, corporate finance and operations.  Two key members of Dye Capital, Justin Dye and Leo Riera will join the Board of Directors. Justin Dye, Dye Capital Managing Partner, will become the Chairman of the Board. This announcement comes on the heels of Governor Jared Polis signing six cannabis-related bills, including HB19-1090, passed into law by the Colorado legislature on May 29th.

"Dye Capital is the right partner for our Company with a unique set of skills and experience in merger and acquisition transactions, integration experience, and scaling operations.  Our entire team is excited about teaming with Dye Capital," said Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "We have diligently worked on building a solid foundation for our business and believe this relationship will deliver value to our shareholders."

Mr. Dye has 25 years of experience in private equity, general management, operations, strategy, corporate finance, and M&A. Prior to founding Dye Capital & Company, he served as an integral part of the private equity consortium that acquired Albertsons Companies ("Albertsons") and led its expansion through over $40 billion in acquisitions, divestitures, real estate and financing transactions. During his 11-year tenure as Chief Strategy Officer, Chief Operating Officer, and Chief Administration Officer, Albertsons grew sales from approximately $10 billion to over $60 billion with over 2,300 stores and 285,000 employees. Prior to Albertsons, Justin held roles at Cerberus Capital Management, General Electric and Arthur Andersen. Justin serves as lead director for New Seasons Market and is a member of the DePauw University Board of Trustees.

Mr. Riera has over 30 years of experience in investment banking and fund management and was the Country Head for Bankers Trust in Venezuela for over a decade. He was a consultant with McKinsey & Co., and Head of Mergers & Acquisitions for Citicorp Investment Bank in Venezuela. Leo served as President of the International Banking Association of Venezuela for three terms. He was also Head of Asset Structuring and Credit for a $2 Billion Emerging Market Debt Fund based in Florida, where he was responsible for investments in Russia, Ukraine, Kazakhstan, Mexico, China, Nigeria, Singapore, Angola, and Brazil. Leo holds a degree in Economics from Universidad Católica Andrés Bello and an MBA from the University of Pennsylvania's distinguished Wharton School of Business.

Mr. Williams continued, "Dye Capital has a reputation for partnering with management teams to build well-respected companies, and the addition of Justin and Leo to our Board demonstrates their long-term commitment to building a strong and successful relationship with Medicine Man Technologies. The Dye Capital team will be a tremendous value to our management team."
For more information about the terms of the financing described above, please see the Company's filing on Form 8-K filed today with the Securities and Exchange Commission.

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com/.

About Dye Capital
Dye Capital & Company LLC is a private equity partnership headquartered in Boca Raton, Florida, focusing on equity investments in companies with a path to growth and desire to innovate at speed. Dye Capital owns interests in food retail and pharmacies, energy management, indoor climate equipment, battery charging services, and data visualization and data science services.

About Medicine Man Technologies
Medicine Man Technologies is a fully integrated operator in the cannabis industry, offering consulting, retail pharma-grade products, and turnkey solutions for cannabis cultivators for over a decade. Medicine Man Technologies is leveraging its expertise and intellectual property to vertically integrate retail, cultivation, formulation, and distribution operations. The Company's client portfolio includes active and past clients in 18 states and seven countries.


Medicine Man Technologies, Inc. Announces Entry into Binding Term Sheets for Two Strategic Cannabis Acquisitions

Source:  Medicine Man Technologies, Inc. 6/5/19

- Company will acquire Los Sueños, North America's largest sustainable cannabis farm to strengthen production and operational synergies and enable competitive growth
- The pending acquisition of Purplebee's will put Medicine Man Technologies on a growth trajectory and open up their manufacturing and sales capabilities
- Founder of Los Sueños, Bob DeGabrielle to Join Medicine Man Technologies Board of Directors

Medicine Man Technologies, Inc. (OTCQX: MDCL) ("Medicine Man Technologies" or "Company"), a rapidly growing, vertically integrated cannabis operator, today is pleased to announce that it has entered into binding term sheets to acquire the assets and rights from Colorado-based Los Sueños Farms, LLC, North America's largest sustainable cannabis farm. The Company has also entered into a binding term to acquire Mesa Organics Ltd (d/b/a Purplebee's), Mesa Organics II Ltd. and Mesa Organics III Ltd. (collectively "MesaPur"), a leading cannabis dispensary and infused products manufacturing company, utilizing pure CO2 extracts from the finest locally-grown cannabis in Colorado.

hese acquisitions will increase Medicine Man Technologies' footprint and expand its operations in cultivation, extraction, production and sales, advancing its plan to become a fully vertically integrated operator in the cannabis industry. The acquisition of Los Sueños and MesaPur was made possible by the passage of House Bill 19-1090, which was signed into law by Colorado's Governor Jared Polis on May 29th, opening up Colorado's cannabis industry to outside investors and enabling increased investment by venture capitalists and private equity firms. 

"Since our inception, we have been focused on delivering the best products and cultivation methods, and the addition of Los Sueños Farms will play an integral role in our core business and service offerings," said Mr. Andy Williams, Co-Founder and Chief Executive Officer of Medicine Man Technologies. "We also identified another key acquisition opportunity with one of Colorado's leading dispensary and manufacturing companies: Purplebee's. They are an established leader in providing high quality premium products that align with our vision and mission.  We believe these two acquisitions will put us on a trajectory for accelerated growth, and secure Medicine Man Technologies as a leader in cannabis operations worldwide."

Los Sueños is the largest cannabis farm in North America, with 36 acres of rich farmland under cultivation with natural sun-grown cannabis, and an additional 36,000 square feet of cannabis greenhouses. Los Sueños has developed state-of-the-art technologies and systems to produce, harvest and process all of its cannabis biomass to meet the market's wholesale needs through its extraction partner Purplebee's. By using beneficial insects and intense solar radiation provided by nature without the use of pesticides, Los Sueños runs a healthy and sustainable farm that keeps both its customers and the environment in mind.

Purplebee's is a family-owned business that is veteran and woman-owned and operated. The Company's pure CO2 products are extracted using advanced supercritical carbon dioxide technology and never contain hydrocarbons such as butane or other additives. Purplebee's takes pride in purity with nothing artificial in the mix while leaving the minimum possible footprint on the environment. Purplebee's is committed to excellence and compliance beyond what is required by law to make certain all extracts are made from material has been clear of pesticides and herbicides for at least 20 generations back.

For more information about Medicine Man Technologies, please visit https://www.medicinemantechnologies.com/.

About Medicine Man Technologies Medicine Man Technologies is a fully integrated operator in the cannabis industry, offering consulting, retail pharma-grade products, and turnkey solutions for cannabis cultivators for over a decade. Medicine Man Technologies is leveraging its expertise and intellectual property to vertically integrate retail, cultivation, formulation, and distribution operations. The Company's client portfolio includes active and past clients in 18 states and seven countries.


Tuesday, September 10, 2019

Animal Health Veteran Johnny D. Powers Joins Zomedica Board of Directors

Source:  Zomedica Pharmaceuticals Corp. 8/19/19
Zomedica Pharmaceuticals Corp. (NYSE American:ZOM) (TSX-V:ZOM) (“Zomedica” or the “Company”), a veterinary diagnostic and pharmaceutical company, today announced that, subject to the approval of the TSX Venture Exchange, Johnny D. Powers has been appointed to Zomedica’s board of directors as an independent director. Additionally, Powers will also serve as a member of the audit, compensation, and corporate governance committees of the board of directors.

Powers has more than 30 years of experience leading business strategy, operations, sales and marketing, and product development in the human and pet medical diagnostics markets. Notably, he held executive roles at animal health industry leader IDEXX Laboratories, Inc. (IDEXX), where, prior to his retirement, he served as executive vice president responsible for business performance, product innovation and commercial effectiveness across multiple point-of-care and reference laboratory businesses. Currently, Powers is the president and founder of JD Powers Consulting Group, which provides strategic and executive advisory services in the healthcare industry.

“I am excited to be joining Zomedica’s board of directors,” said Johnny D. Powers. “I look forward to helping Zomedica achieve its goal of delivering novel diagnostic and therapeutic solutions to the companion animal market that improve diagnosis and treatment, lower costs, and enhance outcomes for pet owners and their animals.”

Dr. Powers holds a bachelor's degree in chemistry from Wake Forest University, an M.S. in chemical engineering from Clemson University, an M.B.A. from the Duke University Fuqua School of Business and a Ph.D. in biochemical engineering from North Carolina State University.

“We are pleased that a person of Johnny’s stature and reputation in the animal health industry has agreed to join our Board of Directors and we look forward to utilizing his expertise and experience as we complete the development and begin the commercialization of our product candidates,” said Gerald Solensky Jr., Chairman and CEO, Zomedica. 

The Company also announces that, pursuant to its stock option plan, it has granted stock options to acquire up to an aggregate of 1,000,000 common shares of the Company to Powers.  All of the stock options vested immediately upon the date of grant and are exercisable for a two year term. The stock options are exercisable at the following prices:  500,000 at a price of US$0.26 per share, 100,000 at a price of US$0.35 per share, 100,000 at a price of US$0.45 per share, 100,000 at a price of US$0.55 per share, 100,000 at a price of US$0.65 and 100,000 at a price of US$0.75 per share per share.

About Zomedica
Based in Ann Arbor, Michigan, Zomedica (NYSE American: ZOM) (TSX-V: ZOM) is a veterinary diagnostic and pharmaceutical company creating products for companion animals (canine, feline and equine) by focusing on the unmet needs of clinical veterinarians. Zomedica’s product portfolio will include novel diagnostics and innovative therapeutics that emphasize patient health and practice health. With a team that includes clinical veterinary professionals, it is Zomedica’s mission to give veterinarians the opportunity to lower costs, increase productivity, and grow revenue while better serving the animals in their care. For more information, visit www.ZOMEDICA.com.

Zomedica Announces Second Quarter 2019 Financial Results





Source:  Zomedica Pharmaceuticals Corp. 8/8/19

Zomedica Pharmaceuticals Corp. (NYSE American:ZOM) (TSX-V:ZOM) (“Zomedica” or “Company”), a veterinary diagnostic and pharmaceutical company, today reported consolidated financial results for the second quarter ended June 30, 2019. Amounts, unless specified otherwise, are expressed in U.S. dollars and presented under accounting principles generally accepted in the United States of America (“U.S. GAAP”).

“We have made significant progress in the first half of 2019 with our development of TRUFORMA™, Zomedica’s point-of-care biosensor platform, as well as our digital data platform and other product lines,” said Gerald Solensky Jr., Chairman and CEO of Zomedica. “We believe our continued progress on our diagnostic platforms and therapeutic candidates will enable us to deliver products that make a real difference for clinical veterinarians and the care they provide to our companion animals.”

Corporate Highlights
  • In May 2019, Zomedica entered into subscription agreements to sell $12,000,000 of its Series 1 Preferred Shares to an accredited investor in a private placement at a purchase price of $1,000,000 per Series 1 Preferred Share; $5,000,000 of the purchase price was paid in May 2019 and $7,000,000 was paid in June 2019.  The preferred shares do not have voting rights except to the extent required by applicable law and are not convertible into the Company’s common shares. Holders of the preferred shares will not be entitled to dividends but, in lieu thereof, will receive Net Sales Payments (annual payments equal to 9 percent of net sales of the Company) until such time as the holders have received total Net Sales Payments equal to 9 times the aggregate stated value of the outstanding preferred shares.
     
  • In May 2019, the Company announced the achievement of beta finalization of the TRUFORMA™ instrument design, and the completion of feasibility testing of the first assays.  With the achievement of these milestones, we have transitioned to final design and commercial production for the instrument. Based on our development work, the initial assays have satisfied Zomedica’s target product specification for correlation greater than 0.95 and for dynamic range, which depending on the assay, are as low as 9 pg/mL and greater than 500 ng/mL. Time to result during this feasibility testing averaged less than 15 minutes utilizing canine and feline serum samples.  We expect to commence commercialization of TRUFORMA™ and the initial assays in the first quarter of 2020.
     
  • In June 2019, Zomedica announced the completion of initial development work on a blood-borne lymphoma cancer assay, designated ZM-022, intended for use with its canine cancer liquid biopsy platform, ZM-017.  The lymphoma assay is designed to identify specific genetic abnormalities using fluorescence in situ hybridization. The assay is being developed for use on Zomedica’s liquid biopsy platform.  Zomedica expects to commence commercialization of the platform and initial assays in the second half of 2020.
     
  • In July 2019, the Company announced development initiation of a digital customer data platform to enhance customer experience and the Company’s diagnostic pipeline. The platform is also intended to support veterinary teams with clinically relevant business services, including inventory management and key performance metrics reporting.  The platform is expected to launch in the first quarter of 2020 along with the commercialization of TRUFORMA™.
Summary Second Quarter 2019 Results
Zomedica recorded net loss and comprehensive loss for the three and six months ended June 30, 2019 of $2,404,427, or $0.02 per share, and $14,081,337, or $0.13 per share, compared to a loss of $4,144,398, or $0.04 per share, and $6,315,727, or $0.07 per share, for the three and six months ended June 30, 2018.

Research and development expense for the three months ended June 30, 2019 was $1,061,507 compared to $2,534,620 for the three months ended June 30, 2018, a decrease of $1,473,113 or 58%. The decrease was primarily due to the payment in the 2018 period of an up-front licensing fee of $1,738,513 to Seraph Biosciences, Inc. (“Seraph”) upon the execution of our development, commercialization and exclusive distribution agreement and $333,247 of additional development costs due to Seraph. This decrease was partially offset by a $119,030 increase in contract expenditures principally related to development of the five assays for TRUFORMA™ in the June 2019 period, as well as a $58,862 increase in salaries, bonus and benefits and $50,000 in additional licensing fees upon the achievement of milestone activities under our license and supply agreement with Celsee, Inc. (“Celsee”).

Research and development expense for the six months ended June 30, 2019 was $8,592,882 compared to $3,134,961 for the six months ended June 30, 2018, an increase of $5,457,921 or 174%.  The increase was primarily due to $5,000,000 of expenses recognized upon the achievement of development milestones relating to TRUFORMA™ under our development and supply agreement with Qorvo Biotechnologies, LLC. (“Qorvo”) and $736,841 of additional milestone expenses relating to our development of ZM-017 under our license and supply agreement with Celsee, as well as a $123,351 increase in salaries, bonus and benefits and an increase of $59,691 in consulting expenses. The increase was partially offset by expenses in the 2018 period of an up-front licensing fee of $1,738,513 to Seraph upon the execution of our development, commercialization and exclusive distribution agreement and $333,247 of additional development fees due to Seraph.

General and administrative expense for the three months ended June 30, 2019 was $921,446, compared to $1,248,490 for the three months ended June 30, 2018, a decrease of $327,044 or 26%. The decrease was primarily due to $215,749 of accrued severance payments incurred in the 2018 period to a former officer of the Company, and the reclassification of rent expense to amortization of right-of-use asset of $127,345.

General and administrative expense for the six months ended June 30, 2019 was $4,152,709, compared to $2,408,662 for the six months ended June 30, 2018, an increase of $1,744,047 or 72%. The increase was primarily due to a $2,070,466 increase in salaries, bonus and benefits, which included share–based compensation expense of $2,341,104. After adjusting for the share-based compensation expense, general and administrative expense decreased $597,057 or 25% primarily as a result of a $270,638 decrease in salaries, bonus and benefits, and the reclassification of rent expense to amortization of right-of-use asset of $254,690.

Professional fees for the three months ended June 30, 2019 were $211,520 compared to $336,455 for the three months ended June 30, 2018, a decrease of $124,935 or 37%. The decrease was due to a reduction in legal and consulting fees associated with SEC and related filings.

Professional fees for the six months ended June 30, 2019 were $950,914 compared to $708,402 for the six months ended June 30, 2018, an increase of $242,512 or 34%. The increase was primarily due to increased expenses related to the filing of our S-3 resale registration statement and our S-8 registration statement.

Liquidity and Outstanding Share Capital
Zomedica had cash and cash equivalents of $5,822,148 as of June 30, 2019, compared to $1,940,265 as of December 31, 2018. The increase in cash during the six months ended June 30, 2019 resulted primarily from the financing activities described below, partially offset by cashflows used in operating and investing activities as discussed below.

Net cash used in operating activities for the three months ended June 30, 2019 was $8,436,011, compared to $2,740,495 for the three months ended June 30, 2018, an increase of $5,695,516 or 208%. The largest use of cash was the payment of $5,000,000 upon the achievement of development milestones relating to TRUFORMA™ under our development and supply agreement with Qorvo. Other increased uses of cash included an increase in salaries, bonus and benefits as we had 25 employees at June 30, 2019 compared to 20 employees at June 30, 2018. Additional uses of cash include costs associated with deposits on research and development projects, regulatory costs, insurance and professional fees, and reporting costs associated with being subject to U.S. securities law reporting obligations and pre-marketing activities.

Net cash used in operating activities for the six months ended June 30, 2019 was $11,017,287, compared to $4,448,289 for the three months ended June 30, 2018, an increase of $6,568,998 or 148%. The largest use of cash was the payment of $5,000,000 upon the achievement of development milestones relating to TRUFORMA™ under our development and supply agreement with Qorvo. Other increased uses of cash included an increase in salaries, bonus and benefits as we had 25 employees at June 30, 2019 compared to 20 employees at June 30, 2018. Additional uses of cash include costs associated with deposits on research and development projects, regulatory costs, insurance and professional fees, and reporting costs associated with being subject to U.S. securities law reporting obligations and pre-marketing activities.

Net cash used in operating activities for the three and six months ended June 30, 2018 was $2,740,495, and $4,448,289, which resulted primarily from our net loss of $4,144,398 and $6,315,727, respectively.  The largest use of cash stemmed from an increase in salaries, bonus and benefits.  Other significant uses of cash included the Seraph up-front licensing fee cash payment of $500,000, increased regulatory and insurance expenses related to our listing on the NYSE American, and increased travel and accommodation expenses related to business development and pre-marketing activities.

Net cash from financing activities for the three months ended June 30, 2019 was $11,966,905, compared to $4,009,212 for the three months ended June 30, 2018 an increase of $7,957,693 or 198%.  Cash from financing activities resulted primarily from the $12,000,000 private offering of our preferred shares, net of financing costs.

Net cash from financing activities for the six months ended June 30, 2019 was $14,973,733, compared to $5,416,998 for the six months ended June 30, 2018 an increase of $9,556,735 or 176%.  Cash from financing activities resulted from the $12,000,000 private offering of our preferred shares and $3,000,000 from the underwritten public offering of our common stock, net of financing costs, and $600,000 from the exercise of stock options.

Net cash from financing activities for the three and six months ended June 30, 2018 was $4,009,212 and $5,416,998, which was due to cash proceeds from financing and the exercise of stock options.
Net cash used in investing activities for the three months ended June 30, 2019 was $5,477, compared to $124,474 for the three months ended June 30, 2018, a decrease of $118,997 or 96%.  Net cash used in investing activities during the 2018 period included the build-out of office space, and purchases of lab and office equipment for our new Ann Arbor facility, which was completed in the third quarter of 2018.

Net cash used in investing activities for the six months ended June 30, 2019 was $74,563, compared to $137,693 for the six months ended June 30, 2018, a decrease of $63,130 or 46%.  Net cash used in investing activities during the 2018 period included the build-out of office space, and purchases of lab and office equipment for our new Ann Arbor facility, which was completed in the third quarter of 2018.

As of June 30, 2019, Zomedica had 20 Series 1 preferred shares authorized with 12 Series 1 preferred shares issued and outstanding. As of August 8, 2019, Zomedica had 12 preferred shares issued and outstanding.

As of June 30, 2019, Zomedica had an unlimited number of authorized common shares with 108,038,398 common shares issued and outstanding. 

As of August 8, 2019, Zomedica had 108,038,398 common shares issued and outstanding.

As of June 30, 2019 and December 31, 2018, Zomedica had shareholders’ equity of $7,682,604 and $3,657,000, respectively.

For complete financial results, please see Zomedica’s filings on EDGAR and SEDAR or visit the Zomedica website at www.ZOMEDICA.com.

About Zomedica
Based in Ann Arbor, Michigan, Zomedica (NYSE American:ZOM) (TSX-V:ZOM) is a veterinary diagnostic and pharmaceutical and company creating products for companion animals (canine, feline and equine) by focusing on the unmet needs of clinical veterinarians. Zomedica’s product portfolio includes novel diagnostics and innovative therapeutics that emphasize patient health and practice health. With a team that includes clinical veterinary professionals, it is Zomedica’s mission to give veterinarians the opportunity to lower costs, increase productivity, and grow revenue while better serving the animals in their care. For more information, visit www.ZOMEDICA.com.