/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./

CALGARY, AB , June 20, 2025 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) ("SSC") is pleased to announce its Q1 2025 financial and operating results including record quarterly gross revenue of $12.4 million, EBITDA of $9.5 million, net and comprehensive income of $8.4 million, and adjusted EBITDA of $3.2 million. These results represent annualized gross revenue of $49.6 million ($0.459/share) and annualized adjusted EBITDA of $12.8 million ($0.120/share). The information set out in this press release should be read in conjunction with SSC's condensed interim consolidated financial statements as at and for the three months ended March 31, 2025 and the related management's discussion and analysis, which are available for review on SSC's SEDAR+ profile at www.sedarplus.ca.

Jeff Swainson, President and CEO of SSC, stated: "Q1 2025 was a strong quarter for SSC with the closing of the Humble acquisition, which vertically integrated our operations into cultivation, the closing of an over subscribed $6.0 million convertible debenture offering, achieving record gross revenue and adjusted EBITDA, the expansion of our asset base from $10.9 million in Q1 2024 to $57.8 million in Q1 2025, and subsequent to quarter end, significantly improving our balance sheet with the repayment of $3.4 million, the discharge of $0.5 million, and the deferral of $3.25 million of debt. Our steadfast focus for 2025 is to leverage our portfolio of assets to maximize profitability, cash flow from operations, and balance sheet strength, while achieving a lower cost of capital." 

Q1 2025 Financial Highlights:

The results above include the consolidated operations of SSC and its wholly owned subsidiaries Massive Hash Factory Ltd., CannMart Inc. (acquired on September 12, 2024), ANC (acquired on October 18, 2024, effective October 1, 2024), and Humble (acquired on February 28, 2025, adding 1 month of operating results).  SSC is continuing to capture synergies in respect of these acquisitions to further reduce costs.

Continued Rationalization and Cost Savings

During late Q1 2025, SSC continued to restructure operations to capture acquisition synergies. This restructuring reduced headcount by approximately 58 during March 2025, reducing annualized payroll costs by approximately $2,500,000.  These amounts exclude headcount reductions made prior to closing the Humble acquisition. SSC has identified further restructuring opportunities with an estimated cost savings of between $500,000-$1,000,000 per year. 

Q1 2025 Operational Highlights

• $6.0 million Convertible Debenture Financing : On February 13, 2025, SSC completed a $6.0 million financing through the issuance of 6,000 debenture units ("Debenture Units") pursuant to an offering (the "Offering") at a price of $1,000 per Debenture Unit. Each Debenture Unit is comprised of one $1,000 principal value secured convertible debenture of SSC ("Debentures") and 1,000 common share purchase warrants of SSC (the "Warrants"). The Debentures are convertible into SSC common shares ("Common Shares") at $1.00 per Common Share at the option of the holder and at any time during the term of the Debentures. Interest accrues on the Debentures at 11% per annum, which interest is payable quarterly in cash by SSC. The Debentures mature on the date which is 48 months from the closing date, are secured by all present and after acquired property of SSC and its subsidiaries, and are subordinated to the Notes (defined below). A total of 6,000,000 Warrants were issued pursuant to the Offering. Each Warrant is exercisable for one Common Share at a price of $1.20 per Common Share for a period of four years from the closing date. The Debentures, Warrants and underlying Common Shares were subject to a hold period of four months and one day from the closing date.  350 Debenture Units (for gross proceeds of $350,000) were issued to Note holders for partial settlement of the Note balance outstanding.
• Acquisition of Humble : On February 28, 2025, SSC acquired all the issued and outstanding shares of Delta 9 Bio-Tech (now Humble) for cash consideration of $3,000,000 ("Acquisition"). In connection with the Acquisition, SSC entered into a lease agreement on closing in respect of the Facility (defined below) with an arms-length party for a 10-year term with renewal options. Humble operates a 98,000 square foot GACP certified cannabis cultivation facility in Winnipeg, Manitoba (the "Facility"), with an annual cultivation capacity of approximately 8,000-9,000kg of dried cannabis flower and trim. Humble services the recreational dried flower markets in Ontario, Alberta, Manitoba, Saskatchewan, British Columbia, and the Maritimes, and the business-to-business wholesale market in Canada and internationally. Key anticipated benefits and synergies are as follows:
  • Low Cultivation Costs: Upon capture of synergies and optimization, it is expected that the all-in cash cost to cultivate will be approximately $0.70 per gram, among the lowest for indoor cannabis in Canada.
  • No Liabilities: As Humble was acquired through CCAA proceedings, SSC assumed no liabilities upon closing of the Acquisition.
  • Tax Pools: Humble has approximately $60 million of accrued non-capital loss tax pools which may be usable to SSC. Should these tax pools be utilized, they are expected to reduce future tax payments by up to $12 million at an effective tax rate of 20%.
  • International Exposure: The Facility is GACP certified, allowing for the export of dried flower to international markets, which currently attracts higher selling prices.
  • Complimentary Products: The Acquisition allows SSC to participate in the dried flower product category, which is the largest cannabis product category in Canada with a market share of approximately 40% (according to Headset data).
  • Supply Chain: In the opinion of SSC, the supply demand dynamic is balancing in the Canadian wholesale cannabis marketplace, making it more difficult to procure the inputs that SSC requires. The Acquisition secured a supply of high-quality flower and trim for use in SSC's prerolls and in the manufacturing of concentrates and hash.
  • Prerolling: Humble sells regular and infused prerolls in numerous markets. SSC's subsidiary ANC Inc. brings this manufacturing in-house, maximizing efficiency.
  • Vapes: Humble sells vape cartridges in numerous markets. This manufacturing has come in-house at SSC's Massive Hash Factory facility, reducing production costs.
  • Inventory Velocity: Humble sells several products that SSC manufactures, including hash, which helps maximize inventory turnover.
  • Facility Cost Savings: SSC will be able to rationalize the activities performed at its various facilities, reducing fixed operating costs by approximately $750,000 annually once rationalized.
  • Cost Synergies: Administration, including but not limited to public company costs, accounting, IT, governance, and HR are shared, reducing costs significantly.
  • Blended Excise Rate: Humble pays lower excise rates as a cultivator, which lowers SSC's overall corporate blended excise tax rate.
• Repayment of $3.4 Million of ANC Promissory Notes & Deferral of Remainder : Subsequent to Q1 2025, $3.4 of the maximum remaining $7.15 million combined ANC Promissory Note and Reserve Earnout Promissory Note (collectively, the "Notes") were repaid through the issuance of 6,875,000 common shares of SSC at $0.50 per common share (subject to TSXV approval). $0.5 million of the Notes were discharged, $1.0 million of the Notes are now payable on June 3, 2026, and $2.2 million ("Payments Balance") of the Notes are payable with average weekly payments of $21,370.19 over two years. Should SSC repay the $2.2 million Payments Balance by July 31, 2025, the remaining principal balance owing at that time will be reduced by $367,500. Should SSC repay this balance by December 31, 2025, the remaining principal balance owing at that time will be reduced by $245,000. The equity issued is subject to a hold period of four months and one day from the date of issuance. This transaction significantly de-levered SSC's balance sheet.

About Simply Solventless Concentrates Ltd.

SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see www.simplysolventless.ca.  

Notice on Forward Looking Information

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected", "approximately" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning continued organic revenue growth, the continued synergies expected from integrating CannMart Inc., ANC, and Humble into SSC's operations, capitalizing on SSC's business plan and SSC's expected growth, results of operations and performance. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, SSC's ability to maintain good relations with its customers, employees  and other stakeholders, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at www.sedarplus.ca. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.

This press release contains future-oriented financial information and financial outlook information (collectively, "FOFI") about cost saving and rationalization and restructuring (payroll and other), gross revenue, adjusted EBITDA and NNI of SSC, which are subject to the same assumptions, risk factors, limitations and qualifications as set forth in the above paragraphs. FOFI contained in this document was approved by management as of the date of this document and was provided for the purpose of providing further information about SSC's future business operations. SSC and its management believe that FOFI has been prepared on a reasonable basis, reflecting management's best estimates and judgments, and represent, to the best of management's knowledge and opinion, SSC's expected course of action. However, because this information is highly subjective, it should not be relied on as necessarily indicative of future results. SSC disclaims any intention or obligation to update or revise any FOFI contained in this document, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law. Readers are cautioned that the FOFI contained in this document should not be used for purposes other than for which it is disclosed herein. Differences in the timing of capital expenditures or revenues and variances in production estimates can have a significant impact on the key performance measures included in SSC's guidance. SSC's actual results may differ materially from these estimates.

Non-IFRS Financial Measures

This press release includes references to "working capital", "current ratio", "inventory turnover", "EBITDA", "adjusted EBITDA" and "normalized net income", which are not defined under International Financial Reporting Standards (IFRS). The intent of these non-IFRS measures is to provide additional useful information to investors and analysts. These non-IFRS measures do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other entities. As such, these non-IFRS measures should not be considered in isolation or used as a substitute for measures of performance prepared in accordance with IFRS.

Working capital is an indicative measure of SSC's ability to service its short-term financial obligations with short-term assets. Management believes this measure provides useful information about SSC's current short-term liquidity. Refer to "Liquidity and Capital Resources" for a detailed calculation of this measure in SSC's Q1 2025 MD&A.

Current ratio is calculated by dividing current assets by current liabilities and is meant to indicate whether a company is capable of servicing its current liabilities. 

Inventory turnover is calculated by dividing cost of goods sold by inventory, and is meant to indicate how efficient a company is at turning inventory into cash.

EBITDA is calculated as income before interest and finance costs, taxes, depreciation and amortization expenses. EBITDA is considered as a useful measure by management of SSC to understand the profitability of SSC excluding the effects of capital structure, taxation and depreciation, but may not be appropriate for other purposes. EBITDA is considered a useful measure by management to understand profitability excluding the effects of capital structure, taxation and depreciation, but may not be appropriate for other purposes.

Adjusted EBITDA is not defined under IFRS and therefore should not be considered an alternative to, or more meaningful than net income (loss) and comprehensive income (loss). Adjusted EBITDA is calculated as net income before interest and finance costs, taxes, depreciation and amortization expenses, share based compensation, gain settlement or disposal or bargain purchase gains, non-recurring restructuring costs and acquisition costs, foreign exchange gains and losses and government rebates, and other gains or costs that are expected to be non-recurring. Adjusted EBITDA is considered a useful measure by management to understand profitability excluding the effects of capital structure, taxation and depreciation, and non-recurring items, but may not be appropriate for other purposes.

NNI is considered as a useful measure by management of SSC to understand the profitability of SSC excluding the effects of certain non-operating items. NNI is calculated as net income less gain settlement or disposal or bargain purchase gains, non-recurring restructuring costs and acquisition costs, foreign exchange gains and losses and government rebates, income tax recovery, and other gains or costs that are expected to be non-recurring.

See the "Operations" section in SSC's management's discussion & analysis for Q1 2025 and the year ended December 31 2024, available on SEDAR+ at www.sedarplus.ca, for a quantitative reconciliation of net income to adjusted EBITDA for such period, which information is incorporated by reference in this press release. Shown below is a reconciliation of EBITDA, adjusted EBITDA and NNI for Q1, 2025.

Reconciliation of Non-GAAP Measures

EBITDA and Adjusted EBITDA

Normalized Net Income

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

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

SOURCE Simply Solventless Concentrates Ltd.