Auxly Announces Strategic Investment in FSD Pharma

VANCOUVER, British Columbia, Sept. 20, 2018 (GLOBE NEWSWIRE) — Auxly Cannabis Group Inc. (TSX.V: XLY) (OTCQX: CBWTF) (“Auxly” or the “Company“) is pleased to announce that, as part of the strategic alliance and streaming agreement previously announced on March 5, 2018, Auxly has completed a $7,500,000 equity investment (the “Transaction”) in FSD Pharma Inc. (CSE: HUGE) (“FSD”). 

Pursuant to the Transaction, Auxly has subscribed for $7,500,000 of publicly traded Class B Subordinate Voting Shares of FSD at a price of $1.00 per share (“Purchased Shares”). The Purchased Shares are subject to a statutory hold period expiring four months and one day from the date of issuance, on January 20th, 2019.

Proceeds from the financing will be used to fund the ongoing construction of the initial 220,000 square feet of cultivation space that Auxly and FSD are jointly developing at FSD’s 620,000 square foot facility (the “Facility”) in Cobourg, Ontario pursuant to the agreed upon construction and development budget, announced on July 3, 2018. The jointly developed cultivation space, which is currently under construction, will also include a dedicated space for large scale extraction. Auxly retains a 49.9% stream of all cannabis and cannabis-derived products produced at the Facility, under partnership with Auxly, in perpetuity.

Hugo Alves, President of Auxly commented: “FSD Pharma is an important partner to Auxly and a partner that we value highly as a contributor of high quality indoor hydroponic cannabis to the Auxly platform. We are incredibly pleased with the progress we have jointly made on the construction of the first phase of the facility and look forward to working closely with FSD’s team to design and build out this world class asset.”

ON BEHALF OF THE AUXLY BOARD

“Chuck Rifici” Chairman & CEO

About Auxly Cannabis Group Inc. (TSX.V: XLY) (OTCQX: CBWTF)

Auxly Cannabis Group is a collective of entrepreneurs with a passion for the cannabis industry past, present and future. Our mandate is to facilitate growth for our partners by providing them with financial support and sharing our collective industry experience. Our partners all have different visions, voices and brand values, and all share a common goal—to build a world-class industry based on ethics, diversity, quality and innovation.

Investor Relations:
For more information about investing in Auxly Cannabis Group Inc., please visit: http://www.auxly.com or contact our Investor Relations Team:
Email: IR@auxly.com 
Phone: 1.833.695.2414

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Media Enquiries (only):
For media enquiries or to set up an interview please contact:
Sarah Bain, VP External Affairs
Email: sarah@auxly.com 
Phone: 613.230.5869

Notice Regarding Forward Looking Information:

This news release contains certain “forward-looking information” within the meaning of applicable Canadian securities law. Forward-looking information is frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or information that certain events or conditions “may” or “will” occur. This information is only a prediction. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking information throughout this news release. Forward-looking information includes, but is not limited to: expectations of future growing capacity at the Facility and the projected costs associated with each expansion phase of the Facility; the completion of the planned build-out and expansion phases; the funding requirements for each expansion phase; the projected revenue achievable by the Facility; and the proposed licensing of the Facility and the expected timing to obtain all necessary licenses required for the proposed operation of the Facility.  By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company or the Facility to be materially different from those expressed or implied by such information and statements.

A number of factors could cause actual results to differ materially from a conclusion, forecast or projection contained in the forward-looking information in this release including, but not limited to, whether: sufficient funding can be obtained to complete each phased expansion of the Facility in the manner proposed or at all; the Company and FSD can satisfy the conditions associated with the Facility’s cultivation license; a sales authorization can be obtained for the license and the related timing considerations; the Company and FSD can obtain all necessary governmental and regulatory permits and approvals for the Facility, including in relation to the construction of each proposed expansion phase, and whether such permits and approvals can be obtained in a timely manner; FSD complies with its obligations under the Agreement; the Facility can be operated as intended; current and future management will abide by the investment objectives and investment strategies of the Company; the Company will supplement its board of directors and management, or otherwise engage consultants and advisors, having knowledge of the industries in which the Company invests; streaming partners will be able to generate cash flow; general economic, financial market, regulatory and political conditions in which the Company operates will remain the same; the Company will be able to compete in the industry; the Company will be able to manage anticipated and unanticipated costs; the Company will be able to enter into additional streaming agreements; the Company will be able to maintain internal controls over financial reporting and disclosure, controls and procedures; streaming partners will be able to meet the requirements necessary to obtain and / or maintain their status as licensed entities; and streaming partners will be able to successfully complete initial construction and / or expansion construction of their respective facilities pursuant to the terms and conditions of their respective streaming agreements. Additional risk factors are disclosed in the annual information form of the Company for the financial year ended December 31, 2017 dated May 24, 2018.

New factors emerge from time to time, and it is not possible for management to predict all of those factors or to assess in advance the impact of each such factor on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking information. The forward-looking information in this release is based on information currently available and what management believes are reasonable assumptions. Forward-looking information speaks only to such assumptions as of the date of this release. In addition, this release may contain forward-looking information attributed to third party industry sources, the accuracy of which has not been verified by the Company. The purpose of forward-looking information is to provide the reader with a description of management’s expectations, and such forward-looking information may not be appropriate for any other purpose. Readers should not place undue reliance on forward-looking information contained in this release.

The forward-looking information contained in this release is expressly qualified by the foregoing cautionary statements and is made as of the date of this release. Except as may be required by applicable securities laws, the Company does not undertake any obligation to publicly update or revise any forward-looking information to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events, whether as a result of new information, future events or results, or otherwise.

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.