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Materialise Reports First Quarter 2019 Results

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LEUVEN, Belgium–(BUSINESS WIRE)–Materialise NV (NASDAQ:MTLS), a leading provider of additive
manufacturing and medical software and of sophisticated 3D printing
services, today announced its financial results for the first quarter
ended March 31, 2019.

Highlights – First Quarter 2019

  • Total revenue increased 7.3% to 47,115 kEUR for the first quarter of
    2019 from 43,899 kEUR for the first quarter of 2018.
  • Total deferred revenue from annual software sales and maintenance
    contracts increased by 2,305 kEUR to 24,911 kEUR from 22,606 kEUR at
    the end of 2018.
  • Adjusted EBITDA increased 12% from the first quarter of 2018 to 5,829
    kEUR for the first quarter of 2019.
  • Net loss for the first quarter of 2019 was (304) kEUR, or (0.01) EUR
    per diluted share, compared to (183) kEUR, or 0.00 EUR per diluted
    share, over the same period last year.

Executive Chairman Peter Leys commented, “In the year’s opening quarter,
all three of our segments performed well. Materialise Software and
Materialise Medical, which continue to invest in both sales and
marketing and research and development, combined healthy double-digit
revenue growth rates with solid double-digit EBITDA margins. In spite of
the continuing macro-economic uncertainties, in particular in the
automotive sector, Materialise Manufacturing also realized growth, both
in terms of revenue and, more significantly, in terms of EBITDA. We
believe we are on track to meet our financial guidance for 2019.”

First Quarter 2019 Results

Total revenue for the first quarter of 2019 increased 7.3% to 47,115
kEUR compared to 43,899 kEUR for the first quarter of 2018. Adjusted
EBITDA increased to 5,829 kEUR from 5,224 kEUR. The Adjusted EBITDA
margin (Adjusted EBITDA divided by total revenue) in the first quarter
of 2019 was 12.4% compared to 11.9% in the first quarter of 2018.

Revenue from our Materialise Software segment increased 12.3% to
9,350 kEUR for the first quarter of 2019 from 8,326 kEUR for the same
quarter last year. Segment EBITDA increased to 2,961 kEUR from 2,324
kEUR while the segment EBITDA margin (the segment’s EBITDA divided by
the segment’s revenue) was 31.7% compared to 27.9% in the prior-year
period.

Revenue from our Materialise Medical segment increased 13.6% to 13,566
kEUR for the first quarter of 2019 compared to 11,946 kEUR for the same
period in 2018. Compared to the same quarter in 2018, revenues from
medical devices and services grew 15.8%, and revenues from our medical
software grew 9.4%. Segment EBITDA was 1,773 kEUR compared to 2,060 kEUR
while the segment EBITDA margin decreased to 13.1% from 17.2% in the
first quarter of 2018.

Revenue from our Materialise Manufacturing segment increased 2.3% to
24,184 kEUR for the first quarter of 2019 from 23,632 kEUR for the first
quarter of 2018. Segment EBITDA increased to 3,695 kEUR from 3,133 kEUR
while the segment EBITDA margin increased to 15.3% from 13.3% for the
same quarter in 2018.

Gross profit was 25,579 kEUR, or 54.3% of total revenue, for the first
quarter of 2019 compared to 23,955 kEUR, or 54.6% of total revenue, for
the first quarter of 2018.

Research and development (“R&D”), sales and marketing (“S&M”) and
general and administrative (“G&A”) expenses increased, in the aggregate,
8.5% to 25,361 kEUR for the first quarter of 2019 from 23,374 kEUR for
the first quarter of 2018.

Net other operating income increased by 709 kEUR to 1,258 kEUR compared
to 549 kEUR for the first quarter of 2018.

Operating result increased 30.6% to 1,476 kEUR from 1,130 kEUR for the
same period in the prior year.

Net financial result was (592) kEUR compared to (710) kEUR for the
prior-year period. The share in loss of joint venture amounted to (123)
kEUR from (103) kEUR for the same period last year.

The first quarter of 2019 contained income tax expenses of (1,065) kEUR,
compared to (500) kEUR in the first quarter of 2018. The decrease of 565
kEUR primarily reflects the change in deferred taxes from an income of
320 kEUR as at March 31, 2018 to an expense of 290 kEUR as at March 31,
2019.

As a result of the above, net loss for the first quarter of 2019 was
(304) kEUR, compared to (183) kEUR for the same period in 2018. Total
comprehensive income for the first quarter of 2019, which includes
exchange differences on translation of foreign operations, was 284 kEUR
compared to a loss of (278) kEUR for the same period in 2018.

At March 31, 2019, we had cash and equivalents of 111,052 kEUR compared
to 115,506 kEUR at December 31, 2018. Cash flow from operating
activities for the first quarter of 2019 was 4,081 kEUR compared to
6,200 kEUR in 2018. As a result of the implementation of the new
accounting standard IFRS 16, we have recognized additional lease assets
and liabilities for an amount of 4,998 kEUR at January 1, 2019. Our
Adjusted EBITDA for the first quarter of 2019 was affected positively by
this new standard from the rental payments decrease of 596 kEUR, but our
operating profit was not impacted as the depreciation expenses increased
by the same amount.

Net shareholders’ equity at March 31, 2019 was 136,377 kEUR compared to
135,989 kEUR at December 31, 2018.

2019 Guidance

As detailed in the company’s year-end fiscal 2018 earnings announcement,
in fiscal 2019, management expects to report consolidated revenue
between 196,000 – 204,000 kEUR and Adjusted EBITDA between 29,000 –
33,000 kEUR. Management also expects the amount of deferred revenue the
company generates from annual licenses and maintenance in 2019 to
increase by an amount between 2,000 – 4,000 kEUR as compared to 2018.
Reflecting the usual seasonality of the company’s business, Materialise
expects its financial performance to be weighted towards the second half
of 2019.

Non-IFRS Measures

Materialise uses EBITDA and Adjusted EBITDA as supplemental financial
measures of its financial performance. EBITDA is calculated as net
profit plus income taxes, financial expenses (less financial income),
shares of loss in a joint venture and depreciation and amortization.
Adjusted EBITDA is determined by adding non-cash stock-based
compensation expenses and acquisition-related expenses of business
combinations to EBITDA. Management believes these non-IFRS measures to
be important measures as they exclude the effects of items which
primarily reflect the impact of long-term investment and financing
decisions, rather than the performance of the company’s day-to-day
operations. As compared to net profit, these measures are limited in
that they do not reflect the periodic costs of certain capitalized
tangible and intangible assets used in generating revenues in the
company’s business, or the charges associated with impairments.
Management evaluates such items through other financial measures such as
capital expenditures and cash flow provided by operating activities. The
company believes that these measurements are useful to measure a
company’s ability to grow or as a valuation measurement. The company’s
calculation of EBITDA and Adjusted EBITDA may not be comparable to
similarly titled measures reported by other companies. EBITDA and
Adjusted EBITDA should not be considered as alternatives to net profit
or any other performance measure derived in accordance with IFRS. The
company’s presentation of EBITDA and Adjusted EBITDA should not be
construed to imply that its future results will be unaffected by unusual
or non-recurring items.

Exchange Rate

This document contains translations of certain euro amounts into U.S.
dollars at specified rates solely for the convenience of readers. Unless
otherwise noted, all translations from euros to U.S. dollars in this
document were made at a rate of EUR 1.00 to USD 1.1235, the reference
rate of the European Central Bank on March 29, 2019.

Conference Call and Webcast

Materialise will hold a conference call and simultaneous webcast to
discuss its financial results for the first quarter of 2019 on Tuesday,
April 30, 2019, at 8:30 a.m. ET/2:30 p.m. CET. Company participants on
the call will include Wilfried Vancraen, Founder and Chief Executive
Officer; Peter Leys, Executive Chairman; and Johan Albrecht, Chief
Financial Officer. A question-and-answer session will follow
management’s remarks.

To access the conference call, please dial 844-469-2530 (U.S.) or
765-507-2679 (international), passcode #4573367. The conference call
will also be broadcast live over the Internet with an accompanying slide
presentation, which can be accessed on the company’s website at http://investors.materialise.com.

A webcast of the conference call will be archived on the company’s
website for one year.

About Materialise

Materialise incorporates more than 25 years of 3D printing experience
into a range of software solutions and 3D printing services, which form
the backbone of the 3D printing industry. Materialise’s open and
flexible solutions enable players in a wide variety of industries,
including healthcare, automotive, aerospace, art and design, and
consumer goods, to build innovative 3D printing applications that aim to
make the world a better and healthier place. Headquartered in Belgium,
with branches worldwide, Materialise combines one of the largest groups
of software developers in the industry with one of the largest 3D
printing facilities in the world. For additional information, please
visit: www.materialise.com.

Cautionary Statement on Forward-Looking Statements

This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended,
regarding, among other things, our intentions, beliefs, assumptions,
projections, outlook, analyses or current expectations, plans,
objectives, strategies and prospects, both financial and business,
including statements concerning, among other things, current estimates
of fiscal 2019 revenues, deferred revenue from annual licenses and
maintenance and Adjusted EBITDA, results of operations, cash needs,
capital expenditures, expenses, financial condition, liquidity,
prospects, growth and strategies (including our strategic priorities for
2019), and the trends and competition that may affect the markets,
industry or us. Such statements are subject to known and unknown
uncertainties and risks. When used in this press release, the words
“estimate,” “expect,” “anticipate,” “project,” “plan,” “intend,”
“believe,” “forecast,” “will,” “may,” “could,” “might,” “aim,” “should,”
and variations of such words or similar expressions are intended to
identify forward-looking statements. These forward-looking statements
are based upon the expectations of management under current assumptions
at the time of this press release. These expectations, beliefs and
projections are expressed in good faith and the company believes there
is a reasonable basis for them. However, the company cannot offer any
assurance that our expectations, beliefs and projections will actually
be achieved. By their nature, forward-looking statements involve risks
and uncertainties because they relate to events, competitive dynamics
and industry change, and depend on economic circumstances that may or
may not occur in the future or may occur on longer or shorter timelines
than anticipated. We caution you that forward-looking statements are not
guarantees of future performance and involve known and unknown risks,
uncertainties and other factors that are in some cases beyond our
control. All of the forward-looking statements are subject to risks and
uncertainties that may cause the company’s actual results to differ
materially from our expectations, including risk factors described in
the company’s annual report on Form 20-F filed with the U.S. Securities
and Exchange Commission. There are a number of risks and uncertainties
that could cause the company’s actual results to differ materially from
the forward-looking statements contained in this press release.

The company is providing this information as of the date of this press
release and does not undertake any obligation to update any
forward-looking statements contained in this press release as a result
of new information, future events or otherwise, unless it has
obligations under the federal securities laws to update and disclose
material developments related to previously disclosed information.

Consolidated income statements (Unaudited)

 
 

For the three months ended
March 31,

     

For the three months ended
March 31,

In 000 2019     2019     2018 2019     2018
U.S.$
 
Revenue   52,934   47,115   43,899   47,115   43,899
Cost of sales (24,195 ) (21,536 ) (19,944 ) (21,536 ) (19,944 )
Gross profit 28,739 25,579 23,955 25,579 23,955
Gross profit as % of revenue 54,3 % 54,3 % 54.6 % 54,3 % 54.6 %
 
Research and development expenses (6,388 ) (5,686 ) (5,615 ) (5,686 ) (5,615 )
Sales and marketing expenses (13,571 ) (12,079 ) (10,599 ) (12,079 ) (10,599 )
General and administrative expenses (8,534 ) (7,596 ) (7,160 ) (7,596 ) (7,160 )
Net other operating income (expenses) 1,412 1,258 549 1,258 549
Operating (loss) profit 1,658 1,476 1,130 1,476 1,130
 
Financial expenses (1,344 ) (1,196 ) (1,550 ) (1,196 ) (1,550 )
Financial income 679 604 840 604 840
Share in loss of joint venture (139 ) (123 ) (103 ) (123 ) (103 )
(Loss) profit before taxes 854 761 317 761 317
 
Income taxes (1,196 ) (1,065 ) (500 ) (1,065 ) (500 )
Net (loss) profit for the period (342 ) (304 ) (183 ) (304 ) (183 )
Net (loss) profit attributable to:
The owners of the parent (342 ) (304 ) (183 ) (304 ) (183 )
Non-controlling interest
 
Earnings per share attributable to owners of the parent
Basic (0.01 ) (0.01 ) 0.00 (0.01 ) 0.00
Diluted (0.01 ) (0.01 ) 0.00 (0.01 ) 0.00
 
Weighted average basic shares outstanding 52,891 52,891 47,428 52,891 47,428
Weighted average diluted shares outstanding 52,891 52,891 47,428 52,891 47,428
 

Consolidated statements of comprehensive income (Unaudited)

 
 

For the three months ended
March 31,

     

For the three months ended
March 31,

In 000 2019     2019     2018 2019     2018
U.S.$
 
Net profit (loss) for the period   (342 )   (304 )   (183 )   (304 )   (183 )
Other comprehensive income
Exchange difference on translation of foreign operations 661 588 (95 ) 588 (95 )
Other comprehensive income (loss), net of taxes 661 588 (95 ) 588 (95 )
Total comprehensive income (loss) for the year, net of taxes 319 284 (278 ) 284 (278 )
Total comprehensive income (loss) attributable to:
The owners of the parent 319 284 (278 ) 284 (278 )
Non-controlling interest
 

Consolidated statement of financial position (Unaudited)

 

As of
March 31,

   

As of
December 31,

In 000

2019

2018

Assets    
 
Non-current assets
Goodwill 17,680 17,491
Intangible assets 26,189 26,326
Property, plant & equipment 97,120 92,537
Investments in joint ventures
Deferred tax assets 257 315
Other non-current assets 9,388 7,237
Total non-current assets 150,634 143,906
 
Current assets
Inventories 11,203 9,986
Trade receivables 39,397 36,891
Other current assets 7,172 6,936
Cash and cash equivalents 111,052 115,506
Total current assets 168,824 169,319
Total assets 319,458 313,225
 
 

As of
March 31,

   

As of
December 31,

In 000 2019 2018
Equity and liabilities    
Equity
Share capital 3,050 3,050
Share premium 136,741 136,637
Consolidated reserves (2,152 ) (1,848 )
Other comprehensive income (1,262 ) (1,850 )
Equity attributable to the owners of the parent

136,377

135,989
Non-controlling interest
Total equity 136,377 135,989
 
Non-current liabilities
Loans & borrowings 93,638 92,440
Deferred tax liabilities 6,484 6,226
Deferred income 4,813 4,587
Other non-current liabilities 585 868
Total non-current liabilities 105,520 104,121
 
Current liabilities
Loans & borrowings 15,517 13,598
Trade payables 17,128 18,667
Tax payables 2,730 2,313
Deferred income 26,476 23,195
Other current liabilities 15,710 15,342
 
Total current liabilities 77,561 73,115
Total equity and liabilities 319,458 313,225
 

Consolidated statement of cash flows (Unaudited)

 
 

For the three months ended
March 31,

in 000 2019   2018
Operating activities
Net (loss) profit for the period (304 ) (183 )
Non-cash and operational adjustments
Depreciation of property, plant & equipment 3,429 2,700
Amortization of intangible assets 1,101 1,305
Share-based payment expense (177 ) 89
Loss (gain) on disposal of property, plant & equipment 51
Movement in provisions 14 (16 )
Movement reserve for bad debt (136 ) 84
Financial income (60 ) (667 )
Financial expense 583 1,067
Impact of foreign currencies 83 310
Share in loss of a joint venture (equity method) 124 103
(Deferred) income taxes 1,065 501
Other 35 (88 )
Working capital adjustment & income tax paid
Increase in trade receivables and other receivables (2,393 ) (4,372 )
Decrease (increase) in inventories (1,200 ) 1,147
Increase in trade payables and other payables 2,251 5,027
Income tax paid (385 ) (807 )
Net cash flow from operating activities 4,081 6,200
 
 

For the three months ended
March 31,

in 000 2019   2018
Investing activities
Purchase of property, plant & equipment (2,657 ) (4,275 )
Purchase of intangible assets (575 ) (324 )
Proceeds from the sale of property, plant & equipment & intangible
assets (net)
20
Convertible loan to third party (2,500 )
Investments in joint-ventures
Interest received 53 14
Net cash flow used in investing activities (5,679 ) (4,565 )
 
Financing activities
Proceeds from loans & borrowings 1,500 12,413
Repayment of loans & borrowings (2,543 ) (11,388 )
Repayment of finance leases (1,399 ) (760 )
Capital increase 207
Interest paid (503 ) (404 )
Other financial income (expense) (110 ) 5
Net cash flow from (used in) financing activities (3,055 ) 73
 
Net increase of cash & cash equivalents (4,653 ) 1,708
Cash & cash equivalents at beginning of the year 115,506 43,175
Exchange rate differences on cash & cash equivalents 199 (186 )
Cash & cash equivalents at end of the year 111,052 44,697
 

Reconciliation of Net Profit (Loss) to EBITDA and Adjusted
EBITDA (Unaudited)

 
 

For the three months
ended March 31,

     

For the three months
ended March 31,

In 000 2019   2018 2019   2018
 
Net profit (loss) for the period   (304 )   (183 )   (304 )   (183 )
 
Income taxes 1,065 500 1,065 500
Financial expenses 1,196 1,550 1,196 1,550
Financial income (604 ) (840 ) (604 ) (840 )
Share in loss of joint venture 123 103 123 103
Depreciation and amortization 4,530 4,006 4,530 4,006
 
EBITDA 6,006 5,136 6,006 5,136
 
Non-cash stock-based compensation expense (1) (177 ) 88 (177 ) 88
Acquisition-related expenses business combinations
 
ADJUSTED EBITDA 5,829 5,224 5,829 5,224

(1) Non-cash stock-based compensation expenses represent the cost of
equity-settled and cash-settled share-based payments to employees.

 

Segment P&L (Unaudited)

 
In 000   Materialise

Software

  Materialise

Medical

  Materialise

Manufact-

uring

  Total

segments

  Unallocated

(1)

  Consoli-

dated

For the three months ended March 31, 2019
Revenues 9,350 13,566 24,184 47,100 15 47,115
Segment EBITDA 2,961 1,773 3,695 8,429 (2,423) 6,006
 
Segment EBITDA % 31.7% 13.1% 15.3% 17.9% 12.7%
 
For the three months ended March 31, 2018
Revenues 8,326 11,946 23,632 43,904 (5) 43,899
Segment EBITDA 2,324 2,060 3,133 7,517 (2,381) 5,136
 
Segment EBITDA % 27.9% 17.2% 13.3% 17.1% 11.7%

(1) Unallocated Revenues consist of occasional one-off sales by our core
competencies not allocated to any of our segments. Unallocated Segment
EBITDA consists of corporate research and development, corporate
headquarter costs and other operating income (expense).

 

Reconciliation of Net Profit (Loss) to Segment EBITDA
(Unaudited)

 
 

For the three months
ended March 31,

     

For the three months
ended March 31,

In 000 2019   2018 2019   2018
 
Net profit (loss) for the period   (304 )   (183 )   (304 )   (183 )
Income taxes 1,065 500 1,065 500
Financial cost 1,196 1,550 1,196 1,550
Financial income (604 ) (840 ) (604 ) (840 )
Share in loss of joint venture 123 103 123 103
 
Operating profit 1,476 1,130 1,476 1,130
 
Depreciation and amortization 4,530 4,006 4,530 4,006
Corporate research and development 464 490 464 490
Corporate headquarter costs 2,565 2,263 2,565 2,263
Other operating income (expense) (606 ) (372 ) (606 ) (372 )
 
Segment EBITDA 8,429 7,517 8,429 7,517

Contacts

Investor Relations
Harriet Fried
LHA
212.838.3777
[email protected]


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Innocan

Innocan Pharma Initiates FDA Approval Process for Liposome Injection Therapy for Chronic Pain

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With its submission of a Pre-IND Meeting Request Letter, Innocan initiates the regulatory process with the U.S. Food and Drug Administration (FDA) for the approval of its prolonged CBD release technology for human use

HERZLIYA, Israel and CALGARY, AB, April 22, 2024 /PRNewswire/ — Innocan Pharma Corporation (CSE: INNO) (FSE: IP4) (OTCQB: INNPF) (“Innocan” or the “Company”), is pleased to announce that is has reached a key milestone: the Company submitted its letter of application for a Pre-IND meeting, the first phase in the FDA approval process in the United States for Innocan’s Liposome-Cannabidiol (LPT-CBD) injectable treatment of chronic pain.

With the global market for pain therapeutics widely expected to exceed US$100 billion by 2032[1], LPT therapy which requires only one single monthly subcutaneous injection, is positioned as a highly attractive alternative to opioid-based approaches. Opioids have and continue to take a significant human toll in recent years, with more than three-quarters of drug overdose deaths in the United States involving opioids, according to the United States Center for Disease Control and Prevention[2].

Innocan’s therapy has shown consistent efficacy in multiple pre-clinical trials in recent years of it’s LPT-CBD injectable treatment through prolonged and controlled release of CBD in animals with chronic pain conditions. Innocan’s Pre-IND Meeting Request Letter to the FDA is a key milestone and important first step in seeking approval of its LPT-CBD therapy for use in humans. At the Pre-IND meeting, the objective will be to obtain guidance from the FDA on the preclinical and clinical development plan, enabling the initiation of an Investigational New Drug (IND) program in the United States.

Iris Bincovich, CEO of Innocan, commented: “We are extremely excited to embark on this next stage in the development of LPT-CBD injectables, this is a major Milestone for Innocan Pharma. We have invested significant effort and many thousands of person-hours in its research and development, accumulating a wealth of preclinical data that will serve as the foundation for our participation in the FDA process. This is a key milestone for Innocan and marks our first step towards the FDA’s recognition of our technology. We see significant potential for our therapy, with an addressable market for pain management therapeutics expected to exceed US $100 billion by 2032, and we look forward to tapping that.

Dr. Joseph Pergolizzi, Innocan’s FDA Advisory Board Member, added:

“We have worked hard to catalogue the data collected as part of our animal LPT therapy testing program and prepare it for the FDA. We look forward to working under FDA guidance, with the goal of completing the review process as quickly and efficiently as possible. We believe that Innocan’s unique treatment method, if and when it should become FDA-approved has the potential of being a highly valuable non-opioid addition in the medical arsenal of the management of chronic pain.”

About Innocan

Innocan is a pharmaceutical tech company that operates under two main segments: Pharmaceuticals and Consumer Wellness. In the Pharmaceuticals segment, Innocan focuses on developing innovative drug delivery platform technologies based on advanced cannabinoids science, to treat various conditions to improve patients’ quality of life. This segment involves two drug delivery technologies: (i) LPT CBD- loaded liposome platform facilitating exact dosing and the prolonged and controlled release of CBD into the blood stream. The LPT delivery platform research is in the preclinical trial phase for: Pain Management. In the Consumer Wellness segment, Innocan develops and markets a wide portfolio of innovative and high-performance self-care products to promote a healthier lifestyle. Under this segment, Innocan has established a joint venture by the name of BI Sky Global Ltd. that focuses on advanced targeted online sales. https://innocanpharma.com/

For further information, please contact:

For Innocan Pharma Corporation:
Iris Bincovich, CEO

+1-516-210-4025

+972-54-3012842

+442037699377
[email protected]

NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Cautionary note regarding forward-looking information

Certain information set forth in this news release, including, without limitation, information regarding research and development, collaborations, the filing of potential applications with the FDA and other regulatory authorities, the potential achievement of future regulatory milestones, the potential for treatment of conditions and other therapeutic effects resulting from research activities and/or the Company’s products, requisite regulatory approvals and the timing for market entry, is forward-looking information within the meaning of applicable securities laws. By its nature, forward-looking information is subject to numerous risks and uncertainties, some of which are beyond Innocan’s control. The forward-looking information contained in this news release is based on certain key expectations and assumptions made by Innocan, including expectations and assumptions concerning the anticipated benefits of the products, satisfaction of regulatory requirements in various jurisdictions and satisfactory completion of requisite production and distribution arrangements.

Forward-looking information is subject to various risks and uncertainties which could cause actual results and experience to differ materially from the anticipated results or expectations expressed in this news release. The key risks and uncertainties include but are not limited to: general global and local (national) economic, market and business conditions; governmental and regulatory requirements and actions by governmental authorities; and relationships with suppliers, manufacturers, customers, business partners and competitors. There are also risks that are inherent in the nature of product distribution, including import / export matters and the failure to obtain any required regulatory and other approvals (or to do so in a timely manner) and availability in each market of product inputs and finished products. The anticipated timeline for entry to markets may change for a number of reasons, including the inability to secure necessary regulatory requirements, or the need for additional time to conclude and/or satisfy the manufacturing and distribution arrangements. As a result of the foregoing, readers should not place undue reliance on the forward-looking information contained in this news release concerning the timing of launch of product distribution. A comprehensive discussion of other risks that impact Innocan can also be found in Innocan’s public reports and filings which are available under Innocan’s profile at www.sedar.com.

Readers are cautioned that undue reliance should not be placed on forward-looking information as actual results may vary materially from the forward-looking information. Innocan does not undertake to update, correct or revise any forward looking information as a result of any new information, future events or otherwise, except as may be required by applicable law.

[1] https://www.gminsights.com/industry-analysis/pain-management-drugs-market

[2] https://www.cdc.gov/opioids/data/index.html

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curaleaf-completes-acquisition-of-northern-green-canada

Bolsters Company’s Advantage in Several Key Emerging Markets, including Australia, New Zealand, Germany, Poland and the United Kingdom

NEW YORK, April 22, 2024 /PRNewswire/ — Curaleaf Holdings, Inc. (TSX: CURA) (OTCQX: CURLF) (“Curaleaf” or the “Company”), a leading international provider of consumer cannabis products, announced today the closing of its acquisition of Northern Green Canada (“NGC”), a vertically integrated Canadian licensed cannabis producer focused primarily on expanding in the international market through its EU-GMP certification. The accretive acquisition amplifies the Company’s strategic advantage in established European markets including Germany, Poland and the United Kingdom and provides a foothold in the emerging markets of Australia and New Zealand.

Integrating NGC’s international operation will equip Curaleaf with a secure and consistent high quality, non-irradiated, indoor EU-GMP flower supply, essential to maintaining its leading positions in Germany, the United Kingdom and Poland.

“We are thrilled to welcome NGC formally to the Curaleaf family of global brands,” said Boris Jordan, Founder and Executive Chairman of Curaleaf. “This is an incredibly important deal for our international expansion strategy, as we’ll be able to bolster our supply of high quality EU-GMP certified flower immediately to key European markets as well as enter the fast-growing markets of Australia and New Zealand.”

The global cannabis market is projected to generate $55 billion in sales by 2027. Emerging markets beyond the United States and Canada, including Germany, Australia and New Zealand are expected to contribute $6.3 billion of the $55 billion projection.

Terms of the acquisition of NGC include an initial payment at closing of the Company’s Subordinate Voting Shares valued at approximately US $16 million, subject to a typical post-closing adjustment. An earnout may also be paid in 2025 based upon 2024 performance of NGC’s operations, up to 50% of which will be cash and the rest paid in additional Subordinate Voting Shares. The issuance of Subordinate Voting Shares in connection with the acquisition of NGC has been conditionally approved by the Toronto Stock Exchange, subject to fulfilling customary listing conditions.

About Curaleaf Holdings
Curaleaf Holdings, Inc. (TSX: CURA) (OTCQX: CURLF) (“Curaleaf”) is a leading international provider of consumer products in cannabis with a mission to enhance lives by cultivating, sharing and celebrating the power of the plant. As a high-growth cannabis company known for quality, expertise and reliability, the Company and its brands, including Curaleaf, Select, Grassroots, JAMS, Find and Zero Proof provide industry-leading service, product selection and accessibility across the medical and adult use markets. Curaleaf International is the largest vertically integrated cannabis company in Europe with a unique supply and distribution network throughout the European market, bringing together pioneering science and research with cutting-edge cultivation, extraction and production. Curaleaf is listed on the Toronto Stock Exchange under the symbol CURA and trades on the OTCQX market under the symbol CURLF. For more information, please visit https://ir.curaleaf.com.

Forward Looking Statements
This media advisory contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward–looking statements or information. Generally, forward-looking statements and information may be identified by the use of forward-looking terminology such as “plans”, “expects” or, “proposed”, “is expected”, “intends”, “anticipates”, or “believes”, or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. More particularly and without limitation, this news release contains forward-looking statements and information concerning the expected benefits of the acquisition of NGC, and the Company’s planned expansion on internal markets, the Company’s anticipated strategic advantages in European markets and emerging markets, the integration of NGC’s internal operations, the anticipated global cannabis market, and the listing of shares issuable in connection with the acquisition on the Toronto Stock Exchange. Such forward-looking statements and information reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company with respect to the matters described in this new release, including the Company’s ability to successfully realize the expected benefits of the acquisition, and the Company’s ability to fulfil the listing conditions imposed by the Toronto Stock Exchange. Forward-looking statements involve risks and uncertainties, which are based on current expectations as of the date of this release and subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including the failure to realize the expected benefits of the acquisition, or the Company’s failure to fulfil the listing conditions imposed by the Toronto Stock Exchange. Additional information about these assumptions and risks and uncertainties is contained under “Risk Factors and Uncertainties” in the Company’s latest annual information form filed on March 6, 2024, which is available under the Company’s SEDAR profile at http://www.sedar.com, and in other filings that the Company has made and may make with applicable securities authorities in the future. Forward-looking statements contained herein are made only as to the date of this press release and we undertake no obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law. We caution investors not to place considerable reliance on the forward-looking statements contained in this press release. The Toronto Stock Exchange has not reviewed, approved or disapproved the content of this news release.

INVESTOR CONTACT
Curaleaf Holdings, Inc.
Camilo Lyon, Chief Investment Officer
[email protected]

MEDIA CONTACT
Curaleaf Holdings, Inc.
Tracy Brady, SVP Corporate Communications
[email protected]

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