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Myomo Reports First Quarter 2019 Results

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Reports 165% Year-over-Year Revenue Growth and Continued Expansion
of Reimbursement Pipeline

CAMBRIDGE, Mass.–(BUSINESS WIRE)–Myomo, Inc. (NYSE American: MYO) (“Myomo” or the “Company”), a wearable
medical robotics company that offers increased functionality for those
suffering from neurological disorders and upper limb paralysis, today
announced its financial results for the first quarter ended March 31,
2019.

Recent Highlights and Accomplishments:

  • Revenues for the first quarter 2019 of $830,000 increased by 165%
    versus the comparable period of 2018. Gross profit for the quarter
    increased by 219% compared to the first quarter of 2018 and gross
    margin expanded to 79% from 65%.
  • The Company’s reimbursement pipeline contained 354 MyoPro units as of
    March 31, 2019, up 16% from 306 units at the end of the fourth quarter
    2018. In the first quarter 2019, the Company sold 35 units.
  • The Company expanded its US distribution from 42 to all 50 of the top
    metro areas through the addition of O&P partners and entered into new
    agreements with O&P providers with multiple locations in Italy, Chile,
    and Australia.

“The strong growth in first quarter revenues in 2019 is the result of
our national rollout launched in 2018, which consisted of online
marketing and broader metro area coverage with O&P clinical partners,”
said Paul R. Gudonis, Chairman and CEO of Myomo. “Our reimbursement
pipeline continues to grow, which is expected to result in significant
revenue growth in 2019.”

Financial Results

    Three months ended   Period-to-period
March 31, change
2019   2018 $     %
Revenue $ 830,066 $ 313,179 $ 516,887   165%
Cost of revenue   176,187   108,080   68,107 63%
Gross profit $ 653,879 $ 205,099 $ 448,780 219%
Gross margin%  

79

%   65 %   14%
 

Higher revenue for the three months ended March 31, 2019 reflects both
higher volume and a higher average unit selling price compared to the
three months ended March 31, 2018.

Gross margin was 79% for the three months ended March 31, 2019. Gross
margin increased compared to the 65% for the three months ended March
31, 2018, respectively due to higher average selling price on devices
directly sold to patients.

Operating expenses were $3,337,000, an increase of $729,000, or 28%,
during the three months ended March 31, 2019, versus the comparable
period of 2018. The increase in operating expenses primarily reflects
the addition of personnel in the second half of 2018 in support of the
Company’s expansion of its sales, marketing and reimbursement functions.

The Company’s net loss for the quarter ended March 31, 2019 was
$2,598,000, or ($0.17) per share, compared with a net loss of
$2,345,000, or ($0.20) per share for the corresponding period of 2018.

Adjusted EBITDA1 for the quarter ended March 31, 2019 was a
loss of $2,454,000, compared with a loss of $2,052,000 for the
corresponding period in 2018. A reconciliation of GAAP net loss to this
non-GAAP financial measure has been provided in the financial statement
tables included in this press release. An explanation of this measure is
also included below under the heading “Non-GAAP Financial Measures.”

Liquidity

Cash on hand at March 31, 2019 was $9,234,000, compared to $6,541,000 at
December 31, 2018. On February 12, 2019, the Company successfully
completed a follow-on public offering of its common stock, generating
net proceeds of approximately $5,600,000, which the Company continues to
expect will provide sufficient liquidity to fund its operations through
2019.

Conference Call and Webcast Information

Myomo will hold a conference call today, Monday, May 13, 2019 at 8:30
a.m. EDT. To access the conference call, please dial 1-877-270-2148 from
the U.S. or 1-412-902-6510 internationally. Our webcast can also be
accessed through Myomo’s Investor Relations page. Please allow extra
time prior to the call to visit the site and download any necessary
software to listen to the live broadcast.

A replay of the conference call will be available approximately one hour
after completion of the live conference call at the Investor Relations
page. A dial-in replay of the call will be available until May 27, 2019;
please dial 1-877-344-7529 from the U.S. or 1-412-317-0088
internationally and provide the passcode of 10130705.

About Myomo

Myomo, Inc. is a wearable medical robotics company that offers expanded
mobility for those suffering from neurological disorders and upper limb
paralysis. Myomo develops and markets the MyoPro product line. MyoPro is
a powered upper limb orthosis designed to support the arm and restore
function to the weakened or paralyzed arms of patients suffering from
CVA stroke, brachial plexus injury, traumatic brain or spinal cord
injury, ALS or other neuromuscular disease or injury. It is currently
the only marketed device that, sensing a patient’s own EMG signals
through non-invasive sensors on the arm, can restore an individual’s
ability to perform activities of daily living, including feeding
themselves, carrying objects and doing household tasks. Many are able to
return to work, live independently and reduce their cost of care. Myomo
is headquartered in Cambridge, Massachusetts, with sales and clinical
professionals across the U.S. For more information, please visit www.myomo.com.

1   Adjusted EBITDA is earnings before interest, taxes, depreciation and
amortization adjusted for the impact of the write-off of unamortized
debt discount associated with conversion of convertible notes into
common stock and warrants, stock based-compensation, the impact of
the fair value revaluation of our derivative liabilities and the
loss on early extinguishment of debt.
 

Forward Looking Statements

This press release contains forward-looking statements regarding the
Company’s future business expectations, including the receipt of
revenues from units being processed for insurance reimbursement, the
scale-up and expansion of commercial operations, our expectations for
revenues and our results of operations, and the potential benefits to
users of our products, our financial position and cash runway, which are
subject to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are only
predictions and may differ materially from actual results due to a
variety of factors.

These factors include, among other things:

  • our sales and commercialization efforts;
  • our ability to achieve reimbursement from third-party payers for our
    products;
  • our dependence upon external sources for the financing of our
    operations;
  • our ability to effectively execute our business plan; and
  • our expectations as to our clinical research program and clinical
    results.

More information about these and other factors that potentially could
affect our financial results is included in Myomo’s filings with the
Securities and Exchange Commission, including those contained in the
risk factors section of the Company’s annual report on Form 10-K,
quarterly reports on Form 10-Q and other filings with the Commission.
The Company cautions readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made.
Although the forward-looking statements in this release of financial
information are based on our beliefs, assumptions and expectations,
taking into account all information currently available to us, we cannot
guarantee future transactions, results, performance, achievements or
outcomes. No assurance can be made to any investor by anyone that the
expectations reflected in our forward-looking statements will be
attained, or that deviations from them will not be material and adverse.
The Company disclaims any obligation subsequently to revise any
forward-looking statements to reflect events or circumstances after the
date of such statements or to reflect the occurrence of anticipated or
unanticipated events.

Non-GAAP Financial Measures

Myomo has provided in this release of financial information that has not
been prepared in accordance with generally accepted accounting
principles in the United States, or GAAP. This information includes
Adjusted EBITDA. This non-GAAP financial measure is not in accordance
with, or an alternative for, GAAP and may be different from similar
non-GAAP financial measures used by other companies. Myomo believes that
the use of this non-GAAP financial measures provides supplementary
information for investors to use in evaluating operating performance and
in comparing its financial measures with other companies in Myomo’s
industry, many of which present similar non-GAAP financial measures.
Adjusted EBITDA is EBITDA adjusted for the impact of the write-off of
unamortized debt discount associated with conversion of convertible
notes into common stock and warrants, stock based-compensation, the
impact of the fair value revaluation of our derivative liabilities and
the loss on early extinguishment of debt. Non-GAAP financial measures
that Myomo uses may differ from measures that other companies may use.
This non-GAAP financial measure disclosed by Myomo is not meant to be
considered superior to or a substitute for results of operations
prepared in accordance with GAAP, and should be viewed in conjunction
with, GAAP financial measures. Investors are encouraged to review the
reconciliation of this non-GAAP measure to its most directly comparable
GAAP financial measure. A reconciliation of GAAP to the non-GAAP
financial measures has been provided in the tables included as part of
this press release.

   

MYOMO, INC.
CONDENSED STATEMENTS OF OPERATIONS
(unaudited)

 
Three months ended
March 31,
  2019     2018
Revenue $ 830,066   $ 313,179
 
Cost of revenue   176,187   108,080
 
Gross margin   653,879   205,099
 
Operating expenses:
Research and development 535,254 372,359
Selling, general and administrative   2,801,420   2,235,637
 
Total operating expenses   3,336,674   2,607,996
 
Loss from operations (2,682,795) (2,402,897)
 
Other expense (income)
Change in fair value of derivative liabilities (41,970) (15,307)
Interest income and other expense, net   (42,765)   (42,188)
Total other expense (income)   (84,735)   (57,495)
 
Net loss $ (2,598,060) $ (2,345,402)
 
Weighted average number of common shares outstanding:
Basic and diluted   14,941,518   11,899,456
 
Net loss per share
Basic and diluted $ (0.17) $ (0.20)
 
     

MYOMO, INC.
CONDENSED BALANCE SHEETS

 

March 31,
2019

December 31,
2018

ASSETS (Unaudited)
Current Assets:
Cash and cash equivalents $ 9,233,559 $ 6,540,794
Accounts receivable, net 399,895 382,258
Inventories, net 301,277 256,149
Prepaid expenses and other 784,720   695,276
Total Current Assets 10,719,451 7,874,477
Restricted cash 75,000 75,000
Deferred offering costs 131,976 144,582
Equipment, net 173,078 187,513
Total Assets $ 11,099,505 $ 8,281,572
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and other accrued expenses $ 1,310,429 $ 1,743,427
Derivative liabilities 157,927 3,661
Deferred revenue 25,840 1,990
Customer advance payments 84,117 106,609
Total Current Liabilities 1,578,313 1,855,687
Total Liabilities 1,578,313 1,855,687
 
Commitments and Contingencies
 
Stockholders’ Equity
Common stock 1,710 1,245
Additional paid-in capital 57,536,979 51,720,630
Accumulated deficit (48,011,033) (45,289,526)
Treasury stock (6,464) (6,464)
Total Stockholders’ Equity 9,521,192 6,425,885
Total Liabilities and Stockholders’ Equity $ 11,099,505 $ 8,281,572
 
       

MYOMO, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)

 
For the three months ended March 31, 2019 2018
 
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (2,598,060) $ (2,345,402)
 
Adjustments to reconcile net loss to net cash used in operations:
Depreciation 21,627 14,599
Stock-based compensation 207,605 336,355
Bad debt expense 16,275
Excess and obsolete inventory reserve (645)
Change in fair value of derivative liabilities (41,970) (15,307)
Loss on disposal of asset 320
Changes in operating assets and liabilities:
Accounts receivable (33,912) 145,594
Inventories (131,871) (63,923)
Prepaid expenses and other (128,256) 15,182
Accounts payable and other accrued expenses (432,998) (327,390)
Deferred revenue 23,850 (24,423)
Other current liabilities   (22,492)  
 
NET CASH USED IN OPERATING ACTIVITIES (3,119,882) (2,265,360)
 
NET CASH USED IN INVESTING ACTIVITIES (5,404) (64,924)
 
NET CASH PROVIDED BY FINANCING ACTIVITIES   5,818,051   3,487,341
Net increase in cash, cash equivalents, and restricted cash 2,692,765 1,157,057
Cash, cash equivalents, and restricted cash, beginning of period   6,615,794   13,011,373
Cash, cash equivalents, and restricted cash, end of period $ 9,308,559 $ 14,168,430
 
   

MYOMO, INC.
RECONCILIATION OF GAAP NET LOSS TO
ADJUSTED EBITDA

(unaudited)

 
Three months ended
March 31,
2019     2018
GAAP net loss $ (2,598,060) $ (2,345,402)
Adjustments to reconcile to Adjusted EBITDA:
Interest (income) expense (42,765) (42,188)
Depreciation expense 21,627 14,599
Stock-based compensation 207,605 36,355
Change in fair value of derivative liabilities (41,970) (15,307)
Adjusted EBITDA $ (2,453,563) $ (2,051,943)

Contacts

For Myomo:
[email protected]

Investor
Relations:

Vivian Cervantes
PCG Advisory
646-863-6274
[email protected]

Public
Relations:

Sarah Karr
Matter Communications
978-518-4817
[email protected]


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Cannabis

4D Printing in Healthcare Market is Valued at USD 179.7 Million by 2034 with CAGR of 30.7%, Innovating Patient Care with Dynamic Prototyping – By PMI

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IMC Announces Potential Reverse Merger with Kadimastem a leading Clinical cell therapy company

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imc-announces-potential-reverse-merger-with-kadimastem-a-leading-clinical-cell-therapy-company

Not for distribution to United States newswire services or for dissemination in the United States

TORONTO and GLIL YAM, Israel, Feb. 28, 2024 /PRNewswire/ — IM Cannabis Corp. (CSE: IMCC) (NASDAQ: IMCC) (the “Company” or “IMC“), a leading medical cannabis company with operations in Israel and Germany, is pleased to announce that it has entered into a non-binding term sheet dated February 13, 2024, as amended (the “Term Sheet“), and a Loan Agreement (as defined below) with Holding Company (as defined below), with Israel-based Kadimastem Ltd a clinical cell therapy public company traded on the Tel Aviv Stock Exchange under the symbol (TASE: KDST) (“Kadimastem“), whereby the parties will complete a business combination that will constitute a reverse merger into the Company by Kadimastem (the “Proposed Transaction“).

 

 

We have been looking for a way to deliver maximum value for our shareholders in the current situation and believe that a reverse merger with Kadimastem will provide this,” said Oren Shuster, CEO of IMC. “With its focus on clinical stage cell therapy, and an FDA approval for a Phase IIa clinical trial, we believe that Kadimastem has tremendous potential.”

“Kadimastem’s strategic decision to pursue a NASDAQ listing underscores our commitment to maximizing the potential of our diabetes and ALS product candidates,” said Ronen Twito, Kadimastem’s Executive Chairman of the Board. “This move positions us closer to our target markets in the US, leverages our recent FDA approvals to initiate a Phase IIa multi-site clinical trial in the US for our ALS product candidate and the joint development of a diabetes product with our Florida-based partner, a multi-billion dollar market. We strongly believe this comprehensive strategy will create significant value to the company’s shareholders”.

The Proposed Transaction

The Proposed Transaction will be effected by way of a plan of arrangement involving a newly created wholly-owned subsidiary of IMC and Kadimastem (the “Arrangement“). The resulting issuer that will exist upon completion of the Proposed Transaction (the “Resulting Issuer“) will change its business from medical cannabis to biotechnology and, at the closing of the Proposed Transactions (the “Closing”), Kadimastem  shareholders will hold 88% of the common shares of the Resulting Issuer (the “Resulting Issuer Shares“) and the shareholders of the Company will hold 12% of the Resulting Issuer Share. Parties may agree, in the Definitive Agreement, on a different structure of equity in lieu of the warrants (as described below) with a similar result. The Proposed Transaction is an arm’s length transaction.

Prior to Closing, IMC’s existing medical cannabis operation and other current activities in Israel and Germany (the “Legacy Business“) will be restructured (the “Spin-Out“) as a contingent value right (the “CVR“). The CVR will entitle the holders thereof to receive net cash, equity, or other net value upon the sale of the Legacy Business following the Closing, subject to the terms of the Loan Agreement.

To facilitate the sale of the Legacy Business, a special committee of IMC’s Board of Directors was formed, which will oversee the potential sale in collaboration with legal and financial advisors.

The Legacy Business will be made available for potential sale to a third party for a period of up to 12 months from Closing (the “Record Date“). After the Record Date, any remaining Legacy Business in the CVR will be offered for sale through a tender process, subject to the terms of the best offer. The proceeds from the sale of the Legacy Business will be utilized to settle debts and distribute the remaining balance, if any, to CVR holders.

As a condition of Closing, Kadimastem will have approximately $5 million in gross funds, at Closing including capital raised concurrently with the completion of the Proposed Transaction from existing shareholders and additional investors.

In addition to the foregoing, subject to compliance with applicable law, the Company shall grant shareholders of the Company as of Closing, with warrant(s) equal their pro rata portion, of 2% of the Resulting Issuer’s issued and outstanding common share capital (the “IMC Shares“) prior to the Closing Date (in the aggregate), with an exercise price per share equal to the 10 day volume-weighted average price of the Resulting Issuer’s shares calculated on the NASDAQ Capital Market (“Nasdaq“), ending 2 trading days prior to Closing, the warrants will be for a period of 24 months following Closing.

Description of Kadimastem and its Business

Kadimastem is a clinical stage cell therapy company, Kadimastem’s recently reported receipt of FDA approval for a Phase IIa multi-site clinical trial in the US for the treatment of ALS, and the joint development agreement signed with iTolerance Inc., a Florida based company with a product in the field of diabetes which recently have a successful joint INTERCT meeting with the FDA.

Exchange of Securities

In accordance with the terms of the Proposed Transaction, the holders of the issued and outstanding shares in the capital of Kadimastem (the “Kadimastem Shares“) will be issued such number of IMC Shares in exchange for every one (1) Kadimastem Share held immediately prior to the completion of the Proposed Transaction that reflects the ratio outlined above (the “Exchange Ratio“). Outstanding convertible securities of Kadimastem (the “Kadimastem Convertible Securities“) will be treated through customary mechanics as shall be determined in the definitive agreement, which may include, the assumption of the Kadimastem Convertible Securities by IMC subject to customary adjustments to reflect the Exchange Ratio and exercise price.

Loan Agreement

Pursuant to the terms of the Term Sheet, a loan agreement dated February 28, 2024 (the “Loan Agreement“) was entered between IMC Holdings Ltd. a wholly-owned subsidiary of IMC (the “Holding Company“) and Kadimastem. Pursuant to the Loan Agreement, Kadimastem will provide a loan of up to US$650,000 to the Holding Company, funded in two installments: US$300,000 upon signing the Loan Agreement and US$350,000 upon the execution of the definitive agreement regarding the Proposed Transaction (the “Loan“).

The Loan accrues interest at a rate of 9.00% per annum, compounding annually and is secured by the following collaterals and guarantees: (a) 10% of the proceeds derived from any operation sale under the CVR (“Charged Rights”), limited to the outstanding Loan Amount and expenses according to the Loan Agreement, accordingly Holding Company may, at its sole discretion, to record a second-ranked fixed charge over the Charged Rights or, alternatively, in case the existing pledges over the Charged Rights at the date of signing this Loan Agreement are subsequently discharged or removed, then the Borrower shall promptly record a first-ranking fixed charge over the Charged Assets with all applicable public records; provided that Holding Company shall not impose any new lien, mortgage, charge or pledge over the Charged Rights that did not exist on the date hereof, or any other liens, subject to customary exclusions; (b) the Holding Company shall use its best efforts to record a first-ranking fixed charge over the assets of its subsidiary, A.R Yarok Pharm Ltd, in due course when applicable and as deemed appropriate; and (c) a personal guarantee by Mr. Oren Shuster, IMC’s CEO.

IMC Shareholder Meeting

Prior to the completion of the Proposed Transaction, IMC will call a meeting of its shareholders for the purpose of approving, among other matters:

  • approve the Proposed Transaction;
  • approve the Spin-Out;
  • a change of name of the Company as directed by Kadimastem and acceptable to the applicable regulatory authorities effective upon Closing; and
  • reconstitution of the Company’s board of directors.

Management of the Resulting Issuer

Upon closing of the Proposed Transaction, all of IMC’s current directors and executive officers will resign and the board of directors of the Resulting Issuer will, subject to the approval of governing regulatory bodies, consist of nominees of Kadimastem. All of the executive officers shall be replaced by nominees of Kadimastem, all in a manner that complies with the requirements of governing regulatory bodies and applicable securities and corporate laws.

Details of insiders and proposed directors and officers of the Resulting Issuer will be disclosed in a further news release.

Closing Conditions

The completion of the Proposed Transaction is subject to a number of conditions, including but not limited to the following:

  • the execution of a definitive agreement;
  • completion of mutually satisfactory due diligence;
  • completion of the Share Consolidation; and
  • receipt of all required regulatory, corporate and third party approvals, including approvals by governing regulatory bodies, the shareholders of IMC and Kadimastem, applicable Israeli governmental authorities, and the fulfilment of all applicable regulatory requirements and conditions necessary to complete the Proposed Transaction.

The parties are committed to seeking a successful completion of the Proposed Transaction as soon as practicable, but there can be no absolute certainty that the Proposed Transaction will take place.

Further information

Further details about the Proposed Transaction and the Resulting Issuer will be provided in a comprehensive news release when the parties enter into the definitive agreement.

Investors are cautioned that any information released or received with respect to the Proposed Transaction in this press release may not be complete and should not be relied upon. Trading in the common shares of the Company should be considered highly speculative.

The securities to be issued in connection with the Proposed Transaction have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in Regulation S promulgated under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Completion of the Proposed Transaction is subject to a number of conditions, including but not limited to, Canadian Securities Exchange (“CSE”) and NASDAQ acceptance and if applicable, disinterested shareholder approval. Where applicable, the Proposed Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon

About IM Cannabis Corp.

IMC (Nasdaq: IMCC) (CSE: IMCC) is an international cannabis company that provides premium cannabis products to medical patients in Israel and Germany, two of the largest medical cannabis markets. The Company has recently exited operations in Canada to pivot its focus and resources to achieve sustainable and profitable growth in its highest value markets, Israel and Germany. The Company leverages a transnational ecosystem powered by a unique data-driven approach and a globally sourced product supply chain. With an unwavering commitment to responsible growth and compliance with the strictest regulatory environments, the Company strives to amplify its commercial and brand power to become a global high-quality cannabis player.

The IMC ecosystem operates in Israel through its commercial relationship with Focus Medical Herbs Ltd., which imports and distributes cannabis to medical patients, leveraging years of proprietary data and patient insights. The Company also operates medical cannabis retail pharmacies, online platforms, distribution centers, and logistical hubs in Israel that enable the safe delivery and quality control of IMC’s products throughout the entire value chain. In Germany, the IMC ecosystem operates through Adjupharm GmbH, where it distributes cannabis to pharmacies for medical cannabis patients. Until recently, the Company also actively operated in Canada through Trichome Financial Corp and its wholly owned subsidiaries, where it cultivated, processed, packaged, and sold premium and ultra-premium cannabis at its own facilities under the WAGNERS and Highland Grow brands for the adult-use market in Canada. The Company has exited operations in Canada and considers these operations discontinued.

About Kadimastem Ltd.

Kadimastem is a clinical stage cell therapy company, developing “off-the-shelf”, allogeneic, proprietary cell products based on its technology platform for the expansion and differentiation of Human Embryonic Stem Cells (hESCs) into functional cells. AstroRx®, Kadimastem ‘s lead product, is an astrocyte cell therapy in clinical development for the treatment for ALS and in pre-clinical studies for other neurodegenerative indications.

IsletRx is Kadimastem ‘s treatment for diabetes. IsletRx is comprised of functional pancreatic islet cells producing and releasing insulin and glucagon, intended to treat and potentially cure patients with insulin-dependent diabetes. Kadimastem was founded by Professor Michel Revel, CSO of Kadimastem and Professor Emeritus of Molecular Genetics at the Weizmann Institute of Science. Professor Revel received the Israel Prize for the invention and development of Rebif®, a multiple sclerosis blockbuster drug sold worldwide. Kadimastem is traded on the Tel Aviv Stock Exchange (TASE: KDST).

For more information, please contact:

IM Cannabis Corp.
Anna Taranko, Director Investor & Public Relations
IM Cannabis Corp.
+49 157 80554338
[email protected] 

Oren Shuster, Chief Executive Officer
IM Cannabis Corp.
[email protected] 

Disclaimer for Forward-Looking Statements

This press release contains forward-looking information or forward-looking statements under applicable Canadian and U.S. securities laws (collectively, “forward-looking statements”). All information that addresses activities or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect”, “likely” and “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made. In the press release, such forward-looking statements include, but are not limited to, statements regarding: the parties’ ability to complete the Proposed Transaction; the expected terms of the Proposed Transaction, the number of securities of the Company that may be issued in connection with the Proposed Transaction, the ownership ratio of the Resulting Issuer post-closing, the Loan and Spin-Out, the ability of the Company and Kadimastem to receive the requisite approvals of all regulatory bodies having jurisdiction in connection with the Proposed Transaction; and the ability of the Resulting Issuer to fulfill the listing requirements of the CSE and Nasdaq;

Forward-looking information in this news release are based on certain assumptions and expected future events, namely: the Company’s ability to continue as a going concern; continued approval of the Company’s activities by the relevant governmental and/or regulatory authorities; the continued growth of the Company; the Company’s ability to finance the completion of the Proposed Transaction; and the ability of the Resulting Issuer to fulfil the listing requirements of the CSE and Nasdaq

These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to: the potential inability of the Company to continue as a going concern; risks associated with potential governmental and/or regulatory action with respect to the Company’s and/or Kadimastem’s operations; the Company’s inability to complete the Proposed Transaction; the inability of the Company and the Target to receive the requisite approvals of all regulatory bodies having jurisdiction in connection with the Proposed Transaction; and the risks associated with the Resulting Issuer’s ability to meet CSE and Nasdaq listing requirements.

Readers are cautioned that the foregoing list is not exhaustive. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated or implied by such forward looking statements due to a number of factors and risks. These include: any failure of the Company to maintain “de facto” control over Focus Medical in accordance with IFRS 10; the failure of the Company to comply with applicable regulatory requirements in a highly regulated industry; unexpected changes in governmental policies and regulations in the jurisdictions in which the Company operates; the effect of the reform on the Company; the Company’s ability to continue to meet the listing requirements of the CSE and NASDAQ; any unexpected failure to maintain in good standing or renew its licenses; the ability of the Company and Focus Medical (collectively, the “Group”) to deliver on their sales commitments or growth objectives; the reliance of the Group on third-party supply agreements to provide sufficient quantities of medical cannabis to fulfil the Group’s obligations; the Group’s possible exposure to liability, the perceived level of risk related thereto, and the anticipated results of any litigation or other similar disputes or legal proceedings involving the Group; the impact of increasing competition; any lack of merger and acquisition opportunities; adverse market conditions; the inherent uncertainty of production quantities, qualities and cost estimates and the potential for unexpected costs and expenses; risks of product liability and other safety-related liability from the usage of the Group’s cannabis products; supply chain constraints; reliance on key personnel; the risk of defaulting on existing debt and war, conflict and civil unrest in Eastern Europe and the Middle East.

Any forward-looking statement included in this press release is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward-looking information is made.

The Company does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

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Aurora

Aurora Partners with Script Assist to Provide Better Access to UK Medical Cannabis

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                                                                                                        NASDAQ | TSX: ACB

Partnership will empower UK patients with valuable information and guidance critical to a successful cannabis experience  

EDMONTON, AB, Feb. 28, 2024 /PRNewswire/ — Aurora Cannabis Inc. (NASDAQ: ACB) (TSX: ACB), the Canadian based leading global medical cannabis company, today announced the partnership of Aurora Medicine UK Ltd with Script Assist, a cutting-edge medical cannabis prescription platform in the UK.

Designed to support UK patients on their journey of well-being, the Script Assist platform provides access to high quality medication through their portal. Script Assist will make available an extensive range of medical cannabis products from Aurora’s leading portfolio of products. Starting in March three newly launched, high-quality hang-dried and hand-processed flower products from Aurora’s EU GMP facilities in Canada will also become available on www.scriptassist.co.uk: Pedanios 26/1 EHD-CA (Cultivar: Electric Honey Dew) and Pedanios 28/1 CMK-CA (Cultivar: Chemango Kush) with a high THC content, as well as Pedanios 10/10 EQI-CA (Cultivar: Equiposa) with balanced THC/CBD content.

“Together with our new partner, we are committed to further improve the UK medical cannabis landscape by providing patients with access to premium, high-quality products through Script Assist’s innovative technology solution,” said Trisha Cassidy, Managing Director, Aurora UK & Ireland. “We believe it is necessary and critical to expand not only access to products, but also provide valuable information to guide patients through their medical cannabis journey. We are proud to be a trusted partner for their health,” said Cassidy.

Within the platform, Script Assist is launching ‘Find a Doctor’, an easy-to-use app, which seamlessly connects patients with specialist prescribing doctors. The full range of Aurora’s medical cannabis products will be available for patients through prescription by all private doctors and clinics using the platform, transforming the UK medical cannabis prescription journey.

About Script Assist 

Script Assist revolutionises the medical cannabis prescription process in the UK by enabling private doctors and clinics to provide an easy-to-use app to their patients, including features such as transparent payment and tracking alongside live inventory levels for seamless in-app repeat requests. With the launch of its “Find a Doctor” feature, for the first time UK patients can effortlessly choose their own private doctor and then access fully streamlined medical cannabis prescriptions. The app can be accessed via the platform www.scriptassist.co.uk.

About Aurora Cannabis

Aurora is opening the world to cannabis, serving both the medical and consumer markets. Headquartered in Edmonton, Alberta, Aurora is a pioneer in global cannabis, dedicated to helping people improve their lives. The Company’s adult-use brand portfolio includes Aurora Drift, San Rafael ’71, Daily Special, Tasty’s, Being and Greybeard. Medical cannabis brands include MedReleaf, CanniMed, Aurora and Whistler Medical Marijuana Co, as well as international brands, Pedanios, Bidiol and CraftPlant. Through its subsidiary Aurora Europe GmbH, Aurora supplies high-quality medical cannabis products to patients in the German, Polish and UK markets among others, making it one of the largest authorized importers and distributors in the European Union & UK. Aurora also has a controlling interest in Bevo Farms Ltd., North America’s leading supplier of propagated agricultural plants. Driven by science and innovation, and with a focus on high-quality cannabis products, Aurora’s brands continue to break through as industry leaders in the medical, performance, wellness and adult recreational markets wherever they are launched. Aurora carries out its operations in compliance with all applicable laws in the countries in which it operates. Learn more at www.auroramj.com and follow us on X and LinkedIn.

Aurora’s common shares trade on the Nasdaq and TSX under the symbol “ACB” and is a constituent of the S&P/TSX Composite Index.

Forward Looking Information

This news release includes statements containing certain “forward-looking information” within the meaning of applicable securities law (“forward-looking statements“). Forward-looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. Forward-looking statements made in this news release include statements regarding the Company’s partnership with Script Assist, including with respect to the availability of the Company’s medical cannabis products for patients in the UK and the Company’s continued commitment to further improve the UK medical cannabis landscape.

These forward-looking statements are only predictions. Forward looking information or statements contained in this news release have been developed based on assumptions management considers to be reasonable. Material factors or assumptions involved in developing forward-looking statements include, without limitation, publicly available information from governmental sources as well as from market research and industry analysis and on assumptions based on data and knowledge of this industry which the Company believes to be reasonable. Forward-looking statements are subject to a variety of risks, uncertainties and other factors that management believes to be relevant and reasonable in the circumstances could cause actual events, results, level of activity, performance, prospects, opportunities or achievements to differ materially from those projected in the forward-looking statements. These risks include, but are not limited to, the ability to retain key personnel, the ability to continue investing in infrastructure to support growth, the ability to obtain financing on acceptable terms, the continued quality of our products, customer experience and retention, the development of third party government and non-government consumer sales channels, management’s estimates of consumer demand in Canada and in jurisdictions where the Company exports, expectations of future results and expenses, the risk of successful integration of acquired business and operations (with respect to the Transaction and more generally with respect to future acquisitions), management’s estimation that SG&A will grow only in proportion of revenue growth, the ability to expand and maintain distribution capabilities, the impact of competition, the general impact of financial market conditions, the yield from cannabis growing operations, product demand, changes in prices of required commodities, competition, and the possibility for changes in laws, rules, and regulations in the industry, epidemics, pandemics or other public health crises, including the current outbreak of COVID-19, and other risks, uncertainties and factors set out under the heading “Risk Factors” in the Company’s annual information from dated June 14, 2023 (the “AIF”) and filed with Canadian securities regulators available on the Company’s issuer profile on SEDAR+ at www.sedarplus.com and filed with and available on the SEC’s website at www.sec.gov. The Company cautions that the list of risks, uncertainties and other factors described in the AIF is not exhaustive and other factors could also adversely affect its results. Readers are urged to consider the risks, uncertainties and assumptions carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such information. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.

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Contact: For Media: Michelle Lefler, VP, Communications & PR, [email protected]; For Investors: ICR, Inc., [email protected]   

                                                      

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