TORONTO, Nov. 25, 2019 (GLOBE NEWSWIRE) -- Golden Leaf Holdings Ltd. (“Golden Leaf” or the “Company”) (CSE:GLH) (OTCQB:GLDFF), a pioneer cannabis oil solutions company and dispensary operator built around recognized brands, today announced financial results for the fiscal third quarter ended September 30, 2019, and a general business update.



Recent Business and Financial Highlights (USD, unless otherwise stated)

Year-to-date revenues of $13.1M are up 9% compared to the same period of $12.0M in 2018.

Revenues of $4.5M for the third quarter of 2019 increased from the second quarter of 2019 and compared favorably with the third quarter of 2018 (excluding one-time product sale in Canada of $0.6M in Q3 2018).

Material improvement in gross profit to 36% of revenue in Q3 2019, compared with 9% of revenue in Q3 2018.

Adjusted EBITDA loss decreased dramatically to $1.8M in Q3 2019 compared with $2.9M in Q3 2018.

Overwhelming approval of extraordinary resolutions by debenture holders approving acceleration of maturity date to August 23, 2019 and conversion of all principal in the amount of CDN$13.0M and accrued interest of CDN$0.2M into Company stock at a conversion price of CDN$.06 per share.

Extension of $9.5M ($5M in cash and $4.5M in stock) Chalice Earn-Out payment to May 22, 2022.

Significantly strengthened and revamped the senior management team with the following appointments: John Varghese - Executive Chairman Jeffrey Yapp - CEO Stan Grissinger - President Kate Koustareva - Interim Chief Financial Officer Erin Hills - Senior Vice President, Operations

Expansion into California through launch of cannabis-infused fruit chews with premier co-packer Micro Buddery and distributor C4 Distro & Trading.

The Company has developed better manufacturing processes with the expectation that this will continue to improve and produce better gross margins.

Store-on-store sales through the Company’s Chalice Farms retail locations have been increasing in Oregon.

Through our wholesale distribution operations, our products are now available through 229 wholesale customers in Oregon, 20 wholesale customers in Nevada and are sold in 10 dispensaries in California.

Subsequent Events

Launch of Chalice TV

On October 15, 2019, the Company lunched Chalice TV, an online media channel with content to educate consumers on all aspects of cannabis, from cultivating practices to health benefits and more.

Expansion of Management Team

On October 21, 2019, Jane Sullivan appointed as Chief People Officer, head of Human Resources.

Launch of Chalice Chews in Nevada

On October 23, 2019, Chalice Farms Chews launched in Nevada, with a partnership with Planet 13, the iconic retailer located just off the Las Vegas strip. The partnership with Planet 13 is part of the Company’s process of re-establishing itself in Nevada.

Oregon Court of Appeals Issues Stay of Vaping Ban

On October 4, 2019, Oregon Governor Kate Brown issued an executive order implementing a six-month ban on both flavored nicotine and cannabis vape products. On November 14, 2019, the Oregon Court of Appeals entered a six-month stay on enforcement of Governor Brown’s ban on the sale of flavored nicotine and cannabis vape products. This allows the Company to continue selling its vape products until further action by the Court, or expiration of the stay.

The Company expects to launch a nationwide U.S. CBD line of products in 2020.

Fiscal Third Quarter Ended September 30, 2019 Financial Results

For the nine months ended September 30, 2019, the company had revenues of $13.1M, which was 9% better than revenue for the third quarter ended September 30, 2018.

Revenues of $4.5M for the third quarter of 2019 increased from the second quarter of 2019 and compared favorably with the third quarter of 2018 (excluding one-time product sale in Canada of $0.6M in Q3 2018). During Q3 2018, the Company had an unusually large one-time product sale in Canada of $0.6M attributable to harvests built-up during 2018 sold under a wholesale contract as soon the Company obtained respective licenses from Health Canada in September 2018. There have been no harvest sales in Canada during 2019 attributable to ending of the long-term wholesale contract and wholesale market oversupply.

Gross profit was $1.6M or 36% of total revenue for Q3 2019, compared with $0.4M or 9% of total revenue in Q3 2018. Gross profit improvement in Q3 2019 over prior year period is slightly lower compared with the gross profit of 40% and 41% of quarterly revenues in Q2 2019 and Q1 2019.

“The strong gross margin run-rate in the first nine months of 2019 is primarily due to significant cost reductions and utilization of improved inventory controls and processes,” said Jeff Yapp, CEO. “Our increased focus on operational excellence and building out our executive team is starting to show results that we believe are sustainable for growth in the coming quarters.”

Operating expenses were $4.2M for Q3 2019 compared with $4.6M for Q3 2018. The Company has been able to increase year-to-date revenues while maintaining its cost structure. The company will continue to focus on cost controls during the fourth quarter and fiscal 2020.

Adjusted EBITDA loss dramatically decreased to $1.8M for Q3 2019, compared with a loss of $2.9M for Q3 2018. Adjusted EBITDA is defined by the Company as earnings before interest, taxes, depreciation and amortization, non-cash compensation expenses, one-time transaction fees and other non-cash charges that include impairments. The Company considers Adjusted EBITDA an important operational measure for the business. For a reconciliation of Adjusted EBITDA to income (loss) before income taxes, please see the Company’s management discussion and analysis for the three and nine months ended September 30, 2019 (the “MD&A”).

Net loss for Q3 2019 was $3.2M or $0.0 per share, compared with a net loss of $5.5M or $0.01 per share for Q3 2018, a quarter-over-quarter improvement of $2.4M.

As of September 30, 2019, the Company had approximately $3.8M in cash, compared with $12.3M at December 31, 2018. The Company continues to reduce its cash burn on a monthly basis and expects to turn EBITDA positive during the second half of 2020 further reflecting the improvements on both top line and cost controls.

The Company’s interim condensed consolidated financial statements for the three and nine months ended September 30, 2019, the related notes and MD&A for the three and nine months ended September 30, 2019 will be filed on SEDAR and available for review later today.

The Company will host a conference call for investors to discuss the third - quarter results on Tuesday, November 26 at 12:00 PM ET. Please visit click here to register and stream the call, or use the following phone numbers:

Toll Free: 1-877-423-9813

Toll/International: 1-201-689-8573

A replay of the call will be available at 3:00 PM ET on November 26 and will be accessible until Tuesday December 10, 2019. For access to replay:

Toll Free: 1-844-512-2921

Toll/International: 1-412-317-6671

Replay Pin Number: 13696902

Replay Expiry: Tuesday December 10, 2019, 11:59 PM ET

About Golden Leaf Holdings

Golden Leaf Holdings Ltd., a Canadian company with operations in multiple jurisdictions including Oregon, Nevada and Canada, is one of the largest cannabis oil and solution providers in North America, and a leading cannabis products company built around recognized brands. Golden Leaf cultivates, extracts, manufactures and distributes its products through its branded Chalice Farm retail dispensaries, as well as through third party dispensaries. Golden Leaf leverages a strong management team with cannabis and food industry experience to complement its expertise in extracting, refining and selling cannabis oil. Visit goldenleafholdings.com to learn more.

Company:

Kate Koustareva

Interim CFO

Golden Leaf Holdings Ltd.

ir@goldenxtrx.com

Investor Relations:

John Varghese

Executive Chairman

416-706-2312

Media Relations:

Anne Donohoe / Nick Opich

KCSA Strategic Communications

adonohoe@kcsa.com / nopich@kcsa.com

212-896-1265 / 212-896-1206

Disclaimer: This press release contains “forward-looking information” within the meaning of applicable securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the Company’s future business operations, the opinions or beliefs of management and future business goals. Generally, forward looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is 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 to be materially different from those expressed or implied by such forward-looking information. These risks include but are not limited to general business, economic and competitive uncertainties, regulatory risks, market risks, risks inherent in manufacturing and retail operations such as unforeseen costs and production shutdowns, difficulties in maintaining brand loyalty, and other risks of the cannabis industry. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking information. Forward-looking information is provided herein for the purpose of presenting information about management’s current expectations relating to the future and readers are cautioned that such information may not be appropriate for other purpose. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws. This press release does not constitute an offer of securities for sale in the United States, and such securities may not be offered or sold in the United States absent registration or an exemption from registration or an exemption from registration.





GOLDEN LEAF HOLDINGS LTD. Interim Condensed Consolidated Statement of Financial Position (Unaudited) As at September 30, 2019 and December 31, 2018 (Expressed in U.S. dollars) September 30, 2019 December 31, 2018 ASSETS CURRENT Cash $ 3,815,208 $ 12,275,372 Accounts receivable 465,821 624,453 Other receivables 483,594 297,737 Income tax recoverable 686,600 686,600 Sales tax recoverable 636,946 661,319 Biological assets 157,509 74,148 Inventory 3,948,961 3,416,906 Prepaid expenses and deposits 914,114 1,962,033 Assets held for sale - 35,274 Total current assets $ 11,108,753 $ 20,033,842 Property, plant and equipment 10,354,392 6,188,835 Intangible assets 21,613,323 21,782,949 Goodwill 25,471,399 25,471,399 Total assets $ 68,547,867 $ 73,477,025 LIABILITIES CURRENT Accounts payable and accrued liabilities $ 1,519,708 $ 2,624,967 Interest payable 685,496 92,554 Income taxes payable 69,539 106,808 Sales tax payable 133,041 231,675 Current portion of long-term debt 814,559 25,492 Current portion of convertible debentures carried at fair value - 8,888,946 Warrant liability 104 369,343 Total current liabilities $ 3,222,447 $ 12,339,785 Long term debt $ 4,344,472 46,229 Note payable 312,118 312,118 Convertible debentures carried at fair value 4,980,000 4,996,811 Consideration payable 9,157,667 8,956,809 Warrant liability 243 236,138 Total liabilities $ 22,016,947 $ 26,887,890 SHAREHOLDERS' EQUITY Share capital $ 148,735,032 $ 138,511,038 Warrant reserve 3,705,261 4,052,164 Share option reserve 4,580,749 4,777,929 Contributed surplus 59,940 59,940 Accumulated other comprehensive loss (1,317,999 ) (125,930 ) Deficit (109,232,063 ) (100,686,006 ) Total shareholders' equity 46,530,920 46,589,135 Total liabilities and shareholders' equity $ 68,547,867 $ 73,477,025





