Indiva Enters into Agreement to Acquire License in Denmark and Creates Gateway to European Market

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

LONDON, ON, Nov. 21, 2018 /CNW/ - Indiva Limited (the "Company" or "Indiva") (TSX:NDVA) (US:NDVAF) is pleased to announce it has signed a non-binding letter of intent ("LOI") with AEssense Europe for the acquisition of 100% of a medical cannabis cultivation and handling license in Denmark under the Danish Medicines Agency development scheme.  AEssense Europe received its license from the Danish Medicines Agency on January 12, 2018. The acquisition will be funded with a combination of 1.6 million Indiva common shares plus US$1.1 million in cash, payable over three years.

Indiva will pursue the cultivation and worldwide distribution of EU-GMP certified medical cannabis and cannabis-derived products.  Indiva intends to incorporate a wholly-owned subsidiary, Indiva Europe, which will be responsible for financing and managing the European operations. In a continuing collaboration with AEssense, Indiva Europe plans to construct an indoor grow facility based on AEssense's proprietary AEtrium fully automated aeroponic grow platform, which will enable Indiva to produce consistent, ultra-clean, premium pharmaceutical quality cannabis product compliant with GACP and EU-GMP standards.  Sites have been identified to begin construction of a 1,000 square foot research lab as part of the production facility, with ample expansion room to create facilities of such scale as to be able to serve Danish patients as well as the European market with high-quality cannabis products.

Indiva will have the exclusive right to all cannabis-related production. Subject to applicable regulatory approvals, Indiva will also leverage the Denmark license for the importation of EU-GMP cannabis into the Danish and European markets.

Indiva has identified Europe as a key emerging market in cannabis, estimated at some $80-100 billion at maturity¹. Europe is home to greater than 500 million people and the growing acceptance of medical cannabis is leading to significant growth in registered patients.

"We are very excited about entering the European market," said Niel Marotta, CEO of Indiva. "This acquisition of a Danish license and collaboration with AEssense provides a gateway to the EU and the tremendous growth expected in the European cannabis market.  Indiva is now positioned to produce and distribute cannabis and cannabis derived products under some of the most stringent quality rules in the world. We look forward to further strategic partnerships to continue to develop this entry into a growing global market."

"We are looking forward to expanding our working relationship with Indiva from Canada to Denmark," said Bob Chen, CEO of AEssense. "Our new Danish research laboratory will allow AEssense to continue to progress the cutting-edge technologies that make our automated aeroponic cultivation platform unique and deliver superior quality and higher yields for our customers. We believe the AEtrium platform will be the new standard for producing a premium, repeatable output for the Danish market and beyond.  Our collaboration with Indiva including access to a research location on-site will enable both companies to learn and grow, providing an optimal structure for information sharing and constant improvement."

Michael Joergensen of AEssense says, "We are confident that Indiva with AEssense's support and the AEtrium platform will provide patients in Denmark and the rest of Europe with the highest quality cannabis, meeting the most stringent standards. The AEtrium platform will produce ultra-clean pharma grade products while reducing produced waste up to 90% versus traditional cultivation methods. But most of all I am looking forward to Indiva making a real difference for patients".

Closing of the transaction is subject to certain customary conditions, including the execution of a definitive agreement, expected by year-end, completion of satisfactory due diligence, and applicable regulatory approvals.

¹ Source: BMO Capital Markets, November 1, 2018.

About Indiva
Indiva's wholly owned subsidiary is licensed under the Cannabis Act and is a supplier of high quality, medical grade cannabis and cannabis products.  Indiva's mission is to offer cannabis products that have a positive impact, improving lives and communities.   

Indiva aims to become a house of global marijuana brands, recognized for high quality cannabis products. As marijuana laws liberalize in Canada and internationally, Indiva will expand its product offering to include safe edibles and other client-friendly cannabis products.  In Canada, Indiva will produce and distribute Ruby Cannabis Sugar, Sapphire Salt, as well as Bhang Chocolate and other products through license agreements and joint-ventures respectively. In addition, as marijuana laws liberalize internationally, Indiva will use its Canadian operations as a platform to open new markets for its cannabis products.

About AEssense

AEssenseGrows (pronounced "essence grows"), founded in 2014, is a precision AgTech company based in Silicon Valley, CA.  AEssenseGrows provides accelerated plant growth SmartFarm platforms and software automation delivering pure, zero pesticide, year-round, enriched growth to fresh produce and medicinal plant producers globally.  With AEssenseGrows, you can precisely control your production operations at your fingertips from anywhere in the world.  

DISCLAIMER & READER ADVISORY
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has in any way passed upon the merits of the Transaction and neither of the foregoing entities accepts responsibility for the adequacy or accuracy of this release or has in any way approved or disapproved of the contents of this press release.

Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the parties' current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this release contains forward-looking information relating to TSX Venture Exchange approval of the transactions contemplated herein, future international expansion, future product offerings, future entry into additional markets, changes to laws and regulations in Canada and internationally, and compliance with applicable regulations. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to the parties. The material factors and assumptions include the parties being able to obtain the necessary corporate, regulatory and other third parties approvals; licensing and other risks associated with regulated ACMPR entities; and completion of satisfactory due diligence. The forward looking information contained in this release is made as of the date hereof and the parties are not obligated to update or revise any forward looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward looking information. The foregoing statements expressly qualify any forward-looking information contained herein.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.

SOURCE Indiva Limited

CONTACT INFORMATION: Niel Marotta, CEO, INDIVA, Phone: [phone], Email: [email protected]; Jamie Riff, VP Corporate Development, Phone: [phone], Email: [email protected]; Steve Low, Investor Relations, Phone: [phone], Email: [email protected]; CONTACT: Michael Joergensen, General Manager AEssense EMEA, AEssenseGrows, Phone: [phone], Email: [email protected]