Origin House Launches Integrated Cannabis Distribution Platform in California - 'Continuum' and Provides Update on Status of Debt Conversion

OTTAWA, March 12, 2019 /CNW/ - CannaRoyalty Corp. d/b/a Origin House (CSE: OH) (OTCQX: ORHOF) ("Origin House" or the "Company"), a North American cannabis products and brands company, today announced the launch of Continuum, its wholly-owned California-based distribution platform, formed through the operational integration of RVR Distribution and Alta Supply. The Company also provided an update on the status of its debt conversion.

Continuum's Capabilities

• Continuum is the business name for RVR Distribution, the first locally licensed distributor in West Sacramento, California, and Alta Supply, one of the first licensed distribution companies in Oakland, California.
• Through three fully-licensed facilities in Alameda, Yolo and Orange counties and over 90 employees, Continuum has state-wide presence and offers coverage across Northern and Southern California.
• With a growing network of brand partners and retailers, Continuum is well positioned to ensure a reliable, safe and compliant supply chain to drive success for its partner and customers.
• Continuum is continuing to add exclusive distribution partnerships with premium California cannabis brands such as those signed in past months with Henry's Original, Utopia, Humboldt's Finest, Viola and Kurvana.  
• Experts in business-to-business operations, Continuum works with licensed retailers, cultivators and manufacturers in the state of California to carefully curate brands and streamline industry-leading processes.

Afzal Hasan, President and General Counsel of Origin House stated, "Our California brand focussed business model is powered by statewide distribution. We made strategic acquisitions of companies which had established market know-how and local relationships - RVR Distribution and Alta Supply – and consolidated these companies' operations, into Continuum. Origin House has continued to develop its brand support services, to include contract cultivation, manufacturing and sales, to establish itself as a premier cannabis brand development platform in California focussed on accelerating the growth of its partner brands."

Sadie Reyes, President of Continuum commented, "Independently, Alta Supply and RVR Distribution were key players in the California cannabis marketplace, but with our strengths combined under the Origin House umbrella, we are confident to become the partner of choice for growers and retailers in the state. The Continuum brand is founded on relationships and propelled by vision, market expertise and a broad reach. Customers are at the heart of our business and we look forward to combining synergies to ensure success for partners as well as ultimately, consumers."

Continuum's corporate identity embodies its strategy to become the most prominent cannabis distribution platform in California. The lemniscate (also known as the infinity symbol) in the logo visually symbolises Continuum's dedication to unity, limitless possibilities and strength. As a part of the launch of Continuum's identity, the company has also launched a new website, trustcontinuum.com. 

Update on Debt Conversion

On February 26, 2019 Origin House announced that it had elected to exercise its right under the indenture date July 12, 2018 (the "Indenture"), governing the Company's 8% unsecured convertible debentures due July 12, 2021 (the "Debentures") to convert the principal amount of the outstanding Debentures to common shares of the Company ("Common Shares").

As of the close of market on March 11, 2019, approximately C$26.3 million of the total C$33 million raised had already been voluntarily converted to equity, representing about 80% of the Debentures issued pursuant to the Indenture.

In accordance with the terms of the Indenture, Origin House delivered notice to registered holders of Debentures (the "Debenture holders") that, effective February 25, 2019, the volume weighted average trading price of the Common Shares on the Canadian Securities Exchange (the "Exchange") was greater than $9.00 for 10 consecutive trading days. Accordingly, the Company confirmed that on March 28, 2019 (the "Mandatory Conversion Date"), the then outstanding Debentures will be deemed to be surrendered for conversion to Common Shares. The Debentures currently trade on the Exchange under the ticker symbol 'OH.DB', and, in accordance with CSE procedures, will be halted at 12:00pm EST and delisted at market close on the Mandatory Conversion Date.

On conversion of the outstanding Debentures, and based on the current outstanding share count, the total number of Origin House shares outstanding will be 72.3 million (including Common Shares and Class A compressed shares). 

About Origin House

Origin House is a growing cannabis products and brands company operating across key markets in the U.S. and Canada, with a strategic focus on becoming a preeminent global house of cannabis brands. The Company's foundation is in California, the world's largest regulated cannabis market, where it delivers over 130 branded cannabis products to the majority of licensed dispensaries. Origin House's brand development platform is operated out of five licensed facilities located across California, and provides distribution, manufacturing, cultivation and marketing services for its brand partners. The Company is actively developing infrastructure to support the proliferation of its brands internationally, initially through its acquisition of Canadian retailer 180 Smoke. Origin House's shares trade on the Canadian Securities Exchange (CSE) under the symbol "OH" and on the OTCQX under the symbol "ORHOF". Origin House is the registered business name of CannaRoyalty Corp. For more information, visit www.originhouse.com.

Forward Looking Statements

Statements in this news release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in Origin House's periodic filings with Canadian securities regulators. When used in this news release, words such as "will, could, plan, estimate, expect, intend, may, potential, believe, should," and similar expressions, are forward- looking statements.

Forward-looking statements may include, without limitation, statements relating to the timing and completion of the transactions and agreements contemplated in this press release, timing for conversion of the Debentures, the Company's outstanding share capital following conversion of the Debentures, the execution of the Company's strategy, new opportunities, the Company's timing and process for expansion in Canada and globally, the growth of the Company and Continuum's network of brand partners and retailers, timing and execution of any additional exclusive distribution partners for Continuum, new opportunities, future growth and other statements.

Although the Company has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: dependence on obtaining regulatory approvals; investing in target companies or projects that are engaged in activities currently considered illegal under US federal law; changes in laws; limited operating history; reliance on management; requirements for additional financing; competition; hindering market growth and state adoption due to inconsistent public opinion and perception of the medical-use and adult-use marijuana industry and; regulatory or political change.

There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially from actual results or events.

Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this release. The Company disclaims any intention or obligation to update or revise such information, except as required by applicable law, and the Company does not assume any liability for disclosure relating to any other company mentioned herein.

SOURCE Origin House

Marc Lustig, Chairman and CEO, [email protected], 1-844-556-5070, www.originhouse.com; Jonathan Ross, CFA, LodeRock Advisors Inc., [email protected], 416-283-0178