ShinyBud Changes Corporate Name to Shiny Health & Wellness Reflecting Broader Retail Growth Strategy; Files Preliminary Base Shelf Prospectus
TORONTO, Aug. 15, 2022 /CNW/ - ShinyBud Corp. ("ShinyBud" or the "Company") (TSXV: SNYB) is pleased to announce its corporate name change from ShinyBud Corp. to Shiny Health & Wellness Corp. to reflect the Company's expanded retail focus and enhanced mission to be a trusted source for health and wellness solutions and services. The Company first established itself as a retail cannabis company centered on becoming a premier adult-use cannabis retailer in Ontario, and has since broadened its retail growth strategy to focus on a more robust customer-driven health and wellness model through targeting pharmacy acquisitions.
"Changing our corporate name from ShinyBud to Shiny Health & Wellness demonstrates our commitment to widening our retail focus beyond cannabis towards developing a pharmacy line of business aimed at building a network of community pharmacies across Ontario," stated Kevin Reed, Chairman and Chief Executive Officer. "It's one of the next steps in our repositioning in both adult-use cannabis and health and wellness solutions, while enhancing our value proposition for shareholders with an additional pillar of growth in a stable sector."
Mr. Reed added, "We more than quadrupled the size of our cannabis store network through a combination of new store openings, mergers, and acquisitions over the last 18 months, which have reported higher sales and a very healthy gross margin. We look forward to building another solid store network from our target-rich pipeline of pharmacy acquisition prospects."
Shiny Health & Wellness is the parent company of Shiny Bud Inc. o/a ShinyBud Cannabis Co., which will continue to operate the cannabis portfolio, and mīhī Health & Wellness Inc., the newly established retail division for the Company's planned pharmacy portfolio.
In connection with the new corporate name a new CUSIP number has been assigned to the Company's common shares. ShinyBud anticipates that, subject to final acceptance of the TSX Venture Exchange (TSXV), the common shares will commence trading on the TSX Venture Exchange under the new corporate name and new CUSIP number (CUSIP 82464L100 / ISIN CA82464L1004) on or about August 17, 2022. The Company's ticker symbol will continue to be "SNYB". Investor Relations materials will be accessible at the new URL www.shinyhealthandwellness.com as of the date above.
The Company also announces that it is proceeding with a change in its corporate jurisdiction by way of a continuance under the Canada Business Corporations Act (CBCA). The continuance, which was approved by shareholders at the annual general and special meeting of shareholders held on July 15, 2022 and is expected to be completed in the coming days, will effectively re-incorporate the Company under the CBCA. ShinyBud was originally incorporated under the laws of British Columbia. As a federally incorporated corporation under the CBCA, the Company's charter documents will consist of its articles of continuance and bylaws, copies of which will be available under the Company's issuer profile on SEDAR at www.sedar.com.
To more efficiently plan for potential future capital transactions that might be undertaken in connection with the Company's acquisition strategy, ShinyBud has filed a preliminary base shelf prospectus with the securities regulatory authorities in all provinces of Canada other than Quebec. The preliminary shelf prospectus is subject to regulatory review and will be updated during the course of that review.
If following the conclusion of regulatory review the Company files a final base shelf prospectus that becomes effective on the basis contemplated by the preliminary shelf prospectus, it will enable the Company to qualify, subject to compliance with all further securities regulatory requirements, for public distribution in all provinces of Canada other than Quebec, up to CAN$50,000,000 aggregate initial offering price of common shares, subscription receipts, warrants and/or debt securities, including units comprised of more than one of such securities, during the 25-month period that the final shelf prospectus is effective.
The Company's filing of a preliminary shelf prospectus or, in due course, a final shelf prospectus is not an offering of securities, and there is no assurance that there will at any time be an offering made under the shelf prospectus or, if there is, regarding the terms, timing or circumstances of any potential future offering of securities. The specific terms of any future offering of securities (if any) made under the shelf prospectus will be set forth in a shelf prospectus supplement, which will be filed with the applicable Canadian securities regulatory authorities in connection with any such offering. A prospectus supplement will contain specific information concerning, among other matters, the securities to be issued and the use of proceeds from any such issuance.
Any future offering of securities that the Company may undertake will be subject to receipt of all necessary regulatory approvals, including any required approvals of the TSX Venture Exchange.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, nor shall there be any sale of securities of the Company in any jurisdiction in which any such offer, solicitation or sale would be unlawful.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
ShinyBud Corp. is on a mission to help people Never Settle, Live Fully. The Company recently broadened its retail growth strategy beyond adult-use cannabis by establishing mīhī Health & Wellness, a new line of business focused on building a network of community pharmacies across Ontario. Striving to provide a more diverse and accessible cannabis experience for adult consumers, ShinyBud Cannabis Co. is a well-established brand in Ontario strategically located in markets less saturated with cannabis retailers. The Company's board and management team hold extensive retail operating experience, a key competitive differentiator in leading its growth strategy. ShinyBud trades on the TSX Venture Exchange (TSXV) under the ticker symbol SNYB. For more information, please visit investors.shinybud.com.
This news release contains statements ("forward looking statements") that constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward looking statements relate to future performance, events, outcomes or circumstances or are otherwise prospective in nature, are based upon internal assumptions, opinions, estimates, plans, beliefs and expectations about future conditions, developments and courses of action. They are inherently uncertain as they depend on the accuracy of such assumptions, opinions, estimates, plans, beliefs and expectations, which cannot be assured, and are subject to known and unknown risks and uncertainties that will cause actual results to differ from those indicated, suggested or anticipated in the forward looking statements. The differences may be material and adverse to the Company.
All statements other than statements of current or historical fact constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "believe", "expect", "intend", "seek", "plan", "aim", "budget", "forecast", "target", "estimate", "objective", "propose", "predict", "potential", "project", "continue", "pursue", "may", "will", "might", "should", "could" or similar words suggesting future outcomes or events or statements regarding an outlook.
Without limiting the foregoing, this news release contains forward-looking statements pertaining to: ShinyBud's growth strategy and potential in respect of both its retail cannabis business and expansion into the pharmacy sector; expected timing for the Company's common shares to commence trading on the TSX Venture Exchange under the name "Shiny Health & Wellness Corp." and corresponding new CUSIP number; completion of the continuance under the CBCA; and the future filing and effectiveness of a final base shelf prospectus, and potential future offerings of securities thereunder. Forward-looking statements, and the underlying assumptions, opinions, estimates, plans, beliefs and expectations on which they are based, are inherently uncertain as they depend on future conditions, developments and courses of action that may or not occur or come to be. There can be no assurance that the underlying assumptions, opinions, estimates, plans, beliefs and expectations will prove to be correct and, accordingly, no assurance that the future performance, events, outcomes or circumstances expressed or implied in the forward-looking statements herein will occur or be realized. Actual results will differ, and the differences may be material and adverse to the Company.
In addition to the other factors and assumptions that may be identified herein, material factors and assumptions used to develop the forward-looking statements contained in this news release include, among other things, assumptions, opinions, estimates, plans, beliefs and expectations regarding: the effectiveness of our retail cannabis and pharmacy strategy; our ability to identify and consummate accretive acquisitions, expand our store network within budgeted costs and timelines, drive same-store sales growth, improve margins and generate new revenue streams; our ability to obtain additional licenses, authorizations and regulatory approvals (including any required approvals of the TSX Venture Exchange) as and when required to fit our growth and business plan; the size of the cannabis retail market and estimated portion currently unserved, and the migration of customers from the illicit market to legal market; our ability to capture additional market share; our ability to attract franchisees to the ShinyBud brand and model, and the terms of franchise arrangements; the number, type and locations of new stores; the applicability and relevance of our experience in existing centers and locations to new centers and locations; our ability to influence our customer purchase decisions; our ability to maintain, enhance, and grow our appeal within our addressable market, and to customize products and inventory for the market that resonate with our target customer base; our ability to source product that is key to our menu offerings; our ability to leverage our landlord network and build a flexible lease portfolio; our ability to manage costs and drive operating efficiencies; our ability to retain key management and non-management personnel, and to hire, train and motivate staff; the availability of capital, and our ability to obtain any required external financing on acceptable terms; our competitive strengths and the impact of competition; the accuracy of our financial models; trends in the retail cannabis and pharmacy sectors; the regulatory framework applicable to the retail cannabis and pharmacy industries in Canada, and the direction of any changes in that framework and underlying laws; and general economic, political and social conditions affecting the retail cannabis and pharmacy businesses.
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that will cause actual results to differ from those indicated, suggested or anticipated in the forward-looking statements, and the differences may be material. Readers must therefore exercise caution and not rely on forward-looking statements, which rest on assumptions, opinions, estimates, plans, beliefs and expectations as of the date made that may change, and are in any event not a guarantee of future performance or a promise of any future outcomes. We believe such risks, uncertainties and other factors to include, without limitation, the following: risks associated with the retail cannabis and pharmacy industries generally; adverse changes in the general economic or market conditions, and to customer spending in the centers where we operate; unforeseen obstacles that prevent, delay or otherwise compromise the execution of our growth plan; inability to obtain additional licenses and authorizations (and other needed regulatory approvals) as and when required to fit our growth and business plan; ineffectively managing our growth; failure to secure desirable store locations; inability to secure leasehold premises for new stores on acceptable terms, risks associated with leasing retail space; adverse changes to the regulatory framework applicable to the retail cannabis industry in Canada, or to other laws and regulations affecting our business (including taxes); unanticipated diminishment of the ShinyBud or mīhī brands or any trademark protections; negative publicity for us or our business; marketing strategies that are less successful than expected; our highly competitive industry and the relative size and resources of some of our competitors; being unable to successfully open and operate new stores; profitability erosion from unexpected cost increases; slower profitability of new stores; failure to identify, recruit and contract with a sufficient number of qualified franchise partners; lack of access to capital to fund expansion, or more costly financing terms than expected; a data security breach that results in improper use or disclosure of confidential customer or employee information; risks associated with industry consolidation; loss of key management or other key personnel, or unexpected difficulty in attracting, training and/or motivating staff as necessary to execute our business plan; unexpected challenges in growing sales or connecting with our customer base; inability to meet other financial targets; any material claims made against us, which could result in litigation; insolvency risks with parties with whom we do business; increased expenses of being a public company; the forward-looking statements contained in this presentation proving to be inaccurate and incorrect despite there being a reasonable basis therefor at the time they were made; and such other risks, uncertainties and other factors as may be discussed or set out from time-to-time in ShinyBud's public disclosure documents (including, without limitation, those risks identified in the Company's management's discussion and analysis filed by the Company with applicable securities regulatory authorities in Canada and available under its issuer profile on SEDAR at www.sedar.com).
The foregoing lists of material assumptions and risks, uncertainties and other factors are not exhaustive. The forward-looking statements contained herein speak only as of the date of this news release. The Company disclaims any intention, obligation or undertaking to update or revise any forward looking statements, whether as a result of new information, future events or otherwise, or to explain any difference between actual results and those indicated, suggested or anticipated in any forward looking statements, except as may be required under applicable securities laws.
All forward-looking statements contained in this news release and in any related reports or disclosures filed or issued by the Company, or made by the Company's directors, officers and other persons authorized to speak on its behalf regarding the subject matter hereof, are expressly qualified by this cautionary statement.
SOURCE ShinyBud Corp.
Kevin Reed, Chairman & CEO, P: +1 (647) 988-0371 | E: [email protected]; Caterina De Rosa, Senior Director, IR & Corporate Communications, P: 1-888-833-1260 | E: [email protected]
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