Inner Spirit Holdings

Inner Spirit Holdings is Positioned to be a Leader in the Recreational Cannabis Industry

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Overview

Inner Spirit Holdings Ltd. (CSE:ISH) is applying its franchise and retail model to the recreational cannabis industry, using a streaming strategy to establish a chain of dispensaries under its Spiritleaf brand. Inner Spirit has entered into multiple strategic partnerships and investments with various cannabis cultivators and producers to offer a collection of proprietary products under its Spiritleaf brand, including Prairie Flower, Ruby, Stone Selects and Spirit Joints.

Each store will feature a vast selection of products and a welcoming, comforting environment. Inner Spirit will also be distributing High Times magazine throughout Canada in their Spiritleaf dispensaries. Additionally, Inner Spirit will be distributing Tilray Inc. (NASDAQ:TLRY) subsidiary High Park Holdings Ltd.’s products in its Spiritleaf stores and High Park will be contributing $250,000 to Inner Spirit’s Spirit Fund. This came about through a $4.5 million investment and collaborative agreement with Tilray.

In January 2019, Inner Spirit reported that the company made $2.25 million in sales in December 2018, including the $583,597 made in sales by its four Spiritleaf franchise locations and the $1.67 in sales from its WATCH IT! retail operation. In total, Inner Spirit made $996,617 in revenue in December.

In addition to the impressive offerings the Spiritleaf stores will provide for consumers, Inner Spirit will ensure that each staff member is knowledgeable about cannabis products and new developments in the industry. Most importantly, Inner Spirit will ensure that all staff members will be familiar with and adhere to the laws governing the industry.

Inner Spirit’s low CAPEX franchise model and streaming strategy helps maximize its return on investment (ROI) and scalability. Inner Spirit provides employee training and support to set up a turn-key operation, with franchisees will sourcing product from Inner Spirit’s streaming partners.

Inner Spirit plans to have 40 branded dispensaries ready to sell cannabis to consumers and has secured more than 100 franchise locations that it plans on opening in the near future. These locations will operate in Alberta, British Columbia and Saskatchewan, where provincial governments allow for the private distribution of cannabis. Inner Spirit also plans on expanding to other provinces when privately owned and operated dispensaries are permitted.

The Alberta Gaming and Licensing Commission (AGLC) licenses privately owned and operated cannabis stores throughout the province, and will be the only online retailer for cannabis for the foreseeable future. Alberta’s legislative framework for cannabis has been a model for other provinces, such as British Columbia and Saskatchewan, who are using it as a reference as they develop their own legislation.

The Canadian cannabis industry is expected to exceed $7 billion in sales in 2019. This is based on an understanding that approximately two-thirds of cannabis consumers will transition to legal channels. Additionally, cannabis is becoming more accepted across the globe and, as such, more research is being conducted on the plant. This leads to further product development that could entice consumers to spend more in the space.

Spiritleaf

Spiritleaf is Inner Spirit’s primary cannabis brand that aims to be the most knowledgeable and trusted source of recreational cannabis. It will offer a premium consumer experience and high-quality products.

Spiritleaf is partnered with four cannabis producers who supply products to the Spiritleaf brand:

  • Prairie Flower is Alberta-sourced premium-quality cannabis.
  • Ruby is a boutique cannabis brand for the female casual user.
  • Stone Selects is a line of hand-crafted, -rolled and -selected premium cannabis products for the cannabis epicure.
  • Spirit Joints offers cannabis users one of the most discreet, disposable vaporizers on the market.

As Inner Spirit rolls out its dispensary locations throughout Canada, the company will be focusing on setting up its dispensary locations in Alberta and Saskatchewan first. To date, the AGLC and the Saskatchewan Gaming and Liquor Association (SGLA) have granted licenses for dispensary locations in Brooks, Lethbridge and St. Albert, Alberta and the company’s Moose Jaw, Saskatchewan location. All of these locations are currently open for business. Additionally, Inner Spirit is in the process of developing their corporate Spiritleaf stores in Calgary and Edmonton and expects them to open in the near term.

Auxly Partnership

Auxly Cannabis Group Inc. (TSXV:XLY), previously Cannabis Wheaton, is a significant partner and shareholder in Inner Spirit. In February 2018, Auxly acquired 15 million common shares (for a 15 percent equity stake at the time of writing) in Inner Spirit and was granted the exclusive right to supply 50 percent of Inner Spirit’s annual inventory requirements for any cannabis, cannabis-infused and cannabis-derived products that will be sold at its retail dispensaries.

Auxly has cultivated several cannabis companies into name brands that will be recognized by consumers. The partnership with Auxly gives Inner Spirit access to these brands and multiple premium cannabis producers and suppliers.

Auxly is a streaming enterprise in the cannabis industry. The company forms partnerships with best-in-class cultivators, product innovators and developers, researchers and marketers. They also provide partners with ongoing support in cultivation, regulatory processes, construction, retail, branding and financing.

Auxly’s growth model is focused on providing premium quality cannabis for the medical and recreational market via conventional streaming methods. Auxly finances their partners’ programs in exchange for an equity stake. Auxly also forms traditional and licensing joint ventures with other companies that provide entrepreneurs access to the cannabis sector.

Newstrike Partnership

In May 2018, Newstrike Resources Ltd. (TSXV:HIP) also entered into an investment agreement with Inner Spirit Holdings Ltd. where both companies will acquire equity interests in each other. This is a strategic alliance agreement for the retail distribution of Up Cannabis products and the creation and operation of Up Cannabis-branded customer lounges in each of Inner Spirit’s stores.

“Partnering with Newstrike & Up Cannabis is a unique opportunity for both organizations to showcase the amazing initiatives that they have undertaken,” said Darren Bondar, President & CEO of Inner Spirit. “Our mutual customers can visit Spiritleaf stores and, at each Up Cannabis lounge, experience how cannabis, music, education and community can come together and have a positive impact.”

Tilray Investment and Collaboration

In December 2018, Inner Spirit teamed up with Tilray Inc. (NASDAQ:TLRY) and its wholly-owned subsidiary High Park Holdings Ltd. for a $4.5 million cross-investment between Tilray and Inner Spirit. The first $2.25 million was issued to Inner Spirit later that month and the remaining $2.25 million will be issued within the six months following the agreement.

“Partnerships and cross investments are key strategies we’re using at Inner Spirit to grow our Spiritleaf retail brand and create value for investors in the cannabis market. We see Tilray’s investment as an endorsement of the Spiritleaf store concept by a leading industry player as we prepare to further extend the Spiritleaf brand throughout Canada with High Park’s product portfolio highlighted in our retail locations. We look forward to a long and mutually rewarding relationship with Tilray and High Park,” said Bondar.

In addition to the financing, Inner Spirit will also be collaborating with High Park on the sale and distribution of High Park’s cannabis products through Inner Spirit’s stores. High Park will also be contributing $250,000 for five years to Inner Spirit’s Spirit Fund, a community engagement program focused on growing roots in Canada’s art, music and cultural communities through sponsorships, education and other initiatives.

“We are focused on providing the best retail experience for consumers at our branded Spiritleaf cannabis stores. Partnering with High Park is an exciting opportunity for us to showcase the amazing brand portfolio that High Park has secured and created for the cannabis market. It will allow customers at our Spiritleaf outlets to have access to one of the strongest and most diverse brand selections available in the marketplace,” said Bondar.

High Times Investment

In September 2018, Inner Spirit made a US$110,000 strategic investment in High Times Holding Corp. The investment grants Inner Spirit the right to distribute High Times magazine, including some first edition and limited collector’s editions, in its Spiritleaf stores across Canada. Additionally, Inner Spirit and Spiritleaf customers will have the opportunity to gain VIP access to all High Times Cannabis Cup festivals around the world.

Leadership

Inner Spirit’s Board of Directors has extensive franchising, marketing, real estate and retailing experience. Notably, Jeff Tung sits on the board. He is the CFO and COO of Auxly and was the co-founder of CPS Management Partners, where he led the acquisition of multiple businesses in the insurance administrative industry. Additionally, Larry Wosk has over 27 years of experience in senior management roles in several industries, including retail, real estate development, hospitality and consulting. He has also been in charge of running several companies, the largest of which had over 1,100 employees.

Company Highlights

  • First cannabis company to be granted Canadian Franchise Association membership to date.
  • 40 branded dispensaries ready to sell cannabis in the provinces of Alberta, British Columbia and Saskatchewan.
  • Inner Spirit made $996,617 in revenue in December 2018.
  • Inner Spirit’s partner Auxly provides access to a wide range of premium quality cannabis producers and products.
  • Auxly holds 15 percent equity stake in Inner Spirit franchises and may provide up to 50 percent of franchisees’ annual inventory needs.
  • Signed a $4.5 million cross-investment with Tilray.
  • Received first $2.25 million investment from Tilray
  • Tilray’s subsidiary to donate $250,000 for five years to Inner Spirit’s Spirit Fund.
  • High Times investment includes rights to distribute High Times magazine in Spiritleaf and Inner Spirit store and VIP access to High Times Cannabis Cup festivals for customers.
  • Leadership team brings more than 20 years of franchising, marketing, real estate and retailing experience.

Management

Darren Bondar, MBA — President & CEO

Trailblazer. Creator. Collaborator. Founder. Darren Bondar is the President and CEO of Inner Spirit Holdings Ltd. and the company is led by his strategic planning, determination and creativity – not just for thinking outside the box, but for creating a whole new box! With an uncanny knack for surrounding himself with the best and the brightest, Bondar has a proven track record and has over 20 years of experience driving sales growth in both retail and franchise industries.

Prior to founding Inner Spirit Holdings, he founded WATCH IT! In 1999 which ballooned across Canada and employed over 200 team members. He has been recognized with multiple industry awards including numerous Canadian franchise awards of excellence: The Alberta School of Business retail awards, Top Watch retailer award and Top 40 under 40. He received his Bachelor of Arts from Western Ontario University and his MBA from the University of Alberta.

Christopher Gulka — CFO & Director

Christopher Gulka sits on the Board of Directors and works for the company as Chief Financial Officer. He is a CPA and CFA with over 26 years of business experience. He has sat as President of Working Capital Corporation since 1999 and is a former financial analyst at the Alberta Securities Commission. In addition, Gulka has founded and was the CEO and Director of Passport Energy Ltd. and the CFO of Rochester Energy Corp.

Gulka brings meticulous attention to detail, a high level of oversight and a thorough understanding of IFRS to ensure accurate financial reporting.

Cecil Horwitz, RAc, DAc, CH, FABORM — Director of Business Development and Director

Cecil Horwitz, founder and clinical director of Whole Family Health, is an acupuncturist and Chinese herbalist with more than a decade of experience in holistic healthcare. Horwitz brings an extensive background in alternative medicine, which is married with years of experience in retail and business development, to the Spiritleaf team. He continues to play a major role in developing Spiritleaf’s infrastructure and currently oversees key relationships and the creation of an enhanced retail experience for all Spiritleaf franchises in Alberta. Due to his decades of experience in the Canadian retail and franchise industry, Horwitz has been an integral resource in diversifying and expanding into the cannabis market.

Using his already extensive sales and development knowledge, Horwitz excelled as business development manager for WATCH IT!, a successful Canadian chain of watch boutiques. He was responsible for the development of 32 locations. Focusing on his passion for both health and well-being, he returned to school and earned a graduate degree in Chinese medicine. He is board certified with the College and Association of Acupuncturists of Alberta (CAAA), he is certified Chinese herbologist and is a board-certified fellow of the American Board of Oriental Reproductive Medicine (ABORM). He is a specialist in the fields of women’s health, reproductive medicine and pediatric care. His successful practice, Whole Family Health, focuses on helping patients create a life of balance and happiness.

Horwitz is a long-time cannabis advocate for both health and recreational use and strives to ensure Spiritleaf customers are connected with the right products. As an herbalist, he is eager to give the best possible guidance and ensure satisfaction with Spiritleaf’s premium merchandise. His business development acumen and his focus on positive client experience are what truly make him a vital part of Spiritleaf’s success.

Christine Kitz — Operations Manager

Balancing the overriding goals of the big picture with fierce attention to detail, Christine Kitz is the resident expert in business systems and operations. She is charged with overseeing the efficiency of the work process and quality of the work product. Kitz has held financial, strategic and human resources positions within the retail setting. She excels at leading individual projects, regardless of scope, the players or the stress level.

In addition to an uncanny ability to find anything at any time for anyone, Kitz has a deep passion for languages and a zealous drive to transform conflict into collaboration.

Alisa Kuzmina — Creative Director

A passionate believer in the power of great design, Alisa Kuzmina approaches each new project by fully immersing herself in the originating vision. Relying on her degree in communications with a major in information design, as well as her experience working within the retail and franchise models, Kuzmina oversees the team’s commitment to creative excellence with focused energy and an eye for quality control.

Chris Ostafie Southern Alberta Regional Manager for Spiritleaf

With a background in finance and accounting before venturing into owning and operating two WATCH IT! store for eight years, Chris Ostafie sees opportunity beyond the numbers and has the wherewithal to build a budding enterprise from the ground up. Ostafie is driven by a people first focus beginning with the customer in every single facet of the business.

Once a business owner himself, Ostafie maintains a personal commitment to the Spiritleaf brand and shares his excitement in this emerging industry. As the Southern Alberta Regional Manager, he is responsible for liaising with the company’s franchise partners, executing store design and elevating the customer experience. His objective is to effectively coordinate all aspects of each individual project.

Jennifer Matus BC Regional Manager

With an intimate knowledge of BC’s regional culture, Jennifer Matus brings a unique set of skills to support Inner Spirits franchises. With over 10 years of management experience as a team lead at CIBC, her personable nature, positive attitude and effective communication skills help build strong relationships and drive sales as the manager of the WATCH IT! location in Burnaby.

David B. Margolus — Director

Counsel to, and former Managing Partner of Witten LLP, David served on the boards of the Edmonton Regional Airports Authority and TSX-listed Liquor Stores N.A. Ltd., PowerComm Inc., The XS Cargo Income Fund. He holds a Bachelor of Arts and a Bachelor of Law Degree from the University of Alberta, and is a member of the Institute of Corporate Directors.

Jeff Tung, CFA — Director

Jeff is CFO and COO of Cannabis Wheaton Income Group, Canada’s leading cannabis investment company. Prior to joining Wheaton, Jeff was the co-founder of CPS Management Partners, where he led the acquisition of multiple businesses in the insurance administration industry. Jeff has managed more than USD $3 billion of deals in the Telecom, Banking, Insurance and Technology industries. Jeff holds an MBA from the Richard Ivey School of Business, graduating at the top of his class as well as a Bachelors of Computer Engineering from the University of British Columbia.

Larry Wosk — Director

Larry Wosk has been lecturing at the Sauder School of Business at UBC for over 15 years. His areas of concentration are strategic management, international business, real estate, and marketing. Larry commenced his teaching career after working for over 27 years in senior management and President and Chief Executive Officer in several industries including, retailing, real estate development, hospitality and consulting. During that time, he ran several companies, the largest of which had over 1,100 employees.

Craig Steinberg — Director

Craig has over 10 years of experience as a private mortgage banker and corporate counsel to a private lender, and was most recently a partner in Miller Thomson LLP’s banking and real estate group. He is a member of the Law Society of Alberta, Canadian Bar Association and Real Estate Council of Alberta. Craig holds a Bachelor of Arts from Queens University, Bachelor of Laws from Western University and a CSA/PDO from the Canadian Securities Institute.


 

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