1000 ave. St-Charles, Vaudreuil-Dorion, Qc, Canada - 450 437–2222 - info@c3 · 2019-07-12 · or...

1000 ave. St-Charles, Vaudreuil-Dorion, Qc, Canada - 450 437–2222 - [email protected]

CONFIDENTIAL2

This material may not be circulated outside of the recipient’s organization, publicly referred to, or disclosed, in whole or in part, without express written permission of C3.FARM

OUR MISSION

C3 is Quebec’s world-class cannabis center where a portfolio of companies reside creating an ecosystem comprised of activities within cultivation, extraction, food transformation, research and education to bring visionary ideas and standout products to market.

OUR VISION

● Create the most innovative cannabis CPG accelerator in Canada.

● Use our massive complex to create the largest cannabis GMP co-packing facility in Eastern Canada.

● Reduce the cost of R&D for companies by working with institutions such has McGill University.

● Accelerate companies to emerging markets (US and other International markets)

CONFIDENTIAL3


VALUE FOR OUR PARTNERS

● C3 will use its upcoming license to create partnerships to accelerate our partners into the cannabis industry.

● C3 works with industry clusters to attract best-in class companies like the Conseil de la transformation alimentaire du Québec.

● C3 targets emerging cannabis companies and offers already established companies a second site for cannabis derived products.

● C3 will work with each partner to pursue their own cannabis license and help develop the global opportunity.

WE ACCELERATE THE CANNABIS INDUSTRY

C3’s licencing strategy will enable our complex to be licensed for cultivation and transformation in Q3 2019.

This already built pharmaceutical complex can welcome 20 to 30 companies wanting to create a partnership to be part of the first movers in the multi-billion global cannabis industry.*

70 acres of surrounding land will provide for additional purpose-built structures and research & development partners like McGill University will ensure long-term value for investors and partners.

In the next two years, C3 will be positioned as the most innovative cannabis project in Canada, aspiring to be one of the largest supplier’s for the SQDC and a world renowned cannabis research & development platform.

*30% of the space is already committed.

CANNABIS INDUSTRY ACCELERATOR

VALUE FOR OUR INVESTORS● C3 selects, invests, co-invests and deploys capital in the best

opportunities by analyzing companies’ track record, management team and business model.

● C3 prioritizes cash flow, intellectual property and market/product differentiators to select in its portfolio.

● C3 aims to create and crystallize value in each partnership created and C3 will participate in each to maximise ROI.

● C3 aims at creating the largest transformation center in North America and has created an ecosystem to generate multiple IPs.

CONFIDENTIAL4


Companies wanting to enter the

cannabis industry

- Agriculture and agro-processing- Food and beverage companies- Formulation and research labs- Biotech companies- Investors- Research projects

+- Testing labs- Business services- Extraction facilities- Research and education centre- Development and construction- Conference center- Compliance and licensing team- Capital raising structure

=

WE ACCELERATE THE GLOBAL CANNABIS ECONOMY IN A UNIQUE ENVIRONMENT

Commercial success in the global

cannabis industry

- Intellectual property- Fast commercialization- Reduced investment- Lower operating costs- Increase profitability- Secured supply chain- International education hub

CANNABIS INDUSTRY ACCELERATOR

THE BUSINESS

LICENSE• Upload of

late-stage application

• Notice of Intent to Review by Health Canada

BUILD OUT• First 10,000

sq.ft. cultivation

LICENSE• Ongoing

amendments

BUILD OUT• 2,000 sq.ft.

laboratory• 2,000 sq.ft.

Pre-roll space

MILESTONE• 50% space

allocated

LICENSE• Cultivation,

extraction and plant R&D license issued

• License amendment for Pre-Rolls


cultivation• 2,000 sq.ft.

extraction

LICENSE• Final HC review

of crops and issuance of sales license

• Expected amendment for vapes

LICENSE• Ongoing

amendments


Craft cultivation• 20,000 sq.ft.

edibles/ beverages

MILESTONE• Revenue

generation

MILESTONE• First crop• Cultivation

license

MILESTONE• Sales license

MILESTONE• 25% space

allocated


cultivation• 2,000 sq.ft.

vapes

THE BUSINESS

OPERATIONSIPO target

timing

2019Q2 2019Q3 2019Q4 2020Q1 2020Q2

IPO target timing

2019Q2 2019Q3 2019Q4 2020Q1 2020Q2

THE BUSINESS

CAPITAL

CAPEX• $2.5M for

10,000 sq.ft. cultivation

EQUITY• $5M at C3

holdin level

DEBT• $1M at partner

level

CAPEX• $8M for 24,000

sq.ft. craft cultivation

• $5M for edibles and beverages

EQUITY• NA

DEBT• $4M term loan

(partner)• $9M

participating debentures (partner)

CAPEX• $2M for

Pre-rolls• $2M for

laboratory

EQUITY• $10M at C3

level


sq.ft. cultivation• $1.5M for

extraction


sq.ft. cultivation• $1.5M for

vapes

EQUITY• IPO/RTO

concurrent financing

EQUITY• NA

DEBT• $4.5M term

loan (partner)• $4.5M

participating debentures (partner)

DEBT• NA

DEBT• $4.5M term

loan (partner)• $4.5M

participating debentures (parner)

CONFIDENTIAL

THE BUSINESS

8This material may not be circulated outside of the recipient’s organization, publicly referred to, or disclosed, in whole or in part, without express written permission of C3.FARM

HOW WE FUNCTION & CREATE VALUE

Investments Real Estate

Portfolio Management

FUNCTIONS

OriginationInvestmentManagementDivestitures

REVENUES

Management FeesDividendsCapital Gains

Property Management

FUNCTIONS

RentalConstructionManagement

REVENUES

RentOPEXRevenue Share

FUNCTIONS

FundraisingMarketingAdministration

REVENUES

Net Profits from Subsidiaries

Investment Committee to oversee capital deployment

Advisory Board for business orientation

CONFIDENTIAL

THE BUSINESS


HOW WE DEPLOY CAPITAL & MANAGE RISK

Investments & Partnerships

Mission-aligned Investments

Liquidity

Investment opportunities selected with a best-of-breed approach.

Ownership ranging from 25% to 75%, structured as partnerships or straight equity investments.

Multi-step investment cycle that involves pro-active management over the full holding period, including at time of liquidity event.

Mission-aligned investments are selected for their impact on C3’s long term objectives, beyond financial return.

Includes investments that leverage C3’s model, environment, and other portfolio companies, with a longer investment horizon.

Medium to long term holding in function of investment type.

CONFIDENTIAL

THE BUSINESS


C3 PORTFOLIO COMPOSITION OBJECTIVES

Short-term1 yearInitial medical and craft production implementation.

Medium-term2 yearsGradual deployment in consumer goods.

Long-term3+ yearsEmphasis on differentiators and intellectual property.

R&D

PHARMA

CULTIVATION AND EXTRACTION

DOWNSTREAM CONSUMER PRODUCTS

CONFIDENTIAL

THE BUSINESS


PRO FORMA CASH FLOWS

Revenues & EBITDA

Projected consolidated pro rata shares of portfolio companies net cash flows.

Includes C3 Holdings G&A and all debt instrument costs and repayments.

Pro forma Value Range

Based on average comparable companies 2020 EBITDA multiple.

Excludes potential capital gain from sale of portfolio companies.

1 Projections based on consolidated cash flows from investments2 Average 2020 EBITDA multiples, source: PwC as at June 20 20183 Estimate based on pro forma EBITDA4 Range based on 15% discount and premium from estimated value

IN THOUSANDS

CONFIDENTIAL

THE BUSINESS


INVESTMENT HIGHLIGHTS

StrategyBusiness model and capital deployment strategy devised to cover the full spectrum of the cannabis market.

MarketThe Canadian market is at the forefront of the global cannabis markets development.

SiteUnique landmark site that is unmatched in terms of size, placement and attributes, and potential for an incubator model.

DiversificationC3’s focus on 3 investment verticals provides for a top to bottom diversification in the cannabis market.

OrganizationC3’s corporate governance structure is designed to managed the full investment cycle.

AttractionC3 creates an environment that has the capacity to attract entrepreneurs and talent.

ReturnsC3’s business model provides for multiple revenue streams including dividends, royalties and capital gains.

ScalabilityPartnerships offer off site scalability potential.

ManagementExperienced management team with diversified skill-sets and institutional backgrounds.

THE ECOSYSTEM

CONFIDENTIAL

THE CANNABIS OPPORTUNITY


Wide spectrum

The cannabis sector, with its tentacular downstream segments, offers a wide spectrum of investment possibilities.

Global reach

The majority of these segments have global market development potential as products and services are developed and legislation evolves.

C3 strategy

C3 deploys capital across 3 verticals to capture the best opportunities and encourage synergies between segments.

CANNABINOIDS LANDSCAPE

CONFIDENTIAL15

C3 is forming a portfolio of best-in-class companies in 3 verticals.

C1 CULTIVATION

AND EXTRACTION

Revenue cycle Short-term

THE ECOSYSTEM


C3PHARMA & BIOTECH

INCUBATOR

Revenue cycle Long-term

C2DOWNSTREAM

CONSUMER PRODUCTS

Revenue cycle Medium-term

CONFIDENTIAL

THE ECOSYSTEM


C1CULTIVATION AND EXTRACTION

Total cultivation space available : 150 000 sq.ft.Total extraction space available: 30 000 sq. ft.

PHASES

Phase 0 - Q2 2019

10,000 sq ft. of indoor cultivation + Extraction

Phase 1 - Q4 2019

+ 45,000 sq. ft. of indoor cultivation

Phase 2 - Q1 2020

+ 45,000 sq. ft. of indoor cultivation

RATIONALE

Cultivation is the fastest way to generate cash flow and we are planning on scaling our indoor cultivation area in multiple phases.

Opportunity to select experienced and award-winning craft growers to focus on non-commoditized, higher end niche flowers, that generate higher margins.

VERTICAL FOCUS ON-SITE COLLABORATIVE SERVICES

SELECTION CRITERIA

CultivationNurseryExtraction

Premium budTissue culture cloningextraction (Terpenes, CBD, THC).

Compliant facility.Cell culture facility.Laboratories for Q&A.Storage of cannabis strains.Warehouse and shipping.

Master grower experience.

Scalability and supply agreements.

STRATEGY

The majority of these segments have global market development potential as products and services are developed and legislation evolves.

REVENUE CYCLE

1 yearInitial medical and craft production implementation.

R&D

PHARMA



CONFIDENTIAL

THE ECOSYSTEM


C2DOWNSTREAM CONSUMER PRODUCTS

Total processing space available : 200 000 sq.ft.

RATIONALE

Host research and development of downstream consumer products and brands ahead of legalization.

Possibility to capitalize on the strength of existing non cannabis related organizations and brands.

STRATEGY

Select existing successful companies and brands and build their portfolio of cannabinoid based products in partnership with C3.

Develop early production facilities on-site with future off-site production scalability.

REVENUE CYCLE

2 yearsGradual deployment in consumer goods.


SELECTION CRITERIA

Accelerator for downstream consumer products.

- Extracts- Vaping - Gummies- Edibles- Beverages - Topicals

- Compliant facility- Supply of cannabis- Marketing and product development council- Legal council for patenting- Compliant packaging and labelling- Labs for Q&A- Warehouse and shipping- Exporting and importing council

Product maturity, management, and global reach potential.

R&D

PHARMA



CONFIDENTIAL

THE ECOSYSTEM


C3PHARMA & BIOTECH INCUBATOR

RATIONALE

Active chemical agents are separated into different classes of cannabinoids that interact with specific receptors present on the surface of cells.

Certain non-psychoactive cannabinoids have material effect on specific conditions or pathologies and have the potential to enter mainstream pharmaceutical multi-billion dollar markets.

STRATEGY

Host a portfolio of emerging pharma and biotech companies that focus on specific fields of research.

Partner with university faculties and researchers to leverage the institution’s existing knowledge base and accelerate the development of intellectual property.

REVENUE CYCLE

3+ yearsEmphasis on differentiators and intellectual property.


SELECTION CRITERIA

Incubator for pharma and biotech start ups.

- Natural health products- Diffusion technologies- THC and CBD manufacturing technologies- Agricultural biotechnology- Genetic engineering- Biomedical science

- Compliant facility- Supply of cannabis- Education center- Legal council for patenting- Research labs- Exporting and importing council

Potential market size, management’s academic and research background and endorsement.

R&D

PHARMA



CONFIDENTIAL19

We form partnerships with industry leaders

McGill University has designated C3 as one of the institution’s primary locations of its Center for Cannabis Research.


CONFIDENTIAL

THE ECOSYSTEM


Step 1 Step 2 Step 3 Step 4 Step 5 Step 6

OriginationGuided by management and advisory board orientation.

Due diligencePerformed by staff and external consultants.

ApprovalApproved by Investment Committee and Real Estate Unit.

ExecutionResponsibilities allocated to C3 business units and disbursement.

ManagementManaged actively over holding period.

Liquidity EventDriven by respective market dynamics.

Advisory BoardSets broad business orientations and guidelines for investment committee and business units.

Selection ProcessBased on business and governance parameters.

Investment CommitteeDeal specific review and approval.

DeploymentDeal structure set to leverage C3 business model and revenue generation.

ManagementOngoing active management based on quantifiable metrics and milestones.

DistributionCapital gains and residual value distributed to stakeholders.

SELECTING & NURTURING THE BEST

THE SITE

CONFIDENTIAL22


THE SITE

179,000 sq. ft.Warehouse facilities & secure storage bunkers with 18 ft. ceilings

4-storyMedical office/lab tower

12-story Office tower with 2 separate city water feeds

70 acreswith greenhouse availability

DedicatedMechanical & power

CompleteExpedition and distribution facilities

Educational hubLobby, meeting rooms, cafeteria and 158-seat auditorium

360 securityPerimeter with surveillance security & ID card access

WORLD-CLASS 442,330 SQ. FT. OFFICE, RESEARCH, EDUCATION, PRODUCTION & WAREHOUSE FACILITY

CONFIDENTIAL23


THE SITE

442,330 sq. ft.World-class office, research, production, and warehouse facility.

70 acresSite provides multiple options for additional purpose-built structures.

12-storeyOffice tower with 2 separate city water feeds.

SecuritySurveillance security and ID card access.

179,000 sq. ft.Warehouse facilities and secure storage bunkers with 18 ft. ceilings.

12,000 sq. ft.Clean room.

100% interlinkedThrough underground passageways.

4,340-tonneCooling towers.

4-storeyMedical office/lab tower and impressive brutalist, hardened concrete architecture.

DedicatedMechanical and power.

ScalableMechanical capacity and high density water delivery.

ControlFull perimeter security and gate controlled entry.

TECHNICAL DETAILS & INFRASTRUCTURE

CONFIDENTIAL24


PHARMACEUTICAL COMPLEX HALLMARK SITE MEZZANINE BOARDROOM

UNDERGROUND HALLWAYS 158-SEAT AUDITORIUM ENTRANCE LOBBY

THE SITE

TECHNICAL DETAILS & INFRASTRUCTURE

CONFIDENTIAL25


30-min to downtown Montreal and Pierre Elliott Trudeau International Airport.

90-min to Ottawa.

Located at the intersection of two of Canada's busiest highways connecting the Montreal - Toronto - Windsor corridor and Montreal's Southern Bypass key route to N.E. USA.

THE SITE

STRATEGIC LOCATION

CONFIDENTIAL26


Biotechnology

Quebec is home to 130 companies employing 4,700 people in the biotech industry including Pfizer, Novartis and Merck-Frost.

Gateway to Europe and the US

Quebec is a major export partner to Germany, France, Netherlands, and the UK. France is also the leading European investor in Quebec.

Pharmaceutical Industry

With 381 companies and 24,550 employees in the pharmaceutical, research and development, manufacturing, and related sectors, Montreal ranks 8th in North America for the number of jobs in the pharmaceutical sector.

Canadian cannabis Regulation

New cannabis regulations will accelerate research and IP as well as product and brand development ahead of global markets opening.

THE SITE

GEOGRAPHICALADVANTAGE

THE TEAM

CONFIDENTIAL

THE TEAM


JONATHAN MORRISONPresident

Jon is an experienced entrepreneur and business visionary. Throughout his past ventures he has successfully built a real estate development company that is currently developing over 3,000 residences in the greater Montreal area. Jon’s role in C3 is to lead the team in identifying business and market trends facing the global cannabis sector, as well as to develop partnerships within those segments.

ALYSSA BLESERLL.B.Legal

Alyssa has over 10 years of experience in commercial real estate, negotiation and transaction management, and execution. Alyssa’s role in C3 is to ensure that all milestones and business objectives are met and exceeded by the team. Her mission is to ensure that all projects in which C3 embarks are seen through to completion.

MARC LEMAIRECPA, CA, IAS. AFinance

Marc is a chartered accountant with over 25 years of experience in property, financial, and partnership management. Over a 15-year period he has had various management positions within real estate subsidiaries of the Caisse de dépôt et placement du Québec. Marc’s role in C3 is to analyze the profitability of projects and companies, and to oversee financial reporting.

FRANÇOIS DIONNE ST-ARNEAULTMarketing

François is a talented marketing strategist with a demonstrated history of building brands and implementing marketing strategies for many types of businesses. His role in C3 is to create cohesive and impactful strategies to bring to market best of breed innovations and products. His goal is to position C3 as a sought out and disruptive cannabis project in Canada.

JEAN-ROBERT PRONOVOSTInvestments

Jean-Robert is a private equity expert with a strong background in mergers and acquisitions, corporate finance, and capital markets, acquired over years at the Caisse de dépôt, Credit Suisse First Boston, and various private equity organizations. Jean-Robert’s role in C3 is to oversee C3’s capital deployment and the investment cycle of each of C3’s partnerships.

SÉBASTIEN HARVEYInvestor relations

Sébastien has worked in the corporate sales and marketing environment for nearly 15 years, climbing up the ladder rapidly in leading companies across North America. Sébastien’s will use his vast expertise and extensive network in private financing to build fruitful and long term relationships with C3’s investors.

GEORGE LATHOURASReal Estate

George is a real estate development executive with extensive experience in niche and special purpose real estate. George has overseen start-ups and roll-outs, and has developed resort amenity properties, master-planned residential communities and commercial real estate. George’s role in C3 is to oversee the management of the facility and each of its purpose-built spaces.

STEVE NARAINEM.Sc.Science and Compliance

Steve is an accomplished researcher and cannabis expert who has spent the past several years advising various governments on their emerging cannabis regulation. Steve’s role within C3 is to ensure C3’s compliance with all Health Canada regulation(s) as well as to guide C3’s licensing strategy, efficiently and expediently.

CONFIDENTIAL

THE TEAM


ADVISORY BOARD

Role and Functions● Non-binding strategic advice.● Acts as resource for company executives.● Provides insight with regard to market and

industry trends.● Offers counsel on issues raised by owners,

directors or management.

Constitution

● External board members with no fiduciary responsibilities.

INVESTMENT COMMITTEE

Role and Functions

● Develop and apply the investment policy:○ Strategy and philosophy.○ Investment criteria.○ Due diligence procedures.○ Performance benchmark.

● Assess investment performance.● Approve divestitures.

Constitution

● Key company executives with fiduciary responsibilities.

BOARD & COMMITTEE CONSTITUTION

PRESS REVIEW

CONFIDENTIAL

PRESS REVIEW


June 14, 2019

https://www.tvanouvelles.ca/2019/06/14/le-marche-du-cannabis-comestible-pret-a-etre-pris-dassaut

April 24, 2019

https://montrealgazette.com/news/local-news/off-island-gazette/future-of-cannabis-coming-to-vaudreuil-dorion

June 18, 2019

https://troymedia.com/2019/06/18/edible-cannabis-rules-fall-far-short-of-expectations/

"Companies will no doubt partner up, sharing research and development and distribution strategies. The C3 facility in Montreal, the Global Cannabis Innovation Centre, involves McGill University and offers a good example of that."

June 16, 2019

https://www.theglobeandmail.com/cannabis/article-on-cannabis-edibles-health-canada-takes-a-risk-adverse-stance-over/

"Health Canada wants to run a tight ship on edibles, but the industry has wind in its sails and is moving quickly. To cope with the ironclad rules requiring separate facilities, companies will collaborate more, which will lead to partnerships and situations where they co-share R&D agendas and distribution strategies. The C3 Global Cannabis Innovation Centre in Montreal that includes McGill University is a good example."

May 8, 2019

https://www.newswire.ca/news-releases/cannabis-growth-opportunity-corporation-announces-new-investment-in-c3-global-cannabis-innovation-centre-895648483.html

Jamie Blundell, President and Chief Operating Officer of CGOC commented, "We are excited to be a part of the C3 journey, as they foster the development of early stage cannabis companies. They are in a great location, situated just outside of Montreal, Quebec, which is a major export partner to Europe, including Germany, France, Netherlands, and the United Kingdom. They have a solid team in place, and a unique business strategy which we are very supportive of. This investment ties into our diversified investment thesis by investing in differentiated business models within cannabis value chain."

April 26, 2019

https://www.lapresse.ca/actualites/education/201904/25/01-5223587-vaudreuil-dorion-mcgill-developpe-un-incubateur-didees-pour-le-pot.php

June 14, 2019

https://www.cbc.ca/player/play/1540462147853

At: 9:22

Author Dr. Sylvain Charlebois is senior director of the agri-food analytics lab and a professor in food distribution and policy at Dalhousie University, and a senior fellow with the Atlantic Institute for Market Studies.





























CONFIDENTIAL

FORWARD LOOKING STATEMENT


This Document includes forward-looking statements within the meaning of certain securities laws in Canada. These forward-looking statements include, among others, statements with respect to our objectives, goals and strategies to achieve those objectives and goals, as well as statements with respect to our beliefs, plans, objectives, expectations, anticipations, estimates and intentions. The words “may”, “will”, “could”, “should”, “would”, “suspect”, “outlook”, “believe”, “plan”, “anticipate”, “estimate”, “expect”, “intend”, “forecast”, “objective” and “continue” (or the negative thereof), and words and expressions of similar import, are intended to identify forward-looking statements. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, which give rise to the possibility that predictions, forecasts, projections and other forward-looking statements will not be achieved. Certain material factors or assumptions are applied in making forward-looking statements and actual results may differ materially from those expressed or implied in such statements. The Company strongly cautions readers not to place undue reliance on these statements, as a number of important factors, many of which are beyond our control, could cause the Company’s actual results to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates and intentions expressed in such forward-looking statements. These factors include, but are not limited to: general economic conditions; pending and proposed legislative or regulatory developments in Canada including the impact of changes in laws, regulations and the enforcement thereof; reliance on funding models in Canada; operational and infrastructure risks including possible equipment failure and performance of information technology systems; intensifying competition resulting from established competitors and new entrants in the businesses in which the Company operates; insurance coverage of sufficient scope to satisfy any liability claims; fluctuations in total patients and customers; technological change and obsolescence; loss of services of key senior management personnel; privacy laws; structural subordination of common shares; leverage and restrictive covenants; fluctuations in cash timing and amount of capital expenditures; tax-related risks; unpredictability and volatility of the price of the Company’s securities; dilution; and future sales of the Company’s securities. The foregoing list of important factors that may affect future results is not exhaustive. When reviewing the Company’s forward- looking statements, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The forward-looking statements contained in this Document should not be relied upon as representing the view of the Company or its management as of any date subsequent to the date of this Document. Neither the Company nor its management is under any obligation, and neither undertakes, to update any of this information at any particular time. Neither the Company nor its management assumes any obligation to update or revise forward looking statements should circumstances or estimates or opinions changes. None of the Company or its affiliated or related partnerships and corporations or their respective directors, officers, partners, employees, agents or representatives makes any representation or warranty as to the accuracy or completeness of the Document or any statements, estimates or projections, and none will assume any liability for any representations (express or implied) contained in, or for any omissions from, the Document, or for any other written or oral communications transmitted to prospective investors in the course of their evaluation of the Company and its business. An investor will only be entitled to rely on those representations and warranties contained in the definitive agreement or agreements which constitute the financing. Use of this Document is restricted to parties to whom the Company delivers the Document and the recipient, and its representatives shall keep confidential all information contained herein or otherwise provided in connection with the proposed financing which is not already public or which is not subsequently made public, and will use the Document only for the purpose set forth above. In addition, each recipient will not copy, reproduce or distribute the Document in whole or in part to others, at any time, without the prior express written consent of the Company.

331000 ave. St-Charles, Vaudreuil-Dorion, Qc, Canada - 450 437–2222 - [email protected]

1000 ave. St-Charles, Vaudreuil-Dorion, Qc, Canada - 450 437–2222 - info@c3 · 2019-07-12 · or...

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