Transactions Expand SKYMINT’s Retail Footprint to 30+ Locations Exiting 2021 and Provides $78 Million of Capital to Execute on Near-Term Accretive Opportunities

SKYMINT, Michigan’s leading vertically integrated cannabis company, today announced the acquisition of 3Fifteen Cannabis, the closing of its concurrent $70 million Senior Secured Term Loan from Tropics LP, an affiliate of SunStream Bancorp Inc. (“SunStream“), a joint venture initiative sponsored by Sundial Growers Inc. (Nasdaq: SNDL), and its $8 million equity investment from Merida Capital Holdings (“Merida Capital“). These transactions further strengthen SKYMINT’s dominant position within the nation’s third largest cannabis market and provide the Company with a strong balance sheet to execute on accretive opportunities in and outside of Michigan.

With the acquisition of 3Fifteen Cannabis –  a portfolio company of Merida Capital with 12 dispensaries currently in operation throughout Michigan – SKYMINT now has the capability to serve nearly 90% of adult Michigan residents in a market valued at $3.2B that has embraced the freedom to consume cannabis recreationally since 2019. SKYMINT’s newly expanded retail presence of 27 locations gives the Company the largest cannabis retail footprint across Michigan. No less than three additional SKYMINT storefronts are slated to launch in 2021, and 15 more locations are poised to open in 2022, further fortifying SKYMINT’s position as Michigan’s top vertically integrated cannabis operator.

“SKYMINT was founded on a mission to become a leader in the cannabis industry while leveraging our leadership position as a positive catalyst for change,” said SKYMINT CEO and co-founder Jeff Radway. “With this acquisition of 3Fifteen Cannabis, we have a monumental opportunity and responsibility to truly shape the market for the better, bring more jobs to our state, provide Michiganders increased access to clean, handcrafted, premium products and experiences at the best value, and continue our commitment to uplift the communities we are fortunate to serve.  Most importantly, as one of the top private cannabis operators in the country, we have a chance to play a leading role in the Great American Growth Story that is cannabis,” added Radway.

The announcement comes on the heels of Michigan’s record-breaking July 2021 sales. According to an August 2021 report from industry analyst Headset, Michigan celebrated a 56% year-over-year increase in July 2021 sales totaling $171M, with adult recreational products comprising the largest share of $128M; and in May 2021, Michigan’s cannabis sales were less than $8.5M short of surpassing Colorado’s, which presently holds the No. 2 state ranking for national cannabis sales.

“Merida has already invested deeply in Michigan through 3Fifteen, due to the attractive population dynamics. SKYMINT’S leading vertical position augments 3Fifteen’s leading retail presence,” explained Mitch Baruchowitz, CEO of Merida Capital Holdings and will be joining SKYMINT’s board of directors upon closing of the transaction. “SKYMINT is an award-winning company known for its retail presence, its vast manufacturing and cultivation capabilities, and a community-minded attitude. We look forward to bringing SKYMINT into new growth markets where Merida has operations.”

“We couldn’t be more excited to have a partner like SKYMINT to execute our shared vision for aggressive expansion,” said Tommy Nafso, President and General Counsel of 3Fifteen. “SKYMINT’s operational efficiencies and meticulous focus on quality, combined with best-in-state cultivation operations and innovative approach to retail, creates the perfect operating environment for continued success.”

With this acquisition and financial input, SKYMINT’s operational footprint now includes:

   

• A combined workforce of 730 employees
• A combined consumer base of 670,000
• A combined retail portfolio of 27 locations totaling 101,000 square feet, with an additional 18+ in the 2021-2022 pipeline
• Dominant market share in 4 key Michigan regions: Grand Rapids, (4 locations), Greater Lansing (4 locations), Detroit / Metro Detroit (5 locations), and Ann Arbor (2 locations)
• Expanded distribution of SKYMINT™ brand and partner products; SKYMINT stores feature 60+ brands and more than 250 products across all cannabis categories
• A robust delivery network representing approximately 10% of 3Fifteen’s total sales and servicing 90% of the Michigan population within 30 minutes of delivery range.
• Two indoor cultivation facilities totaling 77,000 square feet with a third indoor cultivation facility – totaling 184,000 square feet – due to come online next year
• A 1,000-acre sustainable, sungrown farm (Michigan’s largest outdoor cannabis farm)

“Cannabis retail is on the frontlines of breaking down misconceptions, and our acquisition of 3Fifteen Cannabis and our $78M financing not only gives SKYMINT greater avenues and resources to actively participate in this retail evolution but to also be at the forefront,” stated Radway.

Since its inception in 2018, SKYMINT has donated more than $500k to community organizations and nonprofits in and around Michigan. Among its contributions, SKYMINT proudly supports the Last Prisoner Project, Fair and Equal Michigan, Feeding America West Michigan, Cass Community Social Services, and Campaign Zero.

“SunStream is actively deploying capital in the cannabis space and is committed to supporting premier U.S. operators. We look acutely at all aspects of a company prior to forging a capital partner relationship, with a view to financially sponsoring prospective top-three or podium operators on a state-by-state basis. As one of the largest vertically integrated operators in Michigan, SKYMINT is an excellent example of a financially sound, strategically positioned cannabis operator backed by a strong management team capable of navigating rapid growth,” said SunStream partner, Zach George.

ATB Capital Markets Inc. acted as the exclusive financial advisor to SKYMINT on its acquisition of 3Fifteen Cannabis and as the sole placement agent on the debt financing from SunStream.

ABOUT SKYMINT
Beginning operations in Fall 2018 and headquartered in Ann Arbor, Michigan, SKYMINT is Michigan’s leading vertically integrated cannabis company and the state’s largest medical and recreational license holder. With two state-of-the-art indoor grow facilities as well as SKYMINT Farms™, a 1000-acre sungrown, sustainable farm, the Company cultivates, processes, markets, distributes and sells a full range of branded cannabis products, including SKYMINT™, North Cannabis™, Jolly Edibles™, the Two Joints™ brand, which benefits the Last Prisoner Project, and SKYMINT X DNA GENETICS™. Just as SKYMINT treats its plants like people – tending to and caring for them by hand, and even playing them music – each and every product is handcrafted to ensure the safest, cleanest, highest quality products at the best value. SKYMINT™ products can be found at the Company’s 27 retail stores.  SKYMINT locations possess a boutique gallery-like vibe and interactive atmosphere, defined by an uninhibited creative flow and inspired by connections between art, culture, community, and cannabis. As purveyors of premium-crafted cannabis, SKYMINT™ has developed a portfolio of the finest cannabis brands available for daily wellness, healing, or just getting high on life. Happy People. Happy Plants. Visit www.skymint.com

ABOUT MERIDA CAPITAL HOLDINGS
Merida Capital Holdings is a private equity firm targeting fundamental growth drivers which accelerate the rapid development of the cannabis and hemp industries. Merida’s motto, Responsible Investing in the Cannabis Ecosystem, highlights its focus on governance while identifying leading cultivation technologies, products and services associated with the evolution of cannabis and hemp as agricultural products, plant-based medicines, constituents in pharmaceutical formulations and recreational consumer products. For more information, please visit www.meridacap.com or follow Merida on twitter @meridacap.