Categories
News

YourWay Cannabis Brands Provides Corporate Update

Vancouver, BC, September 12, 2022 – YourWay Cannabis Brands Inc. (CSE:YOUR) (OTC:YOURF) (FSE:HOB) (“YourWay” or the “Company“) announces today that Jacob Cohen has resigned as Chief Executive Officer of YourWay effective immediately. Mr. Cohen will continue to serve as President of Arizona Operations and as a director on the Company’s board of directors (the “Board”).

The Company’s Executive Chairman, Jakob Ripshtein, will assume the position of Acting Chief Executive Officer, effective immediately. Mr. Ripshtein was appointed as Chairman of the Board in 2021 and as Executive Chairman earlier this year. He previously served as the President of Aphria Inc., which was acquired by Tilray Brands Inc., where he was responsible for corporate strategy, marketing, and sales. Mr. Ripshtein holds a Bachelor of Business Administration from York University, as well as a CPA and International Tax designation. Mr. Ripshtein is currently CEO of Perennial Brands Inc., a full life-cycle brand strategy organization. 

In addition, the Board resolved to demand repayment of all amounts advanced to Ionic Brands Corp. (“Ionic”) pursuant to a demand promissory note dated May 20, 2022. YourWay has provided notice to Ionic of its demand for repayment.  

YourWay continues to work diligently to finalize the Company’s audited annual financial statements for the year ended December 31, 2021 and the related management’s discussion and analysis (the “Annual Filings”) as well as the Company’s unaudited interim financial statements for the three months ended March 31, 2022 and the related management’s discussion and analysis (the “Interim Filings”). Once the Annual Filings and Interim Filings are completed, the Company will apply to have the British Columbia Securities Commission and the Ontario Securities Commission (on behalf of the applicable Canadian securities regulatory authorities) revoke the general “failure to file” cease trade order (the “CTO”) dated May 9, 2022 pursuant to National Policy 11-207 – Failure to File Cease Trade Orders and Revocations in Multiple Jurisdictions. YourWay anticipates that trading of the common shares on the Canadian Securities Exchange (the “CSE”) will recommence shortly after revocation of the CTO. Further details will be provided in the coming weeks.

About YourWay Cannabis Brands

YourWay is a publicly traded, multi-state and consumer-centric House of Brands committed to redefining the way consumers and cannabis brands interact, with sales and operations in Arizona and California. Through building their own brands, partnering with others, and supporting retail partners control brand strategy, they are dedicated to expanding their reach; remolding the cannabis industry and ultimately, redefining the way consumers and cannabis brands interact.

YourWay aims to connect with the cannabis consumer on a deeper level, utilizing decades of brand-building expertise and an integral understanding of the customer experience to create an intuitive suite of branded products that closely aligns with consumer need states. The YourWay portfolio is an all-encompassing house of brands designed to create a sense of belonging for every cannabis consumer regardless of their relationship with the plant. Please visit www.yourwaycannabis.com or follow on Twitter at @yourwaycannabis for the latest news and information about YourWay and its brands.

Website:  www.yourwaycannabis.com 

YourWay Contacts:

Glen Shear

Head of Investor Relations

[email protected]

For media inquiries, please contact: [email protected]

For investor inquiries, please contact: [email protected]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:

This news release includes certain “forward-looking information” as defined under applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs, and current expectations of the Company with respect to the Meeting. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: the repayment of the funds advanced to Ionic; the filing of the Annual Filings; the filing of the Interim Filings; the revocation of the CTO; the reinstatement of trading of the common shares on the CSE; and expectations for other economic, business, and/or competitive factors. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. 

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the timing for filing the Annual Filings and the Interim Filings; regulatory and licensing risks; changes in consumer demand and preferences; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; compliance with extensive government regulation; public opinion and perception of the cannabis industry; the impact of COVID-19; and the risk factors set out in the Company’s annual information form dated August 28, 2020, filed with Canadian securities regulators and available on the Company’s profile on SEDAR at www.sedar.com.

The Company, through several of its subsidiaries, is indirectly involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation. 

While the approach to enforcement of such laws by the federal government in the United States has trended toward nonenforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance. 

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information, which speak only as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

Categories
News

YourWay Cannabis Brands Provides Corporate Update

Vancouver, BC, August 8, 2022 – YourWay Cannabis Brands Inc. (CSE:YOUR) (OTC:YOURF) (FSE:HOB) (“YourWay” or the “Company“) held it annual general and special meeting (the “Meeting”) of shareholders of the Company (the “Shareholders”) today. The Meeting was terminated prior to any business being conducted as the Company’s audited annual financial statements for the year ended December 31, 2021 and the related management’s discussion and analysis (the “Annual Filings”) as well as the Company’s unaudited interim financial statements for the three months ended March 31, 2022 and the related management’s discussion and analysis (the “Interim Filings”) have not yet been finalized. 

Once the Annual Filings and Interim Filings are completed, the Company will call another meeting of Shareholders and will apply to have the British Columbia Securities Commission and the Ontario Securities Commission (on behalf of the applicable Canadian securities regulatory authorities) revoke the general “failure to file” cease trade order (the “CTO”) dated May 9, 2022 pursuant to National Policy 11-207 – Failure to File Cease Trade Orders and Revocations in Multiple Jurisdictions. YourWay anticipates that trading of the common shares on the Canadian Securities Exchange (the “CSE”) will recommence shortly after revocation of the CTO. Further details will be provided to Shareholders in the coming weeks.

About YourWay Cannabis Brands

YourWay is a publicly traded, multi-state and consumer-centric House of Brands committed to redefining the way consumers and cannabis brands interact, with sales and operations in Arizona and California. Through building their own brands, partnering with others, and supporting retail partners control brand strategy, they are dedicated to expanding their reach; remolding the cannabis industry and ultimately, redefining the way consumers and cannabis brands interact.

YourWay aims to connect with the cannabis consumer on a deeper level, utilizing decades of brand-building expertise and an integral understanding of the customer experience to create an intuitive suite of branded products that closely aligns with consumer need states. The YourWay portfolio is an all-encompassing house of brands designed to create a sense of belonging for every cannabis consumer regardless of their relationship with the plant. Please visit www.yourwaycannabis.com or follow on Twitter at @yourwaycannabis for the latest news and information about YourWay and its brands.

YourWay Contacts:

Glen Shear, Head of Investor Relations

[email protected]

For media inquiries, please contact: [email protected]

For investor inquiries, please contact: [email protected]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:

This news release includes certain “forward-looking information” as defined under applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs, and current expectations of the Company with respect to the Meeting. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: the filing of the Annual Filings; the filing of the Interim Filings; the revocation of the CTO; the reinstatement of trading of the common shares on the CSE; and expectations for other economic, business, and/or competitive factors. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. 

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the timing for filing the Annual Filings and the Interim Filings; regulatory and licensing risks; changes in consumer demand and preferences; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; compliance with extensive government regulation; public opinion and perception of the cannabis industry; the impact of COVID-19; and the risk factors set out in the Company’s annual information form dated August 28, 2020, filed with Canadian securities regulators and available on the Company’s profile on SEDAR at www.sedar.com.

The Company, through several of its subsidiaries, is indirectly involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation. 

While the approach to enforcement of such laws by the federal government in the United States has trended toward nonenforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance. 

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information, which speak only as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

Categories
News

YourWay Cannabis Brands Reminds Shareholders of Annual General and Special Meeting and Provides Details of Meeting Procedures

VANCOUVER, BC, Aug. 5, 2022 /CNW/ – YourWay Cannabis Brands Inc. (CSE: YOUR) (OTC: YOURF) (FSE: HOB) (the “Company“) reminds the shareholders of the Company (the “Shareholders“) about the upcoming annual general and special meeting (the “Meeting“) of Shareholders. If Shareholders wish to attend the Meeting, they may do so by calling 877-407-3088 (toll-free within North America) or 201-389-0927 (International). Shareholders are also reminded to have their 12-digit control number available when dialing into the Meeting.

The Meeting is scheduled to take place on August 8, 2022 at 1:00 p.m. EST. Upon dialing into the Meeting, registered Shareholders and their duly appointed proxyholders will be provided with the following link to the AGM Connect online voting platform: www.agmconnect.com/yourway2022

For any matter at the Meeting that is conducted by way of ballot, registered Shareholders and duly appointed proxyholders will be asked to visit the AGM Connect online voting platform and select VOTE NOW where they may enter the meeting code YOURWAY and login using their 12-digit control number.

Each registered holder of common shares of the Company would have received a control number with their meeting materials mailed by the Company on July 5, 2022 and each registered holder of proportionate voting shares of the Company will receive a control number in an email from the Company or its counsel prior to the Meeting. Registered Shareholders and duly appointed proxyholders will use their control number to login and vote through the AGM Connect platform. Only registered Shareholders and duly appointed proxyholders will be entitled to access the AGM Connect online voting platform and vote live during the Meeting.

It is crucial that each registered Shareholder and duly appointed proxyholder has their control number should they wish to vote. Without a control number you will be unable to vote. About YourWay Cannabis Brands

YourWay is a publicly traded, multi-state and consumer-centric House of Brands committed to redefining the way consumers and cannabis brands interact, with sales and operations in Arizona and California. Through building their own brands, partnering with others, and supporting retail partners control brand strategy, they are dedicated to expanding their reach; remolding the cannabis industry and ultimately, redefining the way consumers and cannabis brands interact.

YourWay aims to connect with the cannabis consumer on a deeper level, utilizing decades of brand-building expertise and an integral understanding of the customer experience to create an intuitive suite of branded products that closely aligns with consumer need states. The YourWay portfolio is an all-encompassing house of brands designed to create a sense of belonging for every cannabis consumer regardless of their relationship with the plant. Please visit www.yourwaycannabis.com or follow on Twitter at @yourwaycannabis for the latest news and information about YourWay and its brands.

Website:  www.yourwaycannabis.com CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:

This news release includes certain “forward-looking information” as defined under applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs, and current expectations of the Company with respect to the Meeting. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: the time and place of the Meeting; the use of the AGM Connect online voting platform at the Meeting; and process for voting at the Meeting. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. 

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the events subject to the internal investigation, regulatory and licensing risks; changes in consumer demand and preferences; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; compliance with extensive government regulation; public opinion and perception of the cannabis industry; the impact of COVID-19; and the risk factors set out in the Company’s annual information form dated August 28, 2020, filed with Canadian securities regulators and available on the Company’s profile on SEDAR at www.sedar.com.

The Company, through several of its subsidiaries, is indirectly involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation. 

While the approach to enforcement of such laws by the federal government in the United States has trended toward nonenforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance. 

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information, which speak only as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

SOURCE YourWay Cannabis Brands

For further information: YourWay Contacts: Glen Shear, Head of Investor Relations, [email protected]; For media inquiries, please contact: [email protected]; For investor inquiries, please contact: [email protected]

Categories
News

YourWay Cannabis Brands Inc. Applies for Management Cease Trade Order

VANCOUVER, BRITISH COLUMBIA – May 16, 2022 – YourWay Cannabis Brands Inc. (CSE: YOUR) (the “Company”) announced today that, it anticipates it may be delayed in filing its unaudited interim financial statements for the three months ended March 31, 2022 (the “Q1 Financial Statements”), the related management’s discussion and analysis and CEO and CFO certifications (collectively, the “Q1 Filings”) by the regulatory filing deadline of May 30, 2022 (the “Filing Deadline”) in accordance with National Instrument 51-102 – Continuous Disclosure Obligations. The potential late filing is the result of a number of factors, including (i) the complexity associated with a change of the Company’s auditors which took effect on December 6, 2021; (ii) changes in the personnel of the Company requiring additional time to support the auditors; and (iii) further to the Company’s press release dated May 2, 2022 and May 10, 2022, the related delay and associated complexities with respect to the completion of the Company’s audited annual consolidated financial statements for the year ended December 31, 2021. The Company will work diligently to complete the Q1 Financial Statements and anticipates that, subject to current conditions remaining the same, it will require approximately three additional weeks to complete the process of preparing the Q1 Filings and in any event will use its best efforts to complete the process within the next two months.

As a result of the anticipated delay in filing the Q1 Filings, the Company has applied to the British Columbia Securities Commission, as principal regulator of the Company, to request a management cease trade order (the “MCTO”) be issued in accordance with National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”), assuming that the Company’s general “failure to file” cease trade order (the “CTO”) pursuant to National Policy 11-207 – Failure to File Cease Trade Orders and Revocations in Multiple Jurisdictions dated May 9, 2022 has been revoked before the Filing Deadline.

During the period in which the MCTO is in effect, the general investing public will continue to be able to trade in the Company’s common shares listed on the Canadian Securities Exchange. However, for the duration of the MCTO, the Company’s Chief Executive Officer and Chief Financial Officer will not be able to trade in the Company’s common shares, nor will the Company be able to, directly or indirectly, issue securities to or acquire securities from an insider or employee of the Company except in accordance with legally binding obligations to do so existing as of the Filing Deadline. The Company has also imposed an insider trading blackout pending filing of the Q1 Filings. The Company confirms that it will comply with the alternative information guidelines set forth in NP 12-203 for so long as it remains in default of the requirement to file the Q1 Filings. The Company is not subject to any insolvency proceedings. If granted, the MCTO will remain in effect until the Company files the Q1 Filings or the MCTO is otherwise revoked or varied.

About YourWay Cannabis Brands Inc.  

YourWay is a publicly traded, multi-state and consumer-centric House of Brands committed to redefining the way consumers and cannabis brands interact, with sales and operations in Arizona and California. Through building their own brands, partnering with others, and supporting retail partners house brand strategy, they are dedicated to expanding their reach; remolding the cannabis industry and ultimately, redefining the way consumers and cannabis brands interact.

For further information, please contact:

YourWay Cannabis Brands Inc.

Glen Shear

Head of Investor Relations

Tel: 437 218-1445

Email: [email protected]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:

This news release includes certain “forward-looking information” as defined under applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs, and current expectations of the Company with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: the Q1 Filings, including the anticipated delay in filing the Q1 Filings, the ability of the Company to file the Q1 Filings by the timelines set out in this news release, the potential granting of an MCTO as well as the ability of the Company to be in compliance with NP 12-203, the potential revocation of the CTO and expectations for other economic, business, and/or competitive factors. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information.

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the Company may not complete and file the Q1 Filings as currently anticipated, or at all; the Company will be subject to a general cease trade order in the event that the MCTO is not granted and/or the Q1 Filings are not completed and filed; the Company may not be able to comply with NP 12-203; regulatory and licensing risks; changes in consumer demand and preferences; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; compliance with extensive government regulation; public opinion and perception of the cannabis industry; the impact of COVID-19; and the risk factors set out in the Company’s annual information form dated August 28, 2020, filed with Canadian securities regulators and available on the Company’s profile on SEDAR at www.sedar.com.

The Company, through several of its subsidiaries, is indirectly involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward nonenforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information, which speak only as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

Categories
News

YourWay Cannabis Brands announces delay in filing 2021 financial results

VANCOUVER, BRITISH COLUMBIA – May 2, 2022 – YourWay Cannabis Brands Inc. (CSE: YOUR) (the “Company”) announced today that, due to a combination of factors, including (i) the complexity associated with a change of the Company’s auditors which took effect on December 6, 2021; and (ii) changes in the personnel of the Company requiring additional time to support the auditors, the filing of its audited annual financial statements for the year ended December 31, 2021, the related management’s discussion and analysis and CEO and CFO certifications (collectively, the “Annual Filings”) will not be completed by the prescribed deadline of May 2, 2022 (the “Filing Deadline”).

As disclosed in the Company’s news release on April 29, 2022, the Company applied to the British Columbia Securities Commission (the “BCSC”) for the issuance of a management cease trade order in connection with the Company’s anticipated delay in filing the Annual Filings. This application was rejected and as such, the Company expects that a failure to file cease trade order pursuant to National Policy 11-207 – Failure to File Cease Trade Orders and Revocations in Multiple Jurisdictions (a “CTO”) will be imposed against the Company shortly after the Filing Deadline, which will prohibit the trading by any person of any securities of the Company in Canada, including trades in the Company’s common shares made through the Canadian Securities Exchange. Once issued, the CTO will remain in place until such time as the Annual Filings are filed by the Company, currently expected before May 31, 2022. 

The Company confirms as of the date of this news release that there is no insolvency proceeding against it and there is no other material information concerning the affairs of the Company that has not been generally disclosed. 

About YourWay Cannabis Brands Inc.  

YourWay is a publicly traded, multi-state and consumer-centric House of Brands committed to redefining the way consumers and cannabis brands interact, with sales and operations in Arizona and California. Through building their own brands, partnering with others, and supporting retail partners house brand strategy, they are dedicated to expanding their reach; remolding the cannabis industry and ultimately, redefining the way consumers and cannabis brands interact.

YourWay aims to connect with the cannabis consumer on a deeper level, utilizing decades of brand-building expertise and an integral understanding of the customer experience to create an intuitive suite of branded products that closely aligns with consumer need states. The YourWay portfolio is an all-encompassing house of brands designed to create a sense of belonging for every cannabis consumer regardless of their relationship with the plant. Please visit www.yourwaycannabis.com or follow on Twitter at @yourwaycannabis for the latest news and information about YourWay and its brands.

Website:  www.yourwaycannabis.com 

For further information, please contact: 

YourWay Cannabis Brands Inc.

Glen Shear 

Head of Investor Relations

Tel: 437 218-1445

Email: [email protected]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: 

This news release includes certain “forward-looking information” as defined under applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs, and current expectations of the Company with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: the Annual Filings, including the anticipated delay in filing the Annual Filings, the timing to complete the Company’s audit, the ability of the Company to file the Annual Filings by the timelines set out in this news release, the issuance and duration of a CTO imposed against the Company, andexpectations for other economic, business, and/or competitive factors. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. 

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the Company may not complete its audit and file the Annual Filings as currently anticipated, or at all; the Company will be subject to a general cease trade order in the event that the Annual Filings are not completed and filed; regulatory and licensing risks; changes in consumer demand and preferences; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; compliance with extensive government regulation; public opinion and perception of the cannabis industry; the impact of COVID-19; and the risk factors set out in the Company’s annual information form dated August 28, 2020, filed with Canadian securities regulators and available on the Company’s profile on SEDAR at www.sedar.com.

The Company, through several of its subsidiaries, is indirectly involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation. 

While the approach to enforcement of such laws by the federal government in the United States has trended toward nonenforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance. 

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information, which speak only as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

Categories
News

YourWay Cannabis Brands applies for Management Cease Trade Order

VANCOUVER, BRITISH COLUMBIA – April 29, 2022 – YourWay Cannabis Brands Inc. (CSE: YOUR) (the “Company”) announced today that it anticipates delays in filing its audited annual financial statements for the year ended December 31, 2021 (the “Annual Financial Statements”), the related management’s discussion and analysis and CEO and CFO certifications (collectively, the “Annual Filings”) due to a combination of factors, including (i) the complexity associated with a change of the Company’s auditors which took effect on December 6, 2021; and (ii) changes in the personnel of the Company requiring additional time to support the auditors. The Company will work with its auditors to complete the audit of the Annual Financial Statements and anticipates that, subject to current conditions remaining the same, it will require approximately three additional weeks to complete the process of preparing the Annual Filings and in any event will use its best efforts to complete the process within the next two months. 

As a result of the anticipated delay in filing the Annual Filings, the Company has applied to the British Columbia Securities Commission to request a management cease trade order (the “MCTO”) be issued in accordance with National Policy 12-203 – Management Cease Trade Orders (“NP 12-203”). 

During the period in which the MCTO is in effect, the general investing public will continue to be able to trade in the Company’s common shares listed on the Canadian Securities Exchange. However, for the duration of the MCTO, the Company’s Chief Executive Officer and Chief Financial Officer will not be able to trade in the Company’s common shares, nor will the Company be able to, directly or indirectly, issue securities to or acquire securities from an insider or employee of the Company except in accordance with legally binding obligations to do so existing as of May 2, 2022, being the date of the Company’s anticipated continuous disclosure default. The Company has also imposed an insider trading blackout pending filing of the Annual Filings. The Company confirms that it will comply with the alternative information guidelines set forth in NP 12-203 for so long as it remains in default of the requirement to file the Annual Filings. The Company is not subject to any insolvency proceedings. The MCTO will remain in effect until the Company files the Annual Filings or the MCTO is otherwise revoked or varied.

About YourWay Cannabis Brands Inc.  

YourWay is a publicly traded, multi-state and consumer-centric House of Brands committed to redefining the way consumers and cannabis brands interact, with sales and operations in Arizona and California. Through building their own brands, partnering with others, and supporting retail partners control brand strategy, they are dedicated to expanding their reach; remolding the cannabis industry and ultimately, redefining the way consumers and cannabis brands interact.

YourWay aims to connect with the cannabis consumer on a deeper level, utilizing decades of brand-building expertise and an integral understanding of the customer experience to create an intuitive suite of branded products that closely aligns with consumer need states. The YourWay portfolio is an all-encompassing house of brands designed to create a sense of belonging for every cannabis consumer regardless of their relationship with the plant. Please visit www.yourwaycannabis.com or follow on Twitter at @yourwaycannabis for the latest news and information about YourWay and its brands.

For further information, please contact: 

YourWay Cannabis Brands Inc.

Glen Shear 

Head of Investor Relations

Tel: 437-218-1445

Email: [email protected]

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: 

This news release includes certain “forward-looking information” as defined under applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs, and current expectations of the Company with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding: the Annual Filings, including the anticipated delay in filing the Annual Filings the timing to complete the Company’s audit, the ability of the Company to file the Annual Filings by the timelines set out in this news release, the potential granting of an MCTO as well as the ability of the Company to be in compliance with NP 12-203, and expectations for other economic, business, and/or competitive factors. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. 

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance, or achievements of the Company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the Company may not complete its audit and file the Annual Filings as currently anticipated, or at all; the Company will be subject to a general cease trade order in the event that the MCTO is not granted and/or the Annual Filings are not completed and filed; the Company may not be able to comply with NP 12-203regulatory and licensing risks; changes in consumer demand and preferences; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; compliance with extensive government regulation; public opinion and perception of the cannabis industry; the impact of COVID-19; and the risk factors set out in the Company’s annual information form dated August 28, 2020, filed with Canadian securities regulators and available on the Company’s profile on SEDAR at www.sedar.com.

The Company, through several of its subsidiaries, is indirectly involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation. 

While the approach to enforcement of such laws by the federal government in the United States has trended toward nonenforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance. 

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated, or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information, which speak only as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.