TerrAscend Announces Agreement for US$75 Million Credit Facility

Toronto, ON — December 14, 2018 — /D.M.O. Newswire/ — TerrAscend Corp. (CSE: TER; OTCQX: TRSSF) (“TerrAscend”) is happy to announce that it has agreed to phrases on a US$75 million credit score facility with sure funds managed by JW Asset Management LLC, the place Jason Wild, Chairman of the Board of TerrAscend, is the President and Chief Investment Officer. These funds are additionally the most important shareholders of TerrAscend. The credit score facility is meant to present TerrAscend entry to non-dilutive capital for acquisitions within the United States, in addition to for common company and dealing capital functions. The facility, as soon as signed, is meant to mature one 12 months from its date of effectiveness and can bear curiosity at 8.75% each year, with a 1% origination charge.

“The credit facility will provide non-dilutive capital to accelerate our growth and help support our previously announced strategy to pursue opportunities in the US, including acquisitions of operators in states that have legalized cannabinoids for therapeutic or adult-use,” stated Michael Nashat, TerrAscend’s Chief Executive Officer. “Upon signing, the credit facility will support the near term initiation of the company’s US acquisition strategy. TerrAscend’s pipeline of potential acquisitions includes operators with significant market share, strong brand recognition and substantial global potential. We look forward to sharing more details regarding progress on our US strategy in the coming weeks. We greatly appreciate the commitment and support that our Chairman, Jason Wild, has shown our company. His commitment, financial support and network of opportunities continue to differentiate and position the company to succeed as a leader in the legal global cannabinoid market” concluded Nashat.

“The team is executing at a high-level and we believe that with these additional resources, TerrAscend can accelerate its growth trajectory. We are excited about the company’s near and long-term prospects in the United States and Canada.” stated Matthew Johnson, President of TerrAscend Corp. and TerrAscend USA.

The dedication and related time period sheet are non-binding and TerrAscend’s capacity to attract down on the credit score facility is topic to the negotiation and execution of definitive credit score agreements and the satisfaction of different customary closing circumstances. There is not any assurance that definitive paperwork with respect to the credit score facility and related ensures will probably be accomplished, that any quantity will probably be drawn underneath the credit score facility or that TerrAscend will be capable to supply engaging funding alternatives or in any other case efficiently deploy any quantities drawn for the needs meant. Amounts drawn underneath the power will probably be assured by TerrAscend Corp. and one among its wholly-owned Canadian subsidiaries and will probably be secured by sure of such subsidiary’s stock and commerce receivables.

About TerrAscend Corp.

TerrAscend is a biopharmaceutical and wellness firm that’s dedicated to high quality merchandise, manufacturers and companies for the worldwide cannabinoid market. TerrAscend supplies assist to sufferers and shoppers via its wholly-owned subsidiaries, TerrAscend Canada Inc., a licensed producer of hashish pursuant to the Cannabis Regulations underneath the Cannabis Act (Canada) that gives medical hashish to sufferers via its on-line medical market Solace Health, and Solace Health Network Inc., a scientific assist program and schooling platform led by healthcare professionals. TerrAscend participates within the authorized adult-use market in Canada via direct and oblique provide agreements in a number of provinces and intends to increase into the US market in states the place cannabinoids have been legalized for therapeutic or adult-use. TerrAscend additionally launched Ascendant Labs, an organization dedicated to the continual enchancment of cannabinoid expressing vegetation, which is a strategic three way partnership with main researchers Cistron Corp.

Caution Regarding Cannabis Operations within the United States

Investors ought to notice that there are important authorized restrictions and laws that govern the hashish trade within the United States. Cannabis stays a Schedule I drug underneath the US Controlled Substances Act, making it unlawful underneath federal legislation within the United States to domesticate, distribute or possess hashish within the United States. Furthermore, monetary transactions involving proceeds generated by, or meant to advertise, cannabis-related enterprise actions within the United States might type the premise for prosecution underneath relevant US federal cash laundering laws.

While the method to enforcement of such legal guidelines by the federal authorities within the United States has trended towards non-enforcement in opposition to people and companies that adjust to medical or adult-use hashish applications in states the place such applications are authorized, strict compliance with state legal guidelines with respect to hashish will neither absolve TerrAscend of legal responsibility underneath US federal legislation, nor will it present a protection to any federal continuing which can be introduced in opposition to TerrAscend. Following any funding made by TerrAscend in operations within the United States, enforcement of federal legal guidelines within the United States will probably be a big danger to the enterprise of TerrAscend and any proceedings introduced in opposition to TerrAscend thereunder might adversely have an effect on TerrAscend’s operations and monetary efficiency.

Forward Looking Information

This information launch incorporates “forward-looking information” inside the that means of relevant securities legal guidelines. Forward-looking statements on this press launch could also be recognized by way of phrases reminiscent of, “may”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “believe, “intend”, “plan”, “forecast”, “project”, “estimate”, “outlook” and different comparable expressions, and embody statements with respect to the phrases of the credit score facility, the anticipated use of proceeds of the credit score facility and TerrAscend’s intention to pursue enterprise alternatives within the United States. Forward-looking statements aren’t a assure of future efficiency and are based mostly upon numerous estimates and assumptions of administration in gentle of administration’s expertise and notion of tendencies, present circumstances and anticipated developments, in addition to different elements related within the circumstances, together with assumptions in respect of present and future market circumstances, the present and future regulatory setting; and the provision of licenses, approvals and permits.

Although TerrAscend believes that the expectations and assumptions on which such forward-looking statements are based mostly are cheap, undue reliance shouldn’t be positioned on the forward-looking statements as a result of TerrAscend may give no assurance that they’ll show to be right. Actual outcomes and developments might differ materially from these contemplated by these statements. Forward-looking statements are topic to quite a lot of dangers and uncertainties that would trigger precise occasions or outcomes to vary materially from these projected within the forward-looking statements. Such dangers and uncertainties embody, however aren’t restricted to, the lack to settle definitive documentation regarding the credit score facility, the lack to fulfill any circumstances to attract down on the credit score facility, TerrAscend’s capacity to deploy the funds for the needs meant, TerrAscend’s capacity to supply engaging funding alternatives within the United States and execute on such alternatives, together with having the ability to finance any such alternatives; dangers associated to federal, state, provincial, territorial, native and international authorities legal guidelines, guidelines and laws, together with federal and state legal guidelines within the United States regarding hashish operations within the United States; TerrAscend’s capacity to efficiently combine any acquired companies sooner or later; and fluctuations in international forex change charges.

The statements on this press launch are made as of the date of this launch. TerrAscend disclaims any intent or obligation to replace any forward-looking info, whether or not because of new info, future occasions or outcomes or in any other case, apart from as required by relevant securities legal guidelines. TerrAscend undertakes no obligation to touch upon analyses, expectations or statements made by third-parties in respect of TerrAscend, its securities, or monetary or working outcomes (as relevant).