Inner Spirit Holdings (ISH)Corporate Presentation
August 2018
LEGAL DISCLAIMER.
The information provided herein is not intended to provide financial, tax, legal or accounting advice. This Corporate Presentation and the contents herein do not constitute or form part of any advertisement, any offer to sell
or any solicitation of an offer to buy or subscribe for securities of Inner Spirit Holdings Ltd. (the “Company” of “Inner Spirit” or “ISH”) or represent an intention to induce any person to make an investment in the Company or to
assist any person in the making of an investment decision. This Corporate Presentation and the contents herein shall not form the basis of or be relied on in connection with, or act as any inducement to enter into, any contract
or commitment whatsoever.
This Corporate Presentation includes statistical information that the Company has obtained from independent industry publications, government publications, market research reports and other published independent sources.
Such publications and reports generally state that the information contained therein has been obtained from sources believed to be reliable. Although the Company believes these publications and reports to be reliable, it
has not independently verified any of the data or other statistical information contained therein, nor has it ascertained or validated the underlying economic or other assumptions relied upon by these sources. The Company
has no intention and undertakes no obligation to update or revise any such information or data, whether as a result of new information, future events or otherwise, except as, and to the extent required by applicable securities
laws. Readers should also be advised that the watch, sunglasses and related accessories business of the Company is carried out through its wholly-owned subsidiary, WATCH IT! Consolidated Ltd., and any reference herein to
“WATCH IT!” is a reference to such subsidiary.
FORWARD LOOKING INFORMATION
This Corporate Presentation contains “forward-looking statements” and “forward-looking information” (collectively, “forward-looking information”) within the meaning of applicable securities legislation. Forward-looking
information in this Corporate Presentation include, but are not limited to, statements or information with respect to: the Company’s intended strategy; the Company’s ability to execute its strategy and ensure success; the expected
legalization of recreational cannabis; market expectations; intended products, delivery systems and partnerships; and other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or
performance. Actual results, performance or achievement could differ materially from that expressed in, or implied by, any forward-looking information in this Corporate Presentation, and, accordingly, readers of this Corporate
Presentation should not place undue reliance on any such forward-looking information. Forward-looking information involves significant risks, assumptions, uncertainties and other factors that may cause actual future results
or anticipated events to differ materially from those expressed or implied in any forward-looking statements and accordingly, should not be read as guarantees of future performance or results. Forward-looking information
involves numerous risks and uncertainties including, but not limited to, the ability of management to execute its business strategy, objectives and plans; that the Company will have sufficient capital to fund its business plans;
general economic and business conditions; changes to laws, regulations, rules, rulings, policies, procedures and other instruments applicable to the Company and its business; the risk of disruptions to the Company’s supply
chain; risks associated with the Company’s reliance on key personnel; and changing consumer sentiments. Forward-looking information contained in this Corporate Presentation is based on the Company’s current estimates,
expectations and projections, which the Company believes are reasonable as of the current date. The Company can give no assurance that these estimates, expectations and projections will prove to have been correct.
Historical statements should not be taken as a representation that such trends will be replicated in the future. No statement in this Corporate Presentation is intended to be nor may be construed as a profit forecast.
FUTURE-ORIENTED FINANCIAL INFORMATION
This Corporate Presentation also contains future-oriented financial information and financial outlook information (collectively, “FOFI”) including, but not limited to, prospective annual revenue, prospective net
profit, prospective system wide sales, and components thereof, all of which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth in the above paragraphs. FOFI contained in
this Corporate Presentation was made as of the date of this Corporate Presentation and was provided for the purpose of providing information about management’s current expectations and plans relating to the
future, and for certain illustrative purposes. The Company disclaims any intention or obligation to update or revise any forward looking statements or FOFI contained in this Corporate Presentation, whether as a result
of new information, future events or otherwise, unless required pursuant to applicable securities law. Readers are cautioned that the forward-looking information and FOFI contained in this Corporate Presentation
should not be used for purposes other than for which it is disclosed herein. The forward-looking statements and FOFI contained in this Corporate Presentation are expressly qualified by this cautionary statement.
THIS CORPORATE PRESENTATION MAY NOT BE REPRODUCED, FURTHER DISTRIBUTED OR PUBLISHED IN WHOLE OR IN PART WITHOUT WRITTEN PERMISSION FROM THE COMPANY.
A U G U S T 2 0 1 8 | 0 2
The start of something incredible.
Inner Spirit Holdings Ltd. is applying a successful franchise and retail model to the anticipated
recreational cannabis industry. It has already achieved significant milestones, including entering
into strategic partnerships, procuring and making investments, and developing a growing
portfolio of proprietary brands. With a group of over 100 franchise partners, and corporate retail
cannabis locations in various stages of development, Inner Spirit Holdings is positioned to be a
leader in the recreational cannabis industry.
A U G U S T 2 0 1 8 | 0 3
The Canadian legal recreational
cannabis market is expected to
generate up to $4.34 billion in
sales in 2019.
S o u r c e : D e l o i t t e R e c r e a t i o n a l 2 0 1 8 C a n n a b i s R e p o r t
The average retail sales of the top 50 dispensaries in the state of
Washington for the month of February 2018 was $550,506 which
extrapolates to approx. $6,606,072 per year, per dispensary.
S o u r c e : www. 5 0 2 d a t a . c o m
A U G U S T 2 0 1 8 | 0 4
F O R I L LU S T R AT I O N P U R P O S E S O N LY
The Inner Spirit Strategy
Build an iconic Canadian brand and
a chain of recreational dispensaries
across Canadian jurisdictions where
private distribution of cannabis is
legalized.
Sell select brands together with our
proprietary licensed brands through
our own retail network and other
distribution channels.
Utilize a low CAP X franchise and
streaming strategy to maximize ROI
and scalability.
Franchising to maximize ROI
Franchise fees, royalties, sales of
house brands, and supplies for a
variety of revenue streams.
Franchisees cover build-out costs;
pay upfront $25,000 franchise fee
(includes employee training and
services to set up a turnkey operation).
Franchisees pay 5% royalty on
gross sales, and additional 1% of
gross sales to Spiritleaf’s
advertising fund.
Franchisees source product from
Inner Spirit’s licensed providers to
access top suppliers and benefit
from strategic partnerships.*
A U G U S T 2 0 1 8 | 0 5*Subject to applicable laws and regulations in the applicable jurisdictions and subject to applicable changes.
A positive force that enlightens -
much like the products we offer.
Spiritleaf is about enjoying life with those who make us happy, and viewing every day as
an opportunity to try something new. Breaking from norms, embracing the unexpected
and sharing meaningful moments that shape who we are.
Our proposed dispensaries will be a meeting place for those who value life changing
experiences above material possessions. A hub for like-minded people, and the most
trusted source when it comes to cannabis product quality and knowledge.
S P I R I T L E A F I N I T I A L S
T E X T U R E O F A L E A F+ + A C H A N G E O F
P E R S P E C T I V E
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The Retail Brand
The Space
An open spaced opportunity to reimagine the
typical retail environment of a dispensary. This
concept uses more contemporary motifs, but
balances the inherent starkness with personable
illustration as well as accenting greenery.
The Brand
Spiritleaf values an inclusionary approach to the
recreational cannabis retail experience: its stores
will offer an impressive selection of products,
knowledgeable staff and a welcoming and
comfortable environment.
A U G U S T 2 0 1 8 | 0 7
F L O W E R S / P R E - R O L L S / O I L S & E X T R A C T S
We plan to source, create and curate quality cannabis brands.
The Spirit Joint Disposable Vaporizer
Our marquee product. Anticipated to be one of the most
discreet, disposable vaporizers on the recreational cannabis
market. 150 puffs of pure CO2 cannabis oil. No smell, no lighter,
no charging, no prep, no hassle.
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The Goods
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Supporting local growers, their brands and values.
F R O M F A R M T O T O K E
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Through our partnerships with Auxly and UP Cannabis, and strategic investment
with Sugarbud, we have relationships and a stream of supply available from premium
producers to promote their brands and provide the inputs for our propriety house brands.
Where we’ve come from,where we’re going.
ISH brings 20 years of franchise, branding, retail, marketing,
and real estate experience to the proposed recreational
cannabis market. ISH provides a platform to invest in a
proven revenue-generating business model combined with
an opportunity to participate in Canada’s lproposed emerging
recreational cannabis market. .
Experience comeswith time. Success comes with passion.
R E T A I L / I N F R A S T R U C T U R E / S Y N E R G I E S
A U G U S T 2 0 1 8 | 1 1
INVESTMENTS
674,418 shares1,250,000 warrants
PROPERIETARY BRANDS
1,442,308 shares1,125,000 warrants
SPIRIT JOINTS
RETAIL & FRANCHISE
∙ First Cannabis company to receive membership in the Canadian
Franchise Association
∙ Best in class retail experience
∙ Over 100 franchise partnerships entered into with local entrepreneurs
∙ Corporate stores and joint ventures
∙ www.spiritleaf.ca
∙ $10m+ existing system wide sales with stores across Canada
∙ Infrastructure & expertise
∙ Award winning experienced retail & franchise teams
∙ Cash flow
∙ Diversification
∙ www.watchit.ca and www.mediumwatches.com
A U G U S T 2 0 1 8 | 1 2
Meet the Team
Darren Bondar
As president and CEO of ISH, Darren
is responsible for the overall direction
and business development of the
company. He is an award winning
retailer and franchisor with over 20
years of experience in the branding,
consumer retail and franchising
industries. He works with a dedicated
and talented team of professionals.
Cecil Horwitz
Business Development
Chris Gulka
CFO
Christine Kitz
Operations
Jeremy Lee
Finance at Spirit Leaf
Nami Seyfollahy
Finance at WATCH IT!
Robert Verbuck
Legal
P R E S I D E N T & C EO Alisa Kuzmina
Creative Director
Chris Ostafie
Alberta Regional Manager
Courtney Richer
Franchise Relations
Jackie Dosne
Interior Design Coordinator
Jennifer Matus
BC Regional Manager
Nathan Noble
National Training Coordinator
A U G U S T 2 0 1 8 | 1 3
Board of Directors
Darren BondarTrailblazer. Creator. Collaborator. Founder. Darren is the President and CEO of Inner Spirit Holdings Ltd and the company is lead by his determination, strategic planning and creativity - not just for thinking outside the box, but for creating a whole new box! With an uncanny knack for surrounding himself with the best and the brightest, Darren has a proven executive management track record and over 20 years experience driving sales growth in both the retail and franchise industries. Prior to Inner Spirit Holdings, Darren founded the WATCH IT! brand in 1999 that ballooned across Canada and employed over 200 team members. Darren has an MBA and has been recognized with multiple industry awards including Top 40 Under 40, a Henry Singer Retail recognition and a Canadian Franchise Award of Excellence.
David B. MargolusCounsel to, and former Managing Partner of Witten LLP. Served on the boards to the Edmonton Regional Airports Authority and TSX-listed Liquor Stores N.A. Ltd., PowerComm Inc. and XS Cargo Income Fund. He holds a Bachelor of Arts and a Bachelor of Laws Degrees from the University of Alberta, and Directors Education Program of the Institute of Corporate Directors.
William MacdonaldPresident of Bilmac Resources, and since 2001, represented a Toronto Family Office focused on start-up funding. Served on boards of several private, and TSXV-listed companies. Currently on the Board of Grunewahl Organics, a private company that is a Health Canada Pre-Licensed Applicant, SugarBud Resources Ltd., a public company listed on the TSX Venture Exchange.
Craig Steinberg Most recently partner in Miller Thomson LLP’s banking and real estate group. >10 years experience as private mortgage banker and corporate counsel to a private lender. Law Society of Alberta, Canadian Bar Association and Real Estate Council of Alberta member.
A U G U S T 2 0 1 8 | 1 4
Jeff Tung, CFA Jeff is CFO & COO of Cannabis Wheaton Income Group, Canada’s leading can-nabis investment company. Prior to joining Wheaton, Jeff was the co-founder of CPS Management Partners, where he led the acquisition of multiple busi-nesses in the insurance administration industry. Jeff has managed more than USD $3 billion of deals in the Telecom, Banking, Insurance and Technology industries. Jeff holds an MBA from the Richard Ivey School of Business, grad-uating at the top of his class as well as a Bachelors of Computer Engineering from the University of British Columbia.
Larry WoskLarry Wosk has been lecturing at the Sauder School of Business at UBC for over 15 years. His areas of concentration are strategic management, interna-tional business, real estate, and marketing. Larry commenced his teaching career after working for over 27 years in senior management and President and Chief Executive Officer in several industries including, retailing, real estate development, hospitality and consulting. During that time, he ran sev-eral companies, the largest of which had over 1100 employees.
Christopher Gulka Christopher sits on our Board of Directors and works for our company as Chief Financial Officer. Christopher is a CPA and CFA with over 26 years of business experience. He has sat as President of Working Capital Corpora-tion since 1999 and is a former financial analyst at the Alberta Securities Comission. In addition, Christopher founded, and was the CFO and director of Passport Energy Ltd., and the CFO of Rochester Energy Corp. Christopher brings meticulous attention to detail, a high level of oversight and a thorough understanding of IFRS to ensure accurate financial reporting.
March 16, 2017
Corporate Highlights
Inner Spirit Holdings Ltd. was founded in Calgary, AB.
ISH Formed
June 16, 2017
Spiritleaf is first and only cannabis company granted entry into CFA.
CFA Membership Granted
November 21, 2017
ISH announces that it has signed fifty-five recreational cannabis franchise agreements.
55 Recreational Cannabis Franchise Agreements Signed
January 8, 2018
ISH announces cross-investment and strategic alliance with Auxly (TSXV:XLY), which closes on February 6, 2018.
Auxly
January 18, 2018
Grenville (TSXV:GRC) converts WATCH IT! royalty into $1M equity investment in ISH.
Grenville Strategic Royalty Corp.
January 29, 2018
Spiritleaf unveils its concept retail store design.
Retail Store Concept
February 6, 2018
ISH grants its 100th franchise and completes its $4.5 million private placement equity financing.*
100th Franchise and $4.5M Equity
April 12, 2018
ISH files Preliminary Prospectus for IPO. ISH files Final Prospectus for IPO on June 4, 2018.
Files Preliminary Prospectus for Initial Public Offering
June 4, 2018
ISH announces its support of the Gord Downie & Chanie Wenjack Fund (DWF) via a five-year charitable commitment and the establishment of a DWF Legacy Room. This support is part of an ongoing agreement to collaborate with Newstrike Resources Ltd. & Up Cannabis.
Inner Spirit Holdings Ltd. is Honored to Support the Gord Downie & Chanie Wenjack Fund
July 31, 2018
ISH closes IPO on maximum gross proceeds of $3,750,000 and issued 25,000,000 Units. Its common shares began trading on August 1, 2018 on the CSE under the symbol “ISH”.
Inner Spirit Holdings Ltd. Closes IPO
* I n c l u d e s A u x l y ’ s $ 3 5 0 , 0 0 0 e q u i t y i n v e s t m e n t o n J a n u a r y 8 , 2 0 1 8 , A u x l y ’ s a d d i t i o n a l $ 1 5 0 , 0 0 0 e q u i t y i n v e s t m e n t o n F e b r u a r y 6 , 2 0 1 8 , a n d G re n v i l l e ’ s $ 1 M e q u i t y i n v e s t m e n t o n J a n u a r y 1 8 , 2 0 1 8 .
A U G U S T 2 0 1 8 | 1 5
Share Capital As At August 6, 2018
ISSUED AND OUTSTANDING
172,941,177
WARRANTS
43,691,177
OPTIONS GRANTED
9,125,000
225,757,354
A U G U S T 2 0 1 8 | 1 6
Headquarters#102, 5740 - 2nd Street SW
Calgary, ABT2H 1Y6
403-930-9300
www.innerspiritholdings.com