Greenlane Holdings, Inc. (“Greenlane” or “the Company”) (Nasdaq:
GNLN) and KushCo Holdings, Inc. (''KushCo'') (OTCQX: KSHB) today
announced the completion of their previously announced merger (“the
Transaction”). The combined company, operating as Greenlane, brings
together two of the pioneering cannabis ancillary product and
service companies with more than 26 years of operating history to
create an undisputed leader in the cannabis industry.
The Company’s Class A common stock (“Greenlane
Shares”) will continue to trade on the Nasdaq Global Market under
the ticker symbol “GNLN”. Each KushCo stockholder is entitled to
receive 0.3016 of a Greenlane Share for each share of KushCo common
stock held on August 31, 2021, the effective date of the
Transaction. Holders of Greenlane Shares prior to the completion of
the Transaction will continue to hold their Greenlane Shares with
no adjustment as a result of the Transaction.
KushCo’s common stock has ceased trading on the
OTCQX effective as of the close of trading on August 31, 2021.
Management Commentary
“I am proud to announce the successful closing
of our transformative merger and would like to thank our combined
teams for all of their hard work over the past few months,” said
Nick Kovacevich, Chief Executive Officer of Greenlane. “As we turn
the page to an exciting new chapter as Greenlane, I am more
confident than ever in our ability to build the industry’s leading
ancillary cannabis company by leveraging our size, scale, strategy,
and talent to take advantage of the significant growth
opportunities that lie ahead. The substantial progress both
companies have made in our combined 26 years of history positions
us at the forefront of a rapidly evolving landscape. I look forward
to the road ahead with our new colleagues and am excited to report
our continued progress in the months and years to come.”
“I am thrilled by the strong support our
customers, employees, and shareholders have shown for this
transformative merger and excited to welcome Nick and our new
colleagues to the Greenlane team,” said Aaron LoCascio, Co-Founder
and President of Greenlane. “I am convinced that together we will
continue to drive innovation and build the industry’s leading
ancillary cannabis company that is incredibly well positioned to
provide both exceptional service to our customers and create long
term value for our shareholders.”
Greenlane expects the Transaction to yield a
number of important strategic synergies and financial benefits
allowing for enhanced scale and rapid growth:
- Establishes the leading
ancillary cannabis company delivering more value to customers
across the supply chain: Greenlane serves a premier group
of customers, including many of the leading multi-state-operators
and licensed producers, the top smoke shops in the United States,
and millions of consumers worldwide.
- Optimized platform with
significant synergies: The Company expects to generate
approximately $15 million to $20 million of annual run-rate cost
synergies within 24 months from the closing of the Transaction.
These synergies are expected to result from the economies of scale
that will be realized following the Transaction, an optimized
nationwide distribution network, and reduced operating
expenses.
- Strengthens best-in-class
proprietary brands and exclusive third-party brand
offerings: As the leading supplier of premier consumer
brands and products, Greenlane offers its customers a diversified
and highly complementary product offering.
- Robust organic growth
through cross-selling opportunities: the Company has the
wide-ranging breadth of products and services needed to support the
entire global cannabis industry.
- Unique ability to drive
industry innovation and premier product design and
development: With over 200 articles of Intellectual
Property, the Company will cultivate a strong innovation pipeline
across a broad category of product offerings, supported by an
industry-leading and experienced product development and design
team.
Effective on closing, Greenlane’s senior
management team and Board of Directors are as follows:
Senior management team
Nick Kovacevich,
Chief Executive OfficerBill Mote, Chief Financial OfficerAaron
LoCascio, PresidentAdam Schoenfeld, Chief Strategy OfficerRodrigo
de Oliveira, Chief Operating OfficerRhiana Barr, Chief People
OfficerDouglas Fischer, General CounselMichael Cellucci, President,
CPG SalesAndrew Goodman, SVP of Sales
Board of Directors
Jeff Uttz,
Independent DirectorRich Taney, Independent DirectorDallas Imbimbo,
Independent DirectorDonald Hunter, Independent DirectorNick
Kovacevich, DirectorAaron LoCascio, DirectorAdam Schoenfeld,
Director
Advisors
Canaccord Genuity Corp. served as financial
advisor to the Special Committee of Greenlane’s board of directors.
Potter Anderson & Corroon LLP acted as legal counsel to the
Special Committee. Cowen acted as financial advisor to Greenlane,
and Morrison & Foerster LLP acted as its legal counsel.
Jefferies LLC acted as exclusive financial advisor to KushCo and
Reed Smith LLP acted as its legal counsel.
About Greenlane Holdings, Inc.
Greenlane Holdings, Inc. (Nasdaq: GNLN) is a
global house of brands and one of the largest sellers of premium
cannabis accessories, child-resistant packaging, and specialty
vaporization products to smoke shops, dispensaries, and specialty
retail stores, as well as direct to consumer through its online
e-commerce platforms, Vapor.com, Higherstandards.com,
Aerospaced.com, Haringglass.com, Eycemolds.com, Canada.Vapor.com,
Azarius.net, Vaposhop.com, and Puffitup.com. Founded in 2005,
Greenlane serves more than 7,000 retail locations and has over 250
employees with operations in United States, Canada, and Europe.
With a strong global footprint, Greenlane has been the partner of
choice for many of the industry’s leading brands, who chose to
leverage its strong distribution platform, unparalleled customer
service, and highly efficient operations and logistics to
accelerate their growth. Greenlane’s curated portfolio of owned
brands includes EYCE, packaging innovator Pollen Gear™, VIBES™
rolling papers, Marley Natural™ Accessories; K.Haring Glass
Collection, Aerospaced grinders, and Higher Standards which offers
both an upscale product line as well as an innovative retail
experiences with flagship stores located in Chelsea Market, New
York and Malibu, California.
For additional information, please visit:
https://gnln.com/.
Cautionary Statement Regarding
Forward-Looking Statements
This communication contains forward-looking
statements within the meaning of Section 27A of the Securities
Act and Section 21E of the Exchange Act. These forward-
looking statements are based on current expectations, estimates and
projections about the industry and markets in which Greenlane
operates and beliefs of, and assumptions made by, Greenlane
management and involve uncertainties that could significantly
affect the financial results of Greenlane, as the combined company
(“Greenlane” or the “Combined Company”). Words such as “expects,”
“anticipates,” “intends,” “plans,” “believes,” “seeks,”
“estimates,” variations of such words and similar expressions are
intended to identify such forward-looking statements, which
generally are not historical in nature. Such forward-looking
statements include, but are not limited to, statements about the
anticipated benefits of the business combination transaction
involving Greenlane and KushCo, including future financial and
operating results, and the Combined Company’s plans, objectives,
expectations and intentions. All statements that address operating
performance, events or developments that Greenlane expects or
anticipate will occur in the future are forward-looking statements.
These statements are not guarantees of future performance and
involve certain risks, uncertainties and assumptions that are
difficult to predict. Although Greenlane believes the expectations
reflected in any forward-looking statements are based on reasonable
assumptions, Greenlane can give no assurance that its expectations
will be attained and therefore, actual outcomes and results may
differ materially from what is expressed or forecasted in such
forward-looking statements. Some of the factors that may affect
outcomes and results include, but are not limited to: risks
associated with the effect of the announcement of the Transaction
on Greenlane’s business relationships with third-party suppliers
and service suppliers and businesses generally; of Greenlane’s
success in implementing its business strategy and its ability to
identify, underwrite, finance, consummate and integrate
acquisitions or investments; changes in national, regional and
local economic climates; public health crises, including the
COVID-19 pandemic; changes in financial markets and interest rates,
or to the business or financial condition of Greenlane or its
businesses; the nature and extent of future competition; the
ability of the Combined Company, to pay down, refinance,
restructure and/or extend its indebtedness as it becomes due;
availability to Greenlane of financing and capital; the impact of
any financial, accounting, legal or regulatory issues or
litigation, including any legal proceedings, regulatory matters or
enforcement matters that have been or in the future may be
instituted against Greenlane or others relating to the merger
agreement, that may affect Greenlane; risks associated with
acquisitions, including the integration of Greenlane’s and KushCo’s
businesses; and those additional risk factors of Greenlane, KushCo
and the Combined Company discussed in the Form S-4. Should one or
more of the risks or uncertainties described above or in the Form
S-4, or should underlying assumptions prove incorrect, actual
results and plans could differ materially from those expressed in
any forward-looking statements. You are cautioned not to place
undue reliance on these statements, which speak only as of the date
of this communication. All forward-looking statements, express or
implied, included in this communication are expressly qualified in
their entirety by this cautionary statement. This cautionary
statement should also be considered in connection with any
subsequent written or oral forward-looking statements that
Greenlane or persons acting on its behalf may issue. Greenlane
undertakes no duty to update any forward-looking statements
appearing in this communication.
Investor ContactsNajim Mostamand, CFADirector
of Investor Relations714-539-7653ir@greenlane.com
Rob KellyInvestor Relations, MATTIO
Communications416-992-4539Greenlane@mattio.com
Media ContactMATTIO
CommunicationsGreenlane@mattio.com
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