Kiaro Holdings Corp.'s Profile

The largest publicly-traded, corporately-owned, licensed cannabis retailer in BC with $17.1M in revenue for FYE 2021 Up 230% year over year. Two acquisitions are taking the company to $42.7M revenue / $13.7M gross profit.

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Kiaro Holdings Corp. Announces AGSM Results
AGORACOM-NR
September 10
Kiaro Holdings Corp.
Symbol
KO
Exchange
TSX-V
Shares
192,315,679 as of 05/04/2021
Industry
Cannabis
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Kiaro Holdings Corp.'s Bulletin

Canada NewsWire VANCOUVER, BC , Sept. 10, 2021 /CNW/ - Kiaro Holdings Corp. (TSXV: KO) (" Kiaro " or the " Company "), a national omni-channel cannabis retailer and wholesale distributor, is pleased to announce the results of voting at its Annual General and Special Meeting of Shareholders  held Thursday, September 9, 2021 . Shareholders voted overwhelmingly in favour of all items put forward by the board of directors of the Company (the " Board ") and Management. 68,017,475 common shares of the Company representing approximately 34.21% of the Company's issued and outstanding common shares as at the record date were voted, with approximately 99% of such shares voting in favour of the matters before the meeting. Shareholders voted to approve the Creation of a New Control Person, paving the way for the completion of the acquisition of 2734524 Ontario Inc. (dba Hemisphere Cannabis Co, " Hemisphere ") from Aegis Brands Inc. (" Aegis "). On July 12, 2021 , Kiaro announced the signing of a Share Purchase Agreement with Aegis to acquire all the issued and outstanding shares of its subsidiary, Hemisphere (the " Transaction "). Hemisphere currently holds 7 Retail Store Authorizations in Ontario with 2 more locations subject to potential development. Completion of the Transaction will more than double Kiaro's retail footprint and give it a significant presence in the Ontario retail cannabis market. Closing of the Transaction remains subject to certain closing conditions, including the receipt of all regulatory and other applicable approvals.  Kiaro expects all conditions to be fulfilled and for the to close later this month. Shareholders voted in favour of setting the number of Directors at 6 and elected the following individuals as directors of the Company: Daniel Petrov , Herrick Lau, Janet Hoffar , Shawn Graham , Colin Davis and Mark Crocker . Daniel Petrov , CEO, states "Kiaro is pleased with the favorable outcome at the Company's Annual General and Special Meeting of shareholders. This year, the team at Kiaro has executed on its planned growth through acquisitions. With the support of our strategic partner, Aegis Brands, and the Board of Directors, I look forward to continuing on our path towards $50M in revenue in the next fiscal year." At the Annual General and Special Meeting, Shareholders also voted in favor of the appointment of MNP LLP as the Company's auditor for the ensuring year, the adoption of its stock option plan, and the issuance of certain bonus shares in the capital of the Company to certain directors and officers, details of which are more fully set forth in the Company's management information circular dated August 9, 2021 (the " Information Circular "). The Information Circular was mailed to the Shareholders of the Company and is available under the Company's corporate profile on SEDAR ( www.sedar.com ). Kiaro Holdings Corp. Based in Vancouver, British Columbia , Kiaro is an independent, omni-channel cannabis retailer and distributor. Through existing storefronts across British Columbia , Saskatchewan , Ontario and upon and assuming completion of the Transaction, Kiaro will have 18 stores in operation by the end of its current fiscal year. This is in addition to a wholesale distribution division servicing Saskatchewan , ecommerce sites in Canada , the US and Australia , as well as plans for continued national expansion. Kiaro is driven to introduce new and experienced consumers to a lifelong exploration of cannabis. With more than 50 years of collective retail-focused experience, Kiaro's leadership team has a proven track record of growing retail brands across North America and plans to open multiple retail locations nationwide over the coming years. Forward-Looking Information This news release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, costs, objectives or performance of Kiaro, or the assumptions underlying any of the foregoing. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. In this news release, forward-looking statements relate, among other things, to: completion of the Transaction and regulatory and other applicable approvals, proposed retail expansion plans and management's ability to execute on same, overall growth of the Canadian cannabis market and retail opportunities, the integration and financial projections of combined retail portfolio, the award of new operating permits and licenses in various jurisdictions, and the timing and amount of any dispositions of the Company's common shares. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur. Forward-looking information is based on information available at the time and/or management's good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond Kiaro's control. These risks, uncertainties and assumptions include, but are not limited to, those described in the Kiaro Filing Statement dated September 29, 2020 , a copy of which is available on SEDAR at www.sedar.com , and could cause actual events or results to differ materially from those projected in any forward-looking statements. Furthermore, any forward looking information with respect to future expansion plans is subject to the qualification that management of Kiaro may decide, and the assumptions that any construction or conversion would not be cost prohibitive, required permits will be obtained and the labour, materials and equipment necessary to complete such construction or conversion will be available. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Kiaro does not intend, nor undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. SOURCE Kiaro Holdings Corp.    
VANCOUVER, BC , Aug. 5, 2021 /CNW/ - Kiaro Holdings Corp. (KO: TSXV) ("Kiaro" or the "Company"), an omni-channel cannabis retailer and distributor, is pleased to announce that the Company's wholly-owned subsidiary, National Cannabis Distribution ("NCD"), has entered into an Exclusive Reseller Agreement with RoyalMax Biotechnology Canada Inc. d.b.a. West Island Culture ("West Island"), to distribute Non-Medical Cannabis in Saskatchewan . West Island is a subsidiary of Matica Enterprises Inc. (MMJ – CSE) (39N – Frankfurt ) (MMJFF – OTC) ("Matica"). West Island has delivered its first order to NCD for distribution to their retail network. "We are very pleased to be working with an organization such as NCD.  Matica is working to further expand our distribution network and introduce more consumers to our brands of craft cannabis," stated Matica CEO, Boris Ziger . "Our premium OUEST TM and our CITOYEN TM brands have been well received in Saskatchewan and elsewhere." Brent McFadzen , General Manager of NCD added, "NCD is excited to partner with Matica, as we prepare to launch the RoyalMax portfolio within the Saskatchewan market and continue to provide high quality cannabis products to our serviced retailers." National Cannabis Distribution Inc.National Cannabis Distribution Inc. (NCD) is a division of Kiaro Holding Corp. (TSXV:KO) and is a leading wholesaler in the province of Saskatchewan , the only vertically integrated province in the Canadian cannabis market. NCD claims over two-thirds of the market share in Saskatchewan and continues to build a solid portfolio of products with a commitment to providing craft, artisan, and boutique licensed producers a proven path to market within Saskatchewan . With multiple exclusive distribution partnerships in Saskatchewan and strategic feature planning, NCD has positioned itself as a leader within the cannabis supply community. Kiaro Holdings Corp. Based in Vancouver, British Columbia , Kiaro is an independent, omni-channel cannabis retailer and distributor. Through existing storefronts across British Columbia , Saskatchewan and Ontario , a wholesale distribution division servicing Saskatchewan , ecommerce sites in Canada , the US and Australia , and plans for continued national expansion, Kiaro is driven to introduce new and experienced consumers to a lifelong exploration of cannabis. With more than 50 years of collective retail-focused experience, Kiaro's leadership team has a proven track record of growing retail brands across North America and plans to open multiple retail locations nationwide over the coming years. MaticaMatica is a multi-faceted, innovative company in the Quebec cannabis space. Its subsidiary, West Island Culture is a Dorval, Quebec based Health Canada Licence Holder with standard cultivation licence, standard processing, medical sales and sales licences. MaAbout tica continues to work with Yunify Natural Technologies, a Quebec based health and personal care research and innovation company to develop proprietary products for Matica and West Island, including topicals and ionic mists. Through its acquisition of Trichome Treats, an award winning chocolatier, Matica and West island intend on introducing edibles into the West Island product mix. For more information on Matica Enterprises please visit the website at: www.maticaenterprises.com . For More information on our cannabis brands please visit go-ouest.ca and citoyencannabis.ca Forward-Looking Information This news release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, costs, objectives or performance of Kiaro, or the assumptions underlying any of the foregoing. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. In this news release, forward-looking statements relate, among other things, to: completion of the Transaction and regulatory and other applicable approvals, proposed retail expansion plans and management's ability to execute on same, overall growth of the Canadian cannabis market and retail opportunities, the integration and financial projections of combined retail portfolio, the award of new operating permits and licenses in various jurisdictions, and the timing and amount of any dispositions of the Company's common shares. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur. Forward-looking information is based on information available at the time and/or management's good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond Kiaro's control. These risks, uncertainties and assumptions include, but are not limited to, those described in the Kiaro Filing Statement dated September 29, 2020 , a copy of which is available on SEDAR at www.sedar.com , and could cause actual events or results to differ materially from those projected in any forward-looking statements. Furthermore, any forward looking information with respect to future expansion plans is subject to the qualification that management of Kiaro may decide, and the assumptions that any construction or conversion would not be cost prohibitive, required permits will be obtained and the labour, materials and equipment necessary to complete such construction or conversion will be available. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Kiaro does not intend, nor undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. For more information, visit: investors.kiaro.com   SOURCE Kiaro Holdings Corp.
Kiaro Acquires Hemisphere Cannabis and Adds 7 Retail and 2 Development Locations in Ontario To Become a Prominent National Cannabis Retailer with Forecasted Annual Revenues of $42.7 Million   VANCOUVER, BC , July 13, 2021 /CNW/ - Kiaro Holdings Corp. (KO: TSXV) ("Kiaro" or the "Company"), a national omni-channel cannabis retailer and wholesale distributor, is pleased to announce that the Company has entered into a definitive agreement with Aegis Brands Inc. ("Aegis") to acquire all the issued and outstanding shares of its subsidiary, 2734524 Ontario Inc. (dba Hemisphere Cannabis Co, "Hemisphere"), which currently operates 7 excellent retail locations in Ontario (the "Existing Locations") and two more locations in development (the "Transaction"). Completion of the Transaction will more than double Kiaro's retail footprint and give it a significant presence in the Ontario retail cannabis market.   The total initial purchase price in connection with the Transaction will be settled by the issuance of 61,300,000 common shares of Kiaro ("Kiaro Shares") and warrants of Kiaro (the "Kiaro Warrants") to acquire up to additional 6,700,000 Kiaro Shares, subject to customary adjustments.  Aegis shall also be entitled to receive a further 6,700,000 Kiaro Shares on achievement of certain commercial milestones within the first year following closing. KEY TRANSACTION HIGHLIGHTS INCLUDES NEW EXPECTED REVENUE RUN RATE OF $42.7 MILLION • Substantial increase in Kiaro's retail network: The Transaction provides Kiaro with new revenue from 7 open and operational stores with 2 more Retail Store Authorizations in process. As a result, we expect Kiaro's annual run rate revenue to increase to $42.7M with a gross margin of $13.7M immediately following closing.    • Amplifies Kiaro's strategic entry into Ontario : With multiple locations in diverse municipalities in Ontario , the Transaction will allow Kiaro to establish a significant presence in the Ontario cannabis retail market.    • Executes on the plan of revenue and EBITDA growth through acquisition: The portfolio adds to Kiaro's cash generating assets while providing expected additional high margin revenue streams. In connection with the Transaction, Kiaro is excited to announce that Jenn Juby , Vice President of Retail at Hemisphere, will join the Kiaro team in the same capacity. Ms. Juby will contribute to the integration of the new stores into the Company and will use her expertise to continue the implementation of Kiaro's retail experience. Daniel Petrov , Chief Executive Officer of Kiaro stated, "The acquisition of Hemisphere is simply transformational. I expect this transaction will be significantly accretive for shareholders as we push forward towards $50M in target revenue. It brings up to 18 stores into operation by the end of the fiscal year and cements a strategic partnership with retail industry titans at Aegis Brands. Their team has assembled a superior Ontario portfolio of well-positioned brick and mortar locations, supporting our objective of exponential revenue and EBITDA growth." "The retail cannabis space is changing rapidly in Canada . We recognize the need for scale and focus to ensure success in this sector. As such we are thrilled to forge a partnership with Kiaro to build a cannabis retailer with a prominent nationwide presence and a clear path to $50 million in annual revenue," said Steven Pelton , President and CEO of Aegis Brands. "The strategic alignment between two likeminded Canadian brands will serve to elevate the customer experience, while bolstering growth and profitability in the combined company," said Pelton. Transaction Details The Transaction is subject to applicable regulatory approvals including, but not limited to, the Alcohol and Gaming Commission of Ontario and TSX Venture Exchange approval and the satisfaction of certain other closing conditions customary in transactions of this nature. It is anticipated that, subject to receipt of all regulatory and other applicable approvals, the Transaction is expected to complete in September 2021 . This press release is available on the Kiaro Verified Forum On AGORACOM for shareholder discussion and management engagement Kiaro Holdings Corp. Based in Vancouver, British Columbia , Kiaro is an independent, omni-channel cannabis retailer and distributor. Through existing storefronts across British Columbia , Saskatchewan and Ontario , a wholesale distribution division servicing Saskatchewan , ecommerce sites in Canada , the US and Australia , and plans for continued national expansion, Kiaro is driven to introduce new and experienced consumers to a lifelong exploration of cannabis. With more than 50 years of collective retail-focused experience, Kiaro's leadership team has a proven track record of growing retail brands across North America and plans to open multiple retail locations nationwide over the coming years. Aegis Brands Inc. Aegis Brands Inc. owns and operates a portfolio of brands currently consisting of Bridgehead and Hemisphere Cannabis Co. For more information, please visit www.aegisbrands.ca or find the Company on Facebook and Twitter.  Erin Richards , (416) 627-5728, erin@hypepr.ca Forward-Looking Information This news release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, costs, objectives or performance of Kiaro, or the assumptions underlying any of the foregoing. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. In this news release, forward-looking statements relate, among other things, to: completion of the Transaction and regulatory and other applicable approvals, proposed retail expansion plans and management's ability to execute on same, overall growth of the Canadian cannabis market and retail opportunities, the integration and financial projections of combined retail portfolio, the award of new operating permits and licenses in various jurisdictions, and the timing and amount of any dispositions of the Company's common shares. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur. Forward-looking information is based on information available at the time and/or management's good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond Kiaro's control. These risks, uncertainties and assumptions include, but are not limited to, those described in the Kiaro Filing Statement dated September 29, 2020 , a copy of which is available on SEDAR at www.sedar.com , and could cause actual events or results to differ materially from those projected in any forward-looking statements. Furthermore, any forward looking information with respect to future expansion plans is subject to the qualification that management of Kiaro may decide, and the assumptions that any construction or conversion would not be cost prohibitive, required permits will be obtained and the labour, materials and equipment necessary to complete such construction or conversion will be available. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Kiaro does not intend, nor undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. For more information, visit: investors.kiaro.com 
  VANCOUVER, BC , July 12, 2021 /CNW/ - Kiaro Holdings Corp. (KO: TSXV) ("Kiaro" or the "Company"), a national omni-channel cannabis retailer and wholesale distributor, is pleased to announce the Company has completed the acquisition of all issued and outstanding shares of Sculthorp SEO Inc. ("Cozy Cannabis"), which currently operates a highly desirable retail location in Toronto and three eCommerce business platforms (the "Transaction"). Completion of the Transaction will launch Kiaro into the Ontario retail cannabis market, and create a new digital portfolio focused on the supply of high-quality consumption accessories to Canadian, American and Australian consumers. The total purchase price in connection with the Transaction of $1,350,000 has been settled by the issuance of $850,000 in common shares of Kiaro ("Shares") at a price of $0.135 per Share, and $500,000 in cash, subject to a $50,000 holdback for certain performance and transitionary matters and customary adjustments. Subject to and in accordance with applicable securities laws, the Shares will be subject to transfer restrictions releasable in tranches over the 18 months following closing. Key Transaction Highlights Provides Kiaro a strategic entry into the U.S. and Australian market: The Transaction provides Kiaro with new revenue segments from the U.S. and Australian jurisdictions with consumption accessory sales. As a result of the Transaction, Kiaro anticipates being well-positioned to take advantage of any future U.S. and Australia advances towards federal legalization. Solidifies Kiaro's strategic entry into Ontario : The prime location at 1428 Dundas St W in the heart of Trinity Bellwoods neighborhood of Toronto is Kiaro's first brick and mortar store in the Ontario cannabis retail market. The location will also serve as the eCommerce hub for Ontario thereby strengthening the Company's best-in-class omni-channel retail approach. Expands the Company's eCommerce reach both nationally and internationally: The addition of Vaped.ca, Vaped.com, and VaporizersDirect.com.au, complements Kiaro's current eCommerce platform and is expected to strengthen Kiaro's technology-forward approach. As part of the Transaction, members of the Cozy Cannabis executive team will provide transitionary services to support the continued growth of both the existing eCommerce platform and the newly acquired consumption accessory eCommerce sites. Executes on the plan of revenue and EBITDA growth through acquisition: The portfolio is expected to add to Kiaro's cash generating cannabis retail assets while providing additional high margin revenue streams. In connection with the Transaction, Kiaro is excited to announce that Christian Sculthorp , founder and CEO of Cozy Cannabis, will join the Kiaro team as Director of eCommerce for a minimum period of six months. Mr. Sculthorp will oversee the integration of the eCommerce sites into the Company and will use his expertise and entrepreneurial drive to expand Kiaro's global digital footprint. Daniel Petrov , Chief Executive Officer of Kiaro stated, "Omni-channel excellence has always been a focus for Kiaro with one of the first private regulated cannabis eCommerce sites in the country. With this acquisition, Kiaro adds international exposure and operational expertise with a high margin consumption accessory e-Commerce portfolio." Eleanor Lynch , Kiaro's Chief Operating Officer, adds "I'm excited to be back in my home province of Ontario serving the historic neighborhood of Trinity Bellwoods with our first Ontario location.  The Kiaro team is ready to scale our successful model nationally by growing our footprint of brick and mortar retail stores, and leveraging our success of same store revenue growth seen in this years last fiscal quarter of 78%." The Transaction is subject to the final approval of the TSX Venture Exchange. Kiaro Holdings Corp. Based in Vancouver, British Columbia , Kiaro is an independent, omni-channel cannabis retailer and distributor. Through existing storefronts across British Columbia , Saskatchewan and Ontario , a wholesale distribution division servicing Saskatchewan , ecommerce sites in Canada , the US and Australia , and plans for continued national expansion, Kiaro is driven to introduce new and experienced consumers to a lifelong exploration of cannabis. With more than 50 years of collective retail-focused experience, Kiaro's leadership team has a proven track record of growing retail brands across North America and plans to open multiple retail locations nationwide over the coming years. Forward-Looking Information This news release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, costs, objectives or performance of Kiaro, or the assumptions underlying any of the foregoing. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. In this news release, forward-looking statements relate, among other things, to: completion of the Transaction and regulatory approval, proposed retail expansion plans and management's ability to execute on same, overall growth of the Canadian cannabis market and retail opportunities, the integration and financial projections of digital portfolio, legalization and the timing thereof of cannabis related laws in foreign jurisdictions, the award of new operating permits and licenses in various jurisdictions, and the timing and amount of any dispositions of the Company's common shares. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur. Forward-looking information is based on information available at the time and/or management's good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond Kiaro's control. These risks, uncertainties and assumptions include, but are not limited to, those described in the Kiaro Filing Statement dated September 29, 2020 , a copy of which is available on SEDAR at www.sedar.com , and could cause actual events or results to differ materially from those projected in any forward-looking statements. Furthermore, any forward looking information with respect to future expansion plans is subject to the qualification that management of Kiaro may decide, and the assumptions that any construction or conversion would not be cost prohibitive, required permits will be obtained and the labour, materials and equipment necessary to complete such construction or conversion will be available. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Kiaro does not intend, nor undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. For more information, visit: www.kiaro.com   SOURCE Kiaro Holdings Corp.