Entourage Health and LiUNA Pension Fund Upsize Credit facility with additional $ 20 million in non-dilutive funding

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TORONTO, December 24, 2021 (GLOBE NEWSWIRE) – Entourage Health Corp. (formerly WeedMD Inc.) (TSX-V: ENTG) (OTCQX: ETRGF) (FSE: 4WE) (“Entourage“or the”Society“), a Canadian producer and distributor of award-winning cannabis products and brands, today announced that it has amended its existing credit facility (“Credit facility“) with a subsidiary of the LiUNA pension fund in central and eastern Canada (“LPF”) To add an additional $ 20 million in non-dilutive financing. The credit facility will be used by Entourage for general working capital purposes as the Company continues to focus on profitable and sustainable growth, part of which will be driven by improving and standardizing its cultivation practices with newly acquired tissue culture businesses, and the introduction of new genetics for high-margin products are expected to drive business growth in 2022.

“With the recent integration of our famous tissue culture company and the addition of new genetics, our culture team is improving our Strathroy facility using the latest scientific data on plant performance and delivering on our promise to meet preferences by constant evolution of consumers and patients with high-end products. Said George Scorsis, Interim CEO and Executive Chairman of Entourage. “With our improved propagation techniques and improved product line, we are setting a clear path to achieving our profitability targets by the end of 2022. This additional support from our trusted partner and strategic investor, LiUNA Pension Fund, provides us with a significant non-dilutive financing. which will improve our liquidity position and provide additional working capital to drive sales and pursue targeted growth initiatives. “

Entourage recently outlined its cultivation and business plans for expansion into the high-end product market and also announced new products in its direct-to-patient medical market, Starseed Medicinal, which now has over 40 SKUs, including infused cannabis chew sweet.

Terms of the credit facility

The credit facility continues to bear an interest rate of 15% with the option, at the discretion of the Company, to capitalize interest in lieu of cash interest payments and is due to mature in August 2022. The Credit facility is secured by the assets of the Company and its subsidiaries, including the Company’s production facilities, and contains customary financial and other covenants, as well as conditions precedent typical for a transaction of this nature. LPF’s guarantee under the Credit Facility is second only to the Company’s senior creditor.

In addition to the new financing provided under the credit facility, the Company and LPF have agreed to defer some of its financial commitments to the end of 2021, pursuant to the Credit agreement announced on November 1, 2021, which is now extended until March 28, 2022.

A copy of the amended credit facility will be available under the Company’s profile on SEDAR at www.sedar.com.

Related party transaction

LPF is an insider of the Company since it owns more than 10% of the common shares of the Company. Therefore, the amendment to the credit agreement constitutes a “related party transaction” under Multilateral Instrument 61-101 – Protection of holders of minority securities in special transactions (“MI 61-101“). The Company avails itself of the exemption from minority shareholder approval requirements under NI 61-101, as the credit facility is considered a non-equity loan as described in section 5.7 (f) of the Regulation 61-101, and obtained by the Company on reasonable terms. which are no less advantageous to the Company than if the credit facility were obtained from an arm’s length party. Funds borrowed under the Credit Facility are not convertible or repayable through the issuance of equity or voting securities of the Company. The material change report will not be filed more than 21 days prior to entering into the Amended Credit Agreement due to the timing of the announcement and closing of the Amended Credit Agreement in less than 21 days.

Senior Secured Credit Facility Amendment

The Company also confirmed today that it has signed an additional rider to its senior secured credit facility entered into on March 29, 2019 (the “Senior credit facility”) Between the Company and the Bank of Montreal. The latest changes to the Senior Credit Facility change the terms under which Entourage has secured up to $ 39 million in debt financing over a three-year term ending in 2022.

Pursuant to the amendment, the Company has obtained a temporary facility of $ 0.5 million available for a limited period of time and intended to be used solely for working capital purposes. In addition, the Company has obtained the deferral of some of its financial covenants until March 28, 2022. A copy of the senior credit facility will be available on the Company’s profile on SEDAR at www.sedar.com.

Visit the new Entourage Health website here. To access our corporate video, visit us here and to access our latest investor presentation and corporate deck here.

About Entourage Health Corp.

Entourage Health Corp. (formerly WeedMD Inc.) is the publicly traded parent company of WeedMD RX Inc. and CannTx Life Sciences Inc., licensees producing and distributing cannabis products for the medical and adult markets. The Company owns and operates a 158-acre state-of-the-art greenhouse, outdoor and processing facility located in Strathroy, Ontario, as well as a fully licensed 26,000 square foot processing facility in Aylmer, Ontario. , specialized in the extraction of cannabis. With the addition of Starseed Medicinal, a brand focused on medicine, Entourage has extended its multi-channel distribution strategy. Starseed’s exclusive partnership with LiUNA, Canada’s largest construction union, as well as with employers and labor groups, complements Entourage’s direct sales to medical patients. In October 2021, Entourage completed the acquisition of artisan grower CannTx Life Sciences Inc., which operates its state-of-the-art micropropagation and specialized extraction facility in Guelph, Ontario. Craft brand Royal City Cannabis has been added to Entourage’s elite product portfolio which includes adult-use brands Color Cannabis and Saturday Cannabis – sold through eight provincial distribution agencies. The Company also maintains strategic relationships in the senior market and supply agreements with Shoppers Drug Mart. It is the exclusive Canadian producer and distributor of the award-winning U.S.-based wellness brand, Mary’s Medicinals, sold through medical and adult use channels. Entourage recently announced an exclusive collaboration with the subsidiary of The Boston Beer Company to toss cannabis drinks in Canada.

For more information, please visit us at www.entouragehealthcorp.com

Follow Entourage and its brands on LinkedIn

Twitter: Entourage, Cannabis color, Saturday cannabis, Star seed & Royal City Cannabis Co.

Instagram: Entourage, Colored cannabis, Saturday cannabis, Star seed & Royal City Cannabis Co.

For more information, please contact:

For investor inquiries:Valter Pinto General Manager KCSA Strategic Communications 1-212-896-1254[email protected]

For media inquiries:Marianella delaBarrera V.-PS, Communications and Corporate Affairs[email protected]

Forward-looking information This press release contains “forward-looking information” within the meaning of applicable Canadian securities laws, which is based on Entourage’s current internal expectations, estimates, projections, assumptions, beliefs and opinions about future events. Forward-looking information can be identified by the use of forward-looking terms such as “expect”, “likely”, “could”, “will”, “should”, “intend”, “anticipate”, “possible”. “,” “Proposed”, “estimate” and other similar words, including negative and grammatical variations thereof, or statements that certain events or conditions “could”, “would” or “will” occur , or through strategy discussions.

The forward-looking information contained in this press release is based on expectations, estimates, projections, assumptions and views of future events that management considers reasonable under the circumstances. Forward-looking information includes estimates, plans, expectations, opinions, forecasts, projections, targets, indications or other statements that are not statements of fact. Forward-looking information necessarily involves known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; loss of markets; future legislative and regulatory developments; inability to access sufficient capital from internal and external sources, and / or inability to access sufficient capital on favorable terms; the cannabis industry in Canada in general; Entourage’s ability to implement its business strategies; the COVID-19 pandemic; competetion; poor harvests; and other risks.

Any forward-looking information is only valid as of the date on which it is made and, except as required by law, Entourage assumes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or other. New factors appear from time to time, and it is not possible for Entourage to predict all of these factors. When reviewing this forward-looking information, readers should keep in mind the risk factors and other caveats in Entourage’s disclosure documents filed with applicable Canadian securities regulators on SEDAR at www.sedar.com. Risk factors and other factors mentioned in the information documents could cause actual events or results to differ materially from those described in the forward-looking information.


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Source: Entourage Health Corp.

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