Anandapharm is developing proprietary formulations of cannabinoids to address unmet medical needs. It has 40 years of research experience and 12 products slated for 2020 launch. It is seeking strategic partners to invest and share in the opportunity presented by its medical and recreational cannabinoid products, which include inhalers, tablets, and a lubricant. Anandapharm believes its products offer safer and more effective solutions than existing alternatives.
2. Please read the following before continuing
The prospectus has been prepared by Anandapharm Inc and does not
purport to contain all the information that may be necessary or
desirable to evaluate the Company.
The information contained herein, unless otherwise stated, is provided
as at the date hereof and is subject to change without notice; the
Company undertakes no obligation to publicly update any such
statement or to reflect new information or the occurrence of future
events or circumstances.
Certain information contained herein was supplied by third parties;
while the Company believes the information provided by these parties
is accurate, there can be no assurance of this fact.
This copyrighted prospectus is provided solely for informational
purposes and may not be reproduced, in whole or in part, in any form
or forwarded or further distributed to any person. Any forwarding,
distribution or reproduction of this document in whole or in part is
unauthorized. As the prospectus is provided only for informational
use, information contained herein may not be used for any
commercial purpose without the express written permission of
Anandapharm Inc.
Neither the Company nor any director, officer, employee or agent of
any of them or any affiliate of any such person accepts any liability or
responsibility in respect to any difference between the document
distributed to you in electronic format and a hard copy version that
may be made available to you.
All forward-looking statements in this document are qualified by the
following statements; the forward-looking events and circumstances
discussed herein include, but are not limited to the (i) Cannabis,
[2] cannabidiol and [3] tetra-hydro cannabinol industries, their
regulatory environments, projections of GDP and retail growth.
Anandapharm believes the expectations reflected in these forward
looking statements are based upon reasonable assumptions; however,
we give no assurance that the actual results will be realized by certain
specified dates or at all.
Therefore, readers should not place undue reliance on forward looking
information.
Important
3. What Anandapharm offers is nothing less than a new chapter in
the Cannabis economy, one that's exciting, even revolutionary.
Anandapharm Inc (API) is a stealth pharmaceutical company
whose
approach is to generate unique and proprietary formulations of
cannabinoids with improved bio-activity to address the unmet
medical needs of millions of patients who could benefit from it.
After 40 years research and development, clinical trials, patent
protection and knowhow, API believes its products are the safest
way to reap the benefits of medical and recreational Cannabis.
With mechanical and chemical testing done, patents secured,
Phase One clinical trials parameters evaluated and 12 derived
products slated for 2020 launch, Corporate Valuation Services
gave the company a fair market value of $32 million (CDN).
Particle Sciences Inc., (PSI), a Berkshire Hathaway company
and world leader in pharmaceutical development has quoted API
to trial formulations and delivery systems for submission to
Health Canada and the FDA for drug identification numbers.
Following clinical trials, PSI will be requested to undertake Phase
One New Drug Trials.
PSI has advised,” Promising results from a Phase One New Drug
Clinical Trial will generate an exit strategy for investors based on
sale of patents, a joint venture to develop a drug or sale of the
company. Either one will result in wind fall profits 20 to 80 times
current book value”.
Contract cGMP pharmaceutical companies will produce DPI,
pMDI and MDI nasal inhalers for pain, arthritis and IBS, nano
CBD pain patches, CBD & CBDA/THCA tablets for elder “Well
Being”, libido stimulating personal lubricant, muscle relaxants for
athletes, skin protective cremes, personal care and veterinary
products. Monitoring production with real time tracking will be
used to reduce costs, overtime and create smart business.
Presspart, a major U.K. inhalers and components manufacturer
will introduce API to major cGMP drug manufacturers and
distributors in Europe, South Africa and Australia.
Anandapharm is seeking strategic partners to invest and share in
the unique opportunity afforded by “first mover advantage” in the
production and sale of clinically tested, medical quality
nutraceutical, pharmaceutical and recreational cannabinoids.
Executive Summary
4. OUR TEAM HAS EXECUTED
STRATEGIES THAT LED TO
EXEMPLARY OUTCOMES.
Discoverer Of Break
through Medical
Cannabinoids
LEADER IN
CANNABIS MEDICAL
SCIENCE
Protector of Civil Rights,
Litigator and Defense
Counsel in Federal Court
CNN
NASA
DISNEY
WORLD
Designer of Some of the
World’s Great
Accomplishments
NASA
DIRECT TV
SATTELITES
ROBOTICS
Envisioned and Built
Inventions That
Changed Our World
LAW PROFRESSOR
CIVIL RIGHTS AND
DEFENSE ATTORNEY
5. BILL RAY MICHAEL MACKAY MELANIE MILLS MICHAEL WILLINSKY
Organizations:
Prior Roles:
CEO,CSO, Director of Research,
Director of Technical
Development, Industrial
Negotiation, Senior Advisor to
Government and Prime Minister
of
Canada.
U of T Medicine, Applied Science
Laboratory, Addiction Research
Foundation, NRC Canada, May &
Baker Chemical, Sterivet,
Schering,
Occidental Petroleum.
Stanford Medical Robotics,
Direct TV – USA, MEASAT -
Malaysia, UPC Amsterdam,
NSAS – USA, Babelsberg,
Germany, Organic Technologies
Organizations:
Blocked passage of HB 490 to
protect the rights of17,500
employees, Professor of Law at
Capital University Law School and
Morris College of Law,
Established 501 C3 to support
underprivileged Americans with
special needs, Federal Court
Defense Attorney.
Organizations:
Prior Roles:Prior Roles:Prior Roles:
CNN, National Aeronautics and
Space Administration (NASA),
Designer Grand Ole Opry, Disney
World, Marketing JBL Professional
Sound Products.
Scientist, Engineer, Technologist,
Inventor, Twenty granted patents.
Delivered three $1.3B digital media
projects. Have held Senior positions in
Healthcare, Department of Defense,
Semiconductors, Alternative Energy,
Organic growing technologies.
CEO, Engineer / Designer for major
Post Production and Recording
Studios, Consultant to largest
Radio and Television Production
Facilities in US, Director - Sales and
Marketing JBL Acoustics and other
high Tech Acoustic manufacturers.
Member-US Supreme Court, Ohio
Supreme Court, U.S. District Court
Southern Division, 9th Appellate
District Court of California.
Organizations:
6. TBA / Advisor on Cannabis, Youth and Psychosis
Expertise:
Companies:
Frances Machado / Marketing to Physicians and Pharmacists
Expertise: 20 years in pharmaceutical / Medical Detailing
Companies: Pfizer, Abbott
TBA / Chief Product Designer
Prior Roles: Lead industrial and product designer,
Expertise: Product design, merchandising, branding
Companies:
TBA / Chief Growth Officer
Expertise: Pharmaceutical background, creation of
innovative products from concept to market.
Companies:
TBA / Marketing to the Recreational Cannabis industry
Expertise:
Companies:
James Kerr / Chief Patent Attorney
Expertise: Patent filing, litigation, risk management.
Companies: Labatts Ltd, Imbev S.A.
Tania Francescone / Web Marketing and E-Sales
Expertise: Creating & sourcing innovative web
content and products from concept to market.
Companies: Francescone Design, Costa Solar.
David Hagopian / Director of Sourcing
Expertise: Sourcing, vendor qualifications, QA testing,
shipping, sampling, costing, delivery.
Companies: GrowMax Organic, Woodland Organic, Argentia Cannabis.
7. Michael Willinsky, PhD, (Cannabinoid Chemistry, Pharmacology, Medicinal and Behavioral Effects).
Directed - Cannabis research, University of Toronto, Faculty of Medicine and Addiction Research Foundation of Ontario.
Co-Author with Raphael Mechoulam, - “Analytical Aspects of Cannabis Chemistry”, Academic Press, (first modern text on Cannabis).
Licensed Forensic Analyst - Government of Canada.
Licensed to possess all drugs including Cannabis for forensic, analytical and research purposes - Government of Canada.
Applied Science Laboratory Ltd, financed, introduced novel technology, grew company to $5.8 M sales, sold company to
Extendacare.
Expert Witness in over 200 cases before Superior Court of Ontario and other jurisdictions in all matters involving forensic
pharmacology.
Senior Scientist - Royal Commission on the Non-Medical Use of Drugs, Ottawa, Canada.
Senior Scientist - Effect of Cannabis on Driving, Institute for Aero-Space Studies, Toronto, Canada.
Lead Participant - N.R.C - Canada technology transfer program to improve the competitiveness of Canadian industry.
Industrial Negotiator - Acquisition of technology that value added to Poly Vinyl Chloride, Occidental Petroleum Corporation.
Consultant - Schering, May & Baker, Sterivet, Balzers, Lybold Heraeus, General Electric, Prime Minister of Canada, President NRC-
Canada.
Clinical trial - Micro-dosing cannabinoids to reduce psychotropic side-effects, Addiction Research Foundation, Toronto.
Clinical trial - Control of post-operative pain with delta 9 trans tetrahydrocannabinol, Department of Surgery, Wellesley Hospital,
Toronto.
Clinical trial - Control of intractable cancer pain with delta 9 trans tetrahydrocannabinol, Faculty of Medicine, University of Toronto.
Clinical trial - Control of arthritic joint inflammation with carboxy plant acid cannabinoids, Faculty of Medicine, University of Toronto.
Clinical trial - Amelioration of Irritable Bowel Syndrome with full spectrum cannabinoids, Faculty of Medicine, University of Toronto.
Clinical trial - Improved well-being of seniors with full spectrum cannabinoid plant acids, Faculty of Medicine, University of Toronto.
Patents:
- Composition and Methods to Improve Stability, Dosing, Pharmacodynamics and Shelf Life of Endocannabinoids, Phytocannabinoids and Synthetic
Cannabinoids
Experience
8. Mission Statement
• Vision - To be the most trusted and customer focused
manufacturer of cannabinoid drugs & delivery systems.
• Responsibility - No compromise on quality.
• Trust - Integrity is essential in all relations.
• Efficiency - Quality at a fair price.
• Resilience - We do not give up.
• Ambition - We are ambitious to achieve our goals.
• Appreciation - We appreciate and respect each other.
• Team Spirit - We think and act as one team.
• Goal - Provide safe medical and recreational
cannabinoids.
Anandapharm is a specialist
manufacturer of cannabinoid
drugs and delivery systems
9. Two Emerging Markets
Cannabis Medical /
RecreationalCapital Intensive
High EBITDA
Funds constrained in US only
Federally Taxed in US only
$40B in Five Years
Dispensaries
Wholesale
E-commerce
$12B
CBD Personal Care
G&A Intensive
High EBITDA
Free-Flowing Funds
Normal Tax Rate
$22B in Five Years
Kiosks
Wholesale
E-commerce
10. In the next 5 years,
the industry is
expected to
generate over $28
billion of new
revenue from an
estimated 14 million
new customers.
North American Cannabis Market
2017 2018 2019 2020 2021 2022 2023
$12B
$28B
$40B
0
5
10
15
20
25
30
35
40
Expectation based on Brightfield Group research reports 2019
11. From $200 million in
2017, expected to
grow to over
$22 billion
By 2022.
2017 2018 2019 2020 2021
200M0
10
20
30North American Cannabidiol Market
Expectation based on Brightfield Group research reports 2019
2022
500M
5B
11B
18B
22B
12. E-commerce will be Ananda’s biggest
revenue and EBITDA e-store
Opportunity Overview
E-Commerce
EBITDA is net income (loss), plus (minus) income taxes (recovery) plus (minus) finance income, net, plus amortization, plus share-based compensation,
plus (minus) non-cash fair value adjustments on sale of inventory and on growth of biological assets, plus impairment of intangible assets, plus
transaction costs, plus (minus) loss (gain) on disposal of capital assets, plus (minus) loss (gain) on foreign exchange, plus (minus) loss (gain) on
marketable securities, plus (minus) loss (gain) from equity investee, minus deferred gain on sale of intellectual property, plus (minus) loss (gain) on
dilution of ownership in equity investee, plus (minus) unrealized loss (gain) on convertible notes receivable, plus (minus) loss (gain) on long-term
investments and certain one-time non-operating expenses, as determined by management. Management believes this measure provides useful
information as it is a commonly used measure in the capital markets and as it is a close proxy for repeatable cash generated by operations
Financial Impact
CBD 2020 2021 2022
Annual E-com Revenue $15,000,000 $70,000,000 $84,000,000
Total EBITDA $5,400,000 $25,200,000 $30,240,000
EBITDA Margin 36% 36% 36%
Every dollar in revenue from CBD
retail should translate into a dollar
of revenue in E-commerce
E-commerce sites retailing our
selection of CBD products, allowing
consumers to browse and shop online
Our Pro Forma assumes 35% of all
CBD orders to be placed throughsite
E-commerce will support additional
purchases after initial purchases
from brick and mortar channels
Anandapharm product launches will
begin in Q2 of 2020
ANANDA
BRANDS
FEEL
BETTER
FAST
13. Medical Products
CBD pMDI Pulmonary Inhaler
Will Reduce Inflammation and
Minimize the Likelihood Cytokine
Storm in Severe SARS-CoV-2
SARS-CoV-2 is a multi organ, multi system infection primarily effecting
the lungs and heart. On admission to hospital, SARS-CoV-2 patients
are suffering from an out of control release of massive numbers of
inflammatory cytokines that can cause organ failure and death. SARS-
CoV-2 infection provokes a dramatic upregulation in prostaglandin
synthesis and increased release of inflammatory cytokinin's which
leads to cytokine storm. Cannabidiol (CBD) is a proven competitive
inhibitor of cyclooxygenase (COX), the enzyme that synthesizes
prostaglandins. A 27.07.2020 clinical study confirmed CBD reduces
circulating kinins, prostaglandins and the overall inflammatory
response seen in SARS-CoV-2 patients. Should CBD be administered
by pulmonary inhaler in conjunction with Remdesivir, CBD would
diminish the inflammatory response while Remdesivir would reduce
the number of circulating virus particles. This combined treatment has
a high likelihood of improving the outcome of severely ill SARS-CoV-2
patients. Anandapharm is submitting a request to Health Canada and
the FDA to Fast-Track a Phase One clinical trial in association with
Lubrizol life Science Health - CDMO Division.
14. Medical Products
Management of accurate cannabinoid dosing poses a challenge
as the absorbed dose affects the patient's outcome. Nano
cannabinoid nasal inhalers eliminate dosing error, ensure rapid
uptake and the highest absorption rate of cannabinoids.
Nano Cannabinoids
Delivers nano THC through the nose to the upper surface of the
nasal cavity where olfactory nerve channels penetrate the skull.
These channels provide points of entry for THC directly into the
brain to cause activation of CB1 receptors that block pain. For use
in terminal cancer and post-operative pain. THC offers safer, more
effective control of severe pain than morphine with no delirium,
constipation or addiction liability as is observed with opioids.
DPI Nasal Inhaler for Pain
15. Easy to use, metered valve nasal inhalers deliver cannabinoids
deep into the nasal cavity where the dose is rapidly absorbed.
Available with THC or THC /CBD formulations to control
moderate pain and inflammation. Cannabinoids have been
demonstrated to be more effective pain killers than NSAID’s or
NSAID Opioid combinations.
pMDI Multi-Dose Metered
Valve Inhaler for Pain
Side valve actuation permits arthritic hands to operate this inhaler
to deliver cannabinoids to the nasal cavity. Available with THC or
CBD/THC formulations to control moderate pain, swollen joints,
irritable bowel syndrome and induce muscle relaxation to improve
pre-workout stretching and endurance.
MDI Multi-Dose Metered Valve
Inhaler for Arthritis and IBS
Medical Products
16. THCA, CBDA, CBCA, CBGA, CBNA and THCVA in 30 mg tablets are
100 times more effective than Ibuprofen in reduction of joint
inflammation and pain in arthritic, elderly patients with none of
the adverse effects of lbuprofen on the heart, stomach and
kidneys. WellBeing also offers faster onset and longer lasting
relief than Ibuprofen as well as a mild anti-depressant action.
WellBeing® Full Spectrum
Natural Plant Acids
The onset of vaginal dryness during menopause can destroy a
once healthy, satisfying sex life. This long-lasting slippery
lubricant is non irritating, neutral tasting and meets
gynecological recommendations. Contains CBD and THC and has
been demonstrated to achieve better results compared to other
offerings. (1) Lynn BK, et al. “The Relationship between Marijuana
Use Prior to Sex and Sexual Function in Women.” Sexual Medicine,
vol.7, no.2, 2019, pp.192–7. (2) Fuss J, et al., “Masturbation to Orgasm
Stimulates Release of the Endocannabinoid 2-Arachidonoylglycerol in
Humans.” Sexual Medicine, vol.14, no.11, 2017.
Libido Stimulating
Personal Lubricant
Medical Products
17. Convenient 5O mg nano CBD/CBDA patches rapidly release
cannabinoids into the blood providing faster onset, longer
lasting relief and deep muscle relaxation compared to other pain
patches. Nano cannabinoids are suspended in aqueous medium
to block skin irritation.
Trans Dermal Nano
CBD/CBDA Pain Patches
CBD tablets are formulated with concentrated full spectrum CBD
[CBC (cannabichromene), CBG (cannabigerol), CBN (cannabinol)
and THCVA (cannabivarin)] as “the therapeutic efficacy of CBD
is enhanced when the cannabinoids are combined and CBD
Isolate loses its effectiveness after several months of use,
whereas full spectrum CBD remains effective over time”.
Why Only Full Spectrum
CBD Tablets?
(1) Lautenberg Center for Immunology, Jerusalem, Israel, 2017.
Medical Products
18. MDI metered valve nasal inhaler is designed to deliver CBD,
CBD/THC or THC/CBD conveniently and discreetly. Odourless
formulations are available to induce relaxation, sleep, mild
arousal, more intense arousal and getting high.
TerpTip’s add lost terpenes and moisture to cured marijuana,
cool the inhaled vapour and reduce coughing. TerpTip’s return
the pleasure to smoking and make it safer. You can feel the
difference.
MDI Recreational Inhaler
Recreational Products
TERPTIP’s = Terpenes + Moisture
19. Roll-on formulation of CBDA relaxes muscles to improve stretching
and reduce post-workout soreness. Used by body builders and
active adults to minimize muscle injury and improve performance.
Provides results without pain.
Pre-Workout Toner
Roll-on formulation of CBD/CBDA relaxes muscles to improve
stretching and athletic endurance. Used by runners and active
adults to minimize muscle injury.
Recreational Products
Runner’s Muscle Balm
20. CBD Canine formulation ensures ideal dose per
kilogram of weight. Reduces joint inflammation and
Pain to improve your pets mobility and overall comfort.
Rub on CBD equine formulation proven effective in
reducing tendonitis and lameness. Apply locally as
directed and wrap leg in a compression bandage for
best results.
CBD Liniment For Sound Joints
and TendonsCBD For Healthy Dogs
Veterinary Products
22. Manufacturing
API has now squarely established its patent protection and is
ready to move on to the next stage of it’s execution strategy.
Freshly harvested green Hemp or Cannabis is layered on trays, placed in a 2000
pound per cycle freeze dryer and plant moisture content is reduced to 5% in 240
mins. This dried plant material is chemically stable, can be stored for up to 3
months, increases CO2 extraction efficiency by 5% and reduces losses when
freshly harvested material can’t be processed soon enough to prevent spoilage.
Dried Hemp or Cannabis is formulated for extraction or manufacture of full
spectrum cannabinolic acid tablets which have been demonstrated to reduce
the swelling & joint pain of arthritis and the aches and pains of elderly patients.
Automated pharmaceutical manufacturing has not been used previously as the
scale of manufacturing has been too small to reap the benefits.
Production of pure THC, CBD and full spectrum concentrate in nutraceutical and
pharmaceutical formulations to ISO/IEC 17025 standards at a cost per dose
that’s less than the competitors is now within reach. This scalable platform is
expandable to meet the ever increasing demand for cannabinoid products.
Such a business model will yield enormous profits.
23. In 2019, the U.S. was flooded with refillable vape
pen containers. Unscrupulous people filled them
with whatever was on hand and these boot-leg
cartridges were sold as CBD or THC to an
unsuspecting public. The result: 5000 hospital
admissions and 45 preventable deaths.
Cheap, disposable vape pens, with very high THC,
flavouring and toxic formulations are still prevalent
and have mostly eluded attention.
The MDV canister vape pen was designed to
introduce safer vaping to this significant market
Sector.
MDV canisters, and metered valves are child-proof,
tamper-proof, and non-refillable. Every canister is
sealed at the factory to deliver 30 precise doses of
a CBD, THC/CBD or extract formulation.
And, MDV canister vape pens deliver cannabinoids,
free of flavours, solvents, or contaminants.
Custom manufactured, the canisters are unique to
MDV vape pens, mimicking the marketing model of
Gillette and Wilkinson fame.
MDV canisters can be filled at up to 6000 per
minute, pushing down manufacturing cost for 30
medical doses or 30 recreational highs to less than
$0.30 a dose.
Such a development will revolutionize
vaping.
Production of MDV Vape Pens is scheduled to
commence in January 2021.
In the Pipeline
MDV Canister Vape Pen - A Safer Alternative
24. In projection models, running at base case, API has an
impressive financial profile with average gross margins
of ~49 %, strong EBIT figures and consistently growing
free cash flow.
By the end of Year 2, Anandapharm aims to be
generating $ 96 Million in Gross Profit.
Please refer to Year 1 & 2 Profit & Loss Spreadsheets.
Financial
$(12,000,000)
$(10,000,000)
$(8,000,000)
$(6,000,000)
$(4,000,000)
$(2,000,000)
$-
$2,000,000
$4,000,000
$6,000,000
$8,000,000
Revenue Gross Profit EBITA Cash Flow
Year 1 Model Output - Accounting Based on a Flat Line Projection
-
50,000,000
100,000,000
150,000,000
200,000,000
250,000,000
Revenue Gross Profit EBITA Cash Flow
Year 2 Model Output – Accounting Based on a Flat Line Projection