Mr. David Pidduck reports

MEDIPHARM LABS TO SELL ITS NAPANEE FACILITY TO KENSANA HEALTH FOR $5.5M

Medipharm Labs Corp. and Kensana Health Inc. have entered into a share purchase agreement for the purchase and sale of Medipharm's facility in Napanee, Ont., through a disposition of all of the company's indirect equity interests in its wholly owned subsidiary ABcann Medicinals Inc. (ABcann) to Kensana Health for $5.5-million in cash (the transaction).

Pursuant to the purchase agreement, Kensana Health has agreed to acquire all of the issued and outstanding shares in the capital of ABcann from the company's operating subsidiary Medipharm Labs Inc. If the transaction is successfully completed, through its acquisition of ABcann, Kensana Health will acquire the licence in respect of the Napanee facility as well as the building, land and equipment associated with the Napanee facility. Current commercial agreements and activities of the company will stay with Medipharm Labs.

As part of the transactions contemplated by the purchase agreement, Medipharm Labs and Kensana Health will form a strategic partnership following the closing of the transaction, through the execution of a comprehensive supply and services agreement, leveraging Medipharm's advanced good manufacturing practices (GMP) manufacturing capabilities. Under this partnership, Kensana Health has agreed to supply select products and services to augment Medipharm's international brands and to support the company's growing international customer base.

This strategic transaction aligns with Medipharm's focus on streamlining its operations and maximizing value for stakeholders. This transaction is also expected to further complement the company's already strong cash position and combined with the materially debt-free balance sheet, allow the company to invest in future growth opportunities.

David Pidduck, chief executive officer of Medipharm Labs, commented: "This transaction reflects our commitment to enhancing operational efficiency while fostering strong partnerships that expand our global reach. By monetizing non-core assets and securing a strategic supply and services agreement, we are looking to ensure that Medipharm is well positioned to continue delivering high-quality, GMP-certified cannabinoid solutions to our valued partners and customers worldwide."

For Kensana Health, the transaction is expected to support its continuing United States Food and Drug Administration (FDA) registration process for its novel topical chronic wound treatment, with plans for subsequent approvals in Europe, United Kingdom, Canada, the Middle East, Pacific Rim and Australia. Early research results have shown promising outcomes, with successful wound closure in patients who had previously failed standard treatments for over six months. Additional successful outcomes have been demonstrated across various wound types.

Ken Clement, chief executive officer and founder of Kensana Health, commented, "As the original founder of ABcann in 2012, I am very grateful to the Medipharm team for facilitating the opportunity for Kensana Health to complete this acquisition."

Mr. Clement goes on to say, "This acquisition represents our commitment to advancing phytopharmaceutical development, specifically targeting severe medical conditions with significant unmet needs. This is a strategic move to expand our pharmaceutical manufacturing capabilities for multiple plants, and not just phytocannabinoids."

The transaction is expected to close by Jan. 1, 2025, subject to customary closing conditions and receipt of all necessary approvals, as applicable.

About Medipharm Labs Corp.

Founded in 2015, Medipharm Labs specializes in the development and manufacture of purified, pharmaceutical-quality cannabis concentrates, active pharmaceutical ingredients (API) and advanced derivative products utilizing a GMP-certified facility with ISO standard-built clean rooms. Medipharm Labs has invested in an expert, research-driven team, state-of-the-art technology, downstream purification methodologies and purpose-built facilities for delivery of pure, trusted and precision-dosed cannabis products for its customers. Medipharm Labs develops, formulates, processes, packages, and distributes cannabis and advanced cannabinoid-based products to domestic and international medical markets.

In 2021, Medipharm Labs received a pharmaceutical drug establishment licence from Health Canada, becoming the only company in North America to hold a commercial-scale domestic good manufacturing practices licence for the extraction of multiple natural cannabinoids. This GMP licence was the first step in the company's current foreign drug manufacturing site registration with the United States FDA.

In 2023, Medipharm acquired VIVO Cannabis Inc., which expanded Medipharm's reach to medical patients in Canada via Canna Farms medical e-commerce platform, and in Australia and Germany through Beacon Medical Australia Pty. Ltd. and Beacon Medical Germany GmbH. This acquisition also included Harvest Medical Clinics in Canada which provides medical cannabis patients with physician consultations for medical cannabis education and prescriptions.

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