CAROL STREAM, IL / ACCESSWIRE / October 4, 2023 – The Fresh Factory B.C. Ltd. (CSE: FRSH) (FRA: Q4Z) (“The Fresh Factory” or the “Company”), a mission-driven company for fresh, clean-label, and better-for-you food and beverage brands, is pleased to announce that it has received final approval from the TSX Venture Exchange (the “TSX-V”) for the listing of its subordinate voting shares (the “Shares”). The Shares will begin trading on the TSX-V effective market open on October 5, 2023.
The Company’s trading symbol (“FRSH”) and CUSIP for the Shares will remain unchanged, and shareholders will not be required to take any action in connection with the TSX-V listing.
In connection with the listing of the Shares on the TSX-V, the Shares will no longer trade on the Canadian Securities Exchange (“CSE”) and will be voluntarily delisted from the CSE effective at the close of the market today.
“The Fresh Factory has built the platform for the future of the food and beverage industry, providing honest food for all in a sustainable way,” said Bill Besenhofer, Chief Executive Officer and co-founder of The Fresh Factory. “We are thrilled to be part of the TSX Venture Exchange, ready to embark on the next stage of growth, and open to engaging with a wider range of investors. We’re excited to be the ones serving the growing demand for clean-label, better-for-you products using fresh ingredients without artificial additives and preservatives, becoming a trusted partner in the process.”
Recent Key Highlights for The Fresh Factory:
- Billed revenue increased to C$15.2M in H1 2023, marking a substantial 30.0% year-over-year increase. Additionally, Q2 2023 saw an enhanced adjusted gross margin of 29.2%.
- On September 6, 2023, the Company successfully completed a US$2.0 million sale-leaseback financing, providing essential resources for the business expansion.
- The Company’s strategic focus is set on achieving adjusted EBITDA positivity by year-end, with a long-term goal of realizing net income profitability in 2024.
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Normal Course Issuer Bid
The Company also announces it has received approval from the TSX-V to commence a normal course issuer bid (the “NCIB“), which will commence on October 9, 2023, and end on October 8, 2024.
Under the NCIB, the Company may purchase for cancellation, through the facilities of TSX-V, other designated exchanges and/or alternative Canadian trading systems, if in the best interest of the Company, a maximum of 916,223 Shares, which represents approximately 10% of the Company’s public float as at the date hereof. Over the course of any 30-day period, the Company will not purchase more than 215,767 Shares in total, which represents approximately 2% of the Company’s issued and outstanding as at the date hereof. The price which the Company will pay for any such Shares will be the prevailing market price at the time of acquisition and all Shares will be purchased for cancellation.
Canaccord Genuity Corp. (the “Broker“) will be handling the NCIB on behalf of the Company. The actual number of Shares that may be purchased pursuant to the NCIB and the timing of any such purchases will be determined by the management of the Company.
The board of directors of the Company believes the underlying value of the Company may not be reflected in the current market price of its Shares. As a result, depending upon future price movements and other factors, the Board believes that the Shares may represent an attractive investment to the Company and in the best interests of the Company and its shareholders. Furthermore, the purchases are expected to benefit all persons who continue to hold Shares by increasing their equity interest in the Company if the repurchased Shares are canceled.
The NCIB supersedes and replaces the Company’s previous normal course issuer bid that originally commenced on August 2, 2023 which is terminated effective as of the date hereof.
About The Fresh Factory B.C. Ltd.
The Fresh Factory is a vertically integrated company focused on accelerating the growth of the fresh, clean-label, plant-based food and beverage brands of tomorrow. The Fresh Factory owns or partners with emerging brands in the plant-based space to develop, manufacture, and sell products made from fresh produce and recognizable ingredients. It operates from its centrally located manufacturing facility near Chicago, serving customers across the United States. As a public-benefits corporation, The Fresh Factory is ESG-focused, driven to make a lighter, greener impact on the environment and a stronger, positive impact on local communities and the food system as a whole. Learn more about The Fresh Factory at www.thefreshfactory.co and find The Fresh Factory on social media at Instagram, Twitter, and LinkedIn. To receive news and updates about The Fresh Factory, visit their website at www.thefreshfactory.co.
CEO and Co-founder
Media and Investor Relations
This news release contains “forward-looking statements” or “forward-looking information” (collectively referred to hereafter as “forward-looking statements”) within the meaning of applicable Canadian securities legislation. All statements that address activities, events, or developments that the Company expects or anticipates will, or may, occur in the future, including, but not limited to, statements about future events or future performance, including statements about the Shares being listed on the TSX-V and delisted from the CSE, potential purchases of Shares for cancellation under the NCIB, the budget for the repurchases conducted under the NCIB, future benefits resulting from purchases of Shares under the NCIB, and future financial performance. In some cases, forward-looking statements are preceded by, followed by, or include words such as “may”, “will,” “would”, “could”, “should”, “believes”, “estimates”, “projects”, “potential”, “expects”, “plans”, “intends”, “proposes”, “anticipates”, “targeted”, “continues”, “forecasts”, “designed”, “goal”, “anticipate” or the negative of those words or other similar or comparable words. Although the management of the Company believes that the assumptions made and the expectations represented by such statements are reasonable, there can be no assurance that a forward-looking statement herein will prove to be accurate. Forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of the Company to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated, or intended. Risks and uncertainties applicable to the Company, as well as trends identified by the Company affecting its industry, can be found in the final long-form prospectus of the Company dated November 10, 2021, and the Company’s continuous disclosure record available on SEDAR+ at www.sedarplus.ca. Such cautionary statements qualify all forward-looking statements made in this news release. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.
Financial Measures and Adjusted EBITDA
There are measures included in this news release that do not have a standardized meaning under generally accepted accounting principles (GAAP) and therefore may not be comparable to similarly titled measures and metrics presented by other publicly traded companies. The Company includes these measures because it believes certain investors use these measures and metrics as a means of assessing financial performance. EBITDA (earnings before interest, taxes, depreciation and amortization is calculated as net earnings before finance costs (net of finance income), income tax expense, and depreciation and amortization of intangibles) is a non-GAAP financial measure that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies.