YSS YSS Corp

YSS Corp.™ (“YSS” or the “Company”) (TSXV: YSS) (WKN: A2PMAX) is pleased to announce the execution of a definitive agreement to acquire 102014474 Saskatchewan Ltd. (the “Business”), a privately-held company licensed to operate a cannabis retail location in Swift Current, Saskatchewan and to engage in province-wide online sales and delivery as well as wholesale opportunities (the “Acquisition”). The retail location in Swift Current will be branded under the Company’s Sweet Tree banner and is anticipated to open for business today, October 16, 2019.

The Acquisition and opening of the new Sweet Tree location marks the Company’s first entry into Saskatchewan, a strategic hub for cannabis retailers. Swift Current is the fifth largest municipality in Saskatchewan, attractively situated along Highway 1 in the southeast area of the province. Saskatchewan Liquor and Gaming Authority’s (“SLGA”) current regulatory framework only allows a total of two bricks and mortar stores to be opened in Swift Current, including the Business’s location, which has been built-out and inspected by SLGA.

Closing of the Acquisition will occur upon completion of SLGA’s due diligence process on YSS, which is currently underway. At closing, YSS will pay a total of $675,000 in cash, common shares of YSS (“YSS Shares”) or a mix of cash and YSS Shares, at the sole discretion of YSS. Additional consideration ranging from $475,000 to $675,000 will be payable in cash, calculated based on 50% of the future cash flow of the Swift Current location during the three years after YSS has recovered capital expenditures invested into the Swift Current store (“Post-Payout Period”). If store cash flow does not meet or exceed $950,000 in the Post-Payout Period, YSS will issue YSS Shares at the prevailing market price equal to the difference between the total cash paid during the period and $475,000.

“We are very excited to continue executing the measured growth and expansion strategy for YSS with our first foray outside of Alberta and into the strategically important Saskatchewan market,” said Theo Zunich, President and CEO of YSS. “We look forward to welcoming our first customers to Sweet Tree Swift Current and leveraging the cannabis retail permit into potential online sales and wholesale opportunities in Saskatchewan.”

Additional Information

For information on store locations and opening dates please visit www.ysscorp.ca, www.sweettreecannabis.com and follow both our operating brands on social media. 

For additional information regarding YSS and to access an updated corporate presentation, please see the Company’s website at www.ysscorp.ca/investors. Corporate and financial filings are available under the Company’s profile on SEDAR at www.sedar.com.

About YSS Corp.

With retail operations under the YSS™ and Sweet Tree™ brands, YSS Corp. is a premium cannabis retailer and the trusted destination to explore and discover cannabis in Canada. YSS operates 13 locations in Calgary, Edmonton, Red Deer, High River, Spruce Grove, Stony Plain, Vermilion, Lloydminster, Vegreville and Swift Current under the YSS and Sweet Tree brands. In addition, YSS maintains a strategic portfolio of under construction, secured and prospective locations that represent future organic growth potential for the Company. YSS management brings proven expertise across capital markets, retail operations, hospitality, cannabis, financial management and a strong commitment to deliver shareholder value by leveraging high-quality opportunities within this exciting new industry. The YSS retail experience is built on our five fundamental pillars: convenience, value, selection, team, and above all else, trust.

Investor or Media Contacts: 

Theo ZunichPresident, Chief Executive Officer and Director Phone: (403) 455-7656 YSS Corp. Suite 1000, 350-7th Ave SW Calgary, AB T2P 3N9 investor@ysscorp.ca OR Cindy Gray5 Quarters Investor Relations, Inc.(403) 231-4372 or info@5qir.com

Stephanie Bunch, CA Vice President, Finance and Chief Financial OfficerPhone: (403) 455-7656

Forward-Looking and Cautionary Statements

This news release may include forward-looking statements including opinions, assumptions, estimates, the Company’s assessment of future plans and operations, and, more particularly, statements concerning: the completion of the SLGA due diligence process of YSS; the completion of the Acquisition and the total consideration payable; the Business, including online sales, wholesale opportunities and the Swift Current location and the performance thereof; YSS’ retail cannabis business strategy, including organic growth and strategic activities; the opening of currently AGLC licensed but unopened retail stores and the timings thereof; future revenue and the expected material contribution of the opened stores to the Company’s financial and operating results for the remainder of 2019; the ability to build, own and operate additional retail cannabis stores; the receipt of necessary permits and licenses to open stores and the ability to capitalize on potential opportunities that may arise and the ability to exercise thereon. When used in this document, the words “will,” “anticipate,” “believe,” “estimate,” “expect,” “intent,” “may,” “project,” “should,” and similar expressions are intended to be among the statements that identify forward-looking statements. The forward-looking statements are founded on the basis of expectations and assumptions made by the Company. Forward-looking statements are subject to a wide range of risks and uncertainties and, although the Company believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized. Any number of important factors could cause actual results to differ materially from those in the forward-looking statements including, but not limited to: regulatory and third party approvals not being obtained in the manner or timing anticipated, including AGLC inspections and licenses and SLGA diligence; the ability to implement corporate strategies; the state of domestic capital markets; the ability to obtain financing; changes in general market conditions; industry conditions and events; the size of the recreational cannabis market; changing customer habits; the availability of cannabis-retail products from licensed producers; government regulations, including future legislative and regulatory developments involving recreational cannabis; competition from other industry participants; and other factors more fully described from time to time in the reports and filings made by the Company with securities regulatory authorities. Please refer to the Company’s annual information form and management’s discussion and analysis for the year ended December 31, 2018 for additional risk factors relating to the Company, which can be accessed under the Company’s profile on www.sedar.com.

Except as required by applicable laws, the Company does not undertake any obligation to publicly update or revise any forward-looking statements.

This news release contains future-oriented financial information and financial outlook information (collectively, “FOFI”) about: (i) the Company’s investments, revenue, gross margin and cash flow; and (ii) sales and cash flow in respect of the Swift Current location, which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth in the above paragraphs. FOFI contained in this document was approved by management as of the date of this document and was provided for the purpose of providing further information about YSS’ future business operations. YSS disclaims any intention or obligation to update or revise any FOFI contained in this document, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law. Readers are cautioned that the FOFI contained in this document should not be used for purposes other than for which it is disclosed herein.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.