09:35:03 EST Thu 22 Jan 2026
Enter Symbol
or Name
USA
CA



Simply Solventless Concentrates Ltd.
Symbol HASH
Shares Issued 115,502,799
Close 2026-01-21 C$ 0.14
Market Cap C$ 16,170,392
Recent Sedar+ Documents

ORIGINAL: Simply Solventless Announces Acquisition of Brand Uncommon Cannabis Co., Provides Commercial Update, and Announces Conversion of $1.0 Million Promissory Notes to Equity at $0.20/Unit

2026-01-22 07:04 ET - News Release

Not for distribution to U.S. news wire services or for dissemination in the United States.

Calgary, Alberta--(Newsfile Corp. - January 22, 2026) - Simply Solventless Concentrates Ltd. (TSXV: HASH) ("SSC") is pleased to announce the acquisition of dried flower and preroll brand Uncommon Cannabis Co. ("Uncommon"), and that SSC has entered into an agreement to convert $1.0 million of promissory notes ("Notes") to equity at $0.20 per unit ("Units"), significantly strengthening SSC's balance sheet. SSC is also pleased to provide an update regarding its Canadian recreational performance by category, its CPG sales velocity, and its commercial plan going forward.

Acquisition of Uncommon

Per SSC's news release dated January 19, 2026, SSC is completing a retrofit at its Humble Grow Co. ("Humble") facility, which is expected to double cannabis production. To maximize market access and diversification, SSC will enter the Canadian recreational dried flower and regular preroll markets, complimenting SSC's current participation in the domestic and international B2B sales channels.

Uncommon is an emerging dried flower and regular preroll brand currently servicing the Quebec, Alberta, and Saskatchewan recreational CPG markets. See Uncommon's website below:

https://www.uncommoncannabis.co/

SSC and another third-party licenced producer ("LP") currently white label for Uncommon. During 2025, Uncommon generated gross revenue of approximately $1.8 million, primarily through the third-party LP. Per Exhibit A below, over the last twelve months, Uncommon had the following retail point of sale velocity (Turff data):

Exhibit A: Uncommon Retail Point of Sales Data

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(1) All data provided by Turff and is comprised of retail point of sale data.

SSC has entered into a definitive asset purchase agreement to acquire substantially all of the assets of Uncommon (the "Transaction"). The acquisition of Uncommon is expected to provide SSC with the following benefits:

  1. Accelerates entry into the dried flower and regular preroll markets with a strong brand with significant potential, avoiding the need to create and develop a brand, which is costly in terms of human capital and cash resources.
  2. The company expects that the acquisition of Uncommon now allows SSC to ramp its sales volumes such that when the Humble retrofit is completed, it will serve as a meaningful sales channel.
  3. Provides an existing revenue stream, predominantly in Quebec, which SSC is not currently servicing in a meaningful way. Approximately 65% of Uncommon's revenue is in the Quebec market.
  4. Provides approximately 40 provincial listings across Canada.
  5. Allows SSC to capture all margin, a portion of which is currently received by Uncommon's existing shareholders.

The purchase price for Uncommon consists of:

  • $250,000 cash paid monthly over 18 months.
  • 750,000 SSC common shares, escrowed for one year and then released from escrow 25% per quarter thereafter.

In addition, all net working capital of Uncommon is being acquired as part of the Transaction, which is expected to consist of approximately $100,000 in net working capital comprised of cash, accounts receivable, inventory, and accounts payable.

At SSC's current share price of $0.15/share, the purchase price is approximately $200,000 net of working capital.

Olen Vanderleeden, a director of SSC, is a shareholder and director of Uncommon. Accordingly, the Transaction is considered a "related party transaction" for the purposes of National Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). SSC was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on section 5.5(a) and 5.7(1)(a) of MI 61-101.

The closing of the Transaction is subject to a number of conditions precedent, including approval from the TSX Venture Exchange and completion of final documentation.

Jeff Swainson, President & CEO of SSC stated: "The acquisition of Uncommon is expected to satisfy an important strategic mandate, which is developing adequate markets and sales channels for incremental Humble production, while also providing incremental current cash flow. We are very encouraged by Uncommon's potential as we advance through 2026."

Canadian Recreational CPG Performance

As of the last three months, SSC held the following point of sale at retail positions in the Canadian recreational market (Turff data):

  1. Infused Blunts: 3rd place.
  2. Infused Prerolls: 7th place.
  3. All in One Vapes (Disposables): 10th place.
  4. Traditional Hash: 10th place.
  5. 510 Vape Carts: 23rd place.
  6. Resin: 7th place.
  7. Shatter: 7th place.
  8. Rosin: 4th place.

SSC believes that meaningful growth is possible in several important product categories moving forward, and it has generated a robust commercial plan to achieve that growth.

SSC CPG Sales Velocity & Commercial Plan

See Exhibits B to F. SSC's retail CPG sales velocity (point of sale at retail) has increased from approximately $0.6 million per week to $1.0 million per week over the past two fiscal years; however, SSC has identified significant strong points and areas for improvement that are being comprehensively addressed. All the following data is provided by Turff and is comprised of retail point of sale data. This does not represent SSC revenue, it represents the sales at retail over time.

Exhibit B - ALL SSC BRANDS & WHITE LABEL (OVERALL GROWTH)

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Exhibit C - SSC LEGACY BRANDS (DECLINE OVER LAST 6 MONTHS)

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Exhibit D - STATUS BRAND (STRONG GROWTH)

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Exhibit E - WHITE LABEL BRANDS (STRONG GROWTH)

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Brand Repositioning

Over the past several months, management has undertaken a comprehensive review of SSC's brand portfolio and commercial execution. This review identified that portfolio expansion had, at times, outpaced SSC's ability to consistently support each brand with sufficient focus, clarity, and execution. This imbalance contributed to performance pressure across certain brands, particularly within the craft-oriented segment, and in our legacy brands (as illustrated above).

Rather than implementing short-term or tactical adjustments, SSC elected to address these issues through a structural realignment of its brand strategy. As a result, SSC is executing a deliberate simplification of its portfolio, with an emphasis on clearer brand mandates (without overlap) and improved execution quality. Each brand will now have a defined consumer target, a clear product role, and a specific strategic purpose at retail, supported by a strong sales team hired September 2025.

As this relates to our legacy brands, to resume growth of these brands:

  • Astrolab is being repositioned as the Company's solventless-focused brand, emphasizing process, craftsmanship, and product integrity.
  • Roilty has been refined as a core extract brand, centered on consistency, repeatability, and established strain profiles.
  • Lamplighter has been focused on high-energy, social consumption occasions, with an emphasis on flavour, potency, and accessible price points.

Management believes this approach enhances SSC's ability to allocate resources efficiently, improve execution discipline, and engage more effectively with provincial boards, retailers, and consumers. The objective is to rebuild brand performance on a more durable and sustainable foundation, rather than pursue short-term volume at the expense of long-term brand equity.

Certain elements of this repositioning are not yet reflected across SSC's digital channels and websites, as priority has been placed on in-market execution and retail alignment. Digital updates will follow as the refined brand strategies are fully implemented.

Swainson continued: "The sales velocity of our Status and white label brands has been fantastic; however, our legacy brands, which are fantastic brands with great potential, had been somewhat neglected. Our portfolio realignment reflects a renewed commitment to disciplined execution, brand clarity, and sustainable value creation for shareholders. We are incredibly excited to steward the re-ignition of these brands, and to regain strong growth trajectory in them. We will provide updates through the process over the coming months."

Conversion of $1.0 Million of Promissory Notes

SSC is pleased to announce that is has entered into an agreement to convert $1.0 million of senior secured promissory notes held by an independent third party for equity at $0.20 per Unit, with each Unit comprised of one common share and one common share purchase warrant exercisable into a common share at $0.30 for a period of two years. The shares and warrants issued are subject to a four month and one day hold period from the date of closing.

In connection with the promissory note settlement, SSC is applying to the TSXV to: (a) amend the exercise price of an aggregate of 1,530,000 SSC common share purchase warrants held by certain third parties originally issued on October 17, 2024 (the "Amended Warrants") to have an exercise price equal to $0.30; and (b) extend the expiry date of the Amended Warrants to the date which is two years following the date of the promissory note settlement agreement (collectively, the "Warrant Amendment"). The completion of the Warrant Amendment is subject to TSXV approval.

Swainson continued: "The conversion of these Notes to equity significantly improves SSC's balance sheet, and it is a testament to the continued progress that is being achieved in execution of our business plan, particularly as it relates to the Humble retrofit and our commercial strategy. We are very encouraged by SSC's outlook for 2026."

About Simply Solventless Concentrates Ltd.

SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see www.simplysolventless.ca.

Simply Solventless Concentrates Ltd.
Jeff Swainson, President and CEO
Phone: 403-796-3640
Email: jeff@simplysolventless.ca

Notice on Forward Looking Information

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning entering into the Canadian recreational dried flower and regular preroll markets the benefits of the transaction, satisfying conditions precedent to the Transaction, including obtaining TSXV approval, the net working capital acquired in the Transaction, achieving meaningful growth in several product categories, SSC's brand strategy and the completion of the promissory note conversion. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, the ability to realize expected cost and revenue synergies on the timelines expected, the ability to satisfy conditions precedent to the Transaction, the ability to maintain relationships with customers, employees and suppliers, the timing and market acceptance of products, competition in SSC's markets, SSC's reliance on customers, fluctuations in interest rates, changes in law or regulations, SSC's ability to protect its intellectual property, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at www.sedarplus.ca and in particular SSC's most recent annual information form. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC.

The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.

SSC has not independently verified the third-party data contained in this release and makes no representation as to its accuracy.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

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 release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/281220

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