iAnthus Welcomes Cheetah: A Bold Step into the Lifestyle Vape Market!

The transaction propels iAnthus’ dedication to brand ingenuity, simultaneously facilitating multi-state growth for Cheetah’s product line-up

Michael Piermont, Co-Founder and CEO of Cheetah, as well as the prior CRO of Leaf Trade, will become a member of iAnthus’ Executive Team

NEW YORK and TORONTO, Dec. 30, 2024 /PRNewswire/ – iAnthus Capital Holdings, Inc. (“iAnthus” or the “Company”) (CSE: IAN) (OTCQB: ITHUF), which owns, operates and collaborates with regulated cannabis enterprises across the United States, today declared that it has entered into an asset acquisition agreement (the “Purchase Agreement”) with Cheetah Enterprises Inc. (the “Seller”), by which iAnthus will obtain the Cheetah vape brand, a swiftly expanding label recognized for its premium quality and disruptive impact in the Illinois’ cannabis sector. (the “Acquisition”).

This Acquisition signifies a significant milestone in iAnthus’ ongoing initiative to enhance its repertoire of consumer-oriented cannabis brands and promote long-term advancement. The Cheetah label has become linked with innovation and excellence, providing top-tier live resin vape products that have attracted the interest of cannabis aficionados. By incorporating Cheetah into its brand repertoire, iAnthus increases its footprint in the Illinois & Pennsylvania cannabis sectors – with further growth anticipated throughout 2025. The Acquisition is predicted to enhance iAnthus’ revenue escalation, while equipping Cheetah with the necessary resources and distribution network to amplify its market reach in Illinois and other pivotal states. Thanks to iAnthus’ extensive presence, this deal establishes a pathway for Cheetah to rise as a national frontrunner in the vape category, introducing a new dimension of excitement and diversity for cannabis consumers. Together, iAnthus and Cheetah shall utilize shared resources, operational synergies, and a cohesive brand strategy to seize growth prospects nationwide.

As part of the Acquisition, Michael Piermont, Co-Founder and CEO of Cheetah, will take on the role of Chief Commercial Officer at iAnthus. Piermont’s background in fostering growth, brand evolution, and technological innovation – including his previous role as CRO of Leaf Trade, which was successfully acquired by LeafLink in November 2024 – will be crucial in unlocking the potential of Cheetah and the broader brand portfolio of iAnthus.

“We are developing a platform where bold brands can flourish, and Cheetah epitomizes that essence,” stated Richard Proud, CEO of iAnthus. “Cheetah’s progressive strategy towards the vape market aligns perfectly with the agility, precision, and speed at which we’re creating iAnthus. This Acquisition provides us the drive to connect with consumers, venture into new markets, and integrate top-tier talent into our organization.”

Michael Piermont, CEO and Co-Founder of Cheetah remarked, “From our inception, Cheetah’s mission has been about being bold, rapid, and innovative for our consumers – characteristics that clearly resonate with iAnthus’ vision for the future of cannabis. We’re excited to collaborate with a team that values brand authenticity, understands the significance of out-of-the-box thinking, and recognizes the necessity of staying ahead in this industry.”

Details of the Transaction

Under the Purchase Agreement, iAnthus will acquire virtually all assets of the Seller associated with and used for the Seller’s cannabis wholesale operations, including the production, marketing, and sale of cannabis distillate vaporizing products under the “Cheetah” brand (the “Brand”) in the states of Illinois and Pennsylvania, except for certain excluded assets (collectively, the “Purchased Assets”), along with certain assumed liabilities linked to the Purchased Assets.

The purchase cost (the “Purchase Price”) for the Purchased Assets consists of: common shares in the capital of the Company (“Shares”) at an aggregate deemed value of approximately US$1.5 million (the “Share Consideration”), which will be issued in three (3) batches. The Shares will be issued at a deemed price of US$0.012, which represents a premium over the current market price for the Shares. The issuance of the Shares will occur post-closing in three batches and is contingent on Canadian Securities Exchange approval. Additionally, the Purchase Price encompasses non-material cash payments in four (4) installments payable upon achieving specific performance benchmarks and further earnout considerations based on EBITDA produced by the Brand after closing, as well as various other performance factors, payable in cash at several intervals until April 1, 2028.

The Shares to be issued as the Share Consideration will be provided under a prospectus exemption pursuant to Canadian securities law and will be subjected to a Canadian holding period that expires four months and a day from the date(s) of issuance. The Shares will be issued under an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) provided by Rule 903 of Regulation S enacted under the U.S. Securities Act. The Shares have not been, nor will they be, registered under the U.S. Securities Act and cannot be offered or sold within the United States or to, or for the account or benefit of, “U.S. persons” (as defined in Regulation S under the U.S. Securities Act) without registration or an exemption from the registration necessities of the U.S. Securities Act and applicable state securities laws. The Shares will be classified as “restricted securities” as defined in Rule 144(a)(3) under the U.S. Securities Act. This news release shall not constitute an offer to sell or a request for an offer to buy the Shares or any other securities, nor shall there be any sale of the Shares in any jurisdiction where such offer, solicitation, or sale would be illegal.

About iAnthus

iAnthus possesses and manages licensed cannabis cultivation, processing, and retail establishments across the United States. For additional details, visit www.iAnthus.com.

Forward Looking Statements
The statements in this news release include forward-looking remarks. These forward-looking remarks are based on current beliefs, expectations, and assumptions of management, and they do not guarantee performance and are exposed to substantial risks and uncertainties. Therefore, these forward-looking phrases should be regarded considering various significant factors, including those mentioned in the Company’s filings from time to time with the SEC and Canadian securities authorities which you should examine, including, but not limited to, the Company’s Annual Report on Form 10-K submitted to the SEC. In this news release, terms like “will”, “could”, “plan”, “estimate”, “expect”, “intend”, “may”, “potential”, “believe”, “should” and similar phrases denote forward-looking statements. Forward-looking remarks may encompass, but are not limited to, those associated with the Acquisition, including the expected closing date, the payment of the Purchase Price, the integration of Mr. Piermont into the Company’s executive team, as well as other statements regarding the Company’s fiscal performance, business strategies, development, and operational outcomes.

These forward-looking remarks should not be viewed as forecasts of future occurrences, and the Company cannot guarantee that the events or situations highlighted or reflected in these statements will be realized. Should these forward-looking remarks prove to be incorrect, the inaccuracies might be consequential. You should not view these statements as a representation or assurance from the Company or any other individual that it will meet its aims and strategies within any set timeframe, or under any circumstances. You are advised against placing excessive reliance on these forward-looking statements, which only reflect the state of affairs as of the date of this news release. The Company renounces any duty to publicly refresh or issue any updates to these forward-looking remarks, whether due to new information, future events, or otherwise, after the date of this news release or to account for the emergence of unanticipated circumstances, except as mandated by law.

Neither the Canadian Securities Exchange nor the United States Securities and Exchange Commission has evaluated, sanctioned, or rejected the content of this news release.

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SOURCE iAnthus Capital Holdings Inc.