Block Commodities Ltd: Convertible Loans and Cannabis Market Entry

Block Commodities

London, 27 March 2019

Convertible Loans and Cannabis Market Entry

Block Commodities Limited (NEX: BLCC), the innovative commodity trader operating in Africa, is pleased to announce that it has raised a minimum of £400,000 through the issuance of convertible loans ("Convertible Loans") to support the Company's entry into the cannabis market. 

New Commodity Opportunity: Entry into the Cannabis Market

The Board has identified an opportunity to enter the fast-growing legal cannabis market as an operator of cannabis licences in jurisdictions where this is legally permitted. 

The global legal marijuana market is expected to reach USD 146.4 billion by end of 2025, according to Grand View Research, Inc. In 2018, six new countries announced legislation with patient numbers growing by 40% month on month. Cannabis-based medicine is now legal in 22 countries in Europe

The potential number of medicinal cannabis patients in the UK is estimated to reach as high as 2.9 million, underlining the growing long-term opportunities available in this industry.  Europe is poised to become one of the world's largest cannabis, hemp and cannabidiol (CBD) importers. The European medical cannabis market could be worth over EUR55bn by 2028.

Entering the cannabis market represents a strategic move for Block Commodities. Leveraging on its existing connections in Africa, the Board believes that the use of blockchain technology can add significant value to the production and distribution of medicinal cannabis products.

The Company has worked to develop a number of opportunities to access the development of medicinal cannabis in low-cost jurisdictions. This includes options to acquire interests in cannabis licences in Sierra Leone, Lesotho, Niger, and Malta, all of which can be formalised once sufficient capital is raised.

To date, Block Commodities has entered into a Binding Contract with shareholders of Greenbelt Company Limited to acquire a 100% interest ("Sale Shares").  Greenbelt is the licence holder of over 4000 acres of farmland in Sierra Leone which it leases to licensed retail cultivators.  In November 2018, Greenbelt was granted a licence by the Sierra Leone Minister of Agriculture and Forestry for medical cannabis production and processing. Block Commodities plans to fast-track and streamline operations in Sierra Leone as soon as the acquisition is finalised. 

Subject to successful due diligence and the execution of transactional documentation, Block Commodities has agreed to pay a premium of GBP 10,000 for a 90-day exclusive option to acquire the Sales Shares for a consideration of GBP 4 million to be satisfied by the issue of new ordinary shares at a price of £0.001 upon exercise of the option. This is at a premium to the share price of Block Commodities Limited which was £0.0003 when the shares were suspended on 21 September 2018.

The acquisition will position Block Commodities as one of the first UK-listed companies where its shares are traded on the NEX Exchange with licenses to produce and process cannabis across Africa and in Europe.

Hassan Krayem, Director of Greenbelt has invested and supported local farmers and commodities producers to increase their productivity and export their products to the international market, providing jobs for hundreds of people and also contributing to the socio-economic development of Sierra Leone. He is currently based in the United Kingdom operating five companies, with a distribution network in Europe, United States of America and Australia.

Convertible Loans

The Convertible Loans entered into with new and existing institutional investors are interest-free and will be converted into new ordinary shares of no-par value in the capital of the Company at a conversion price of £0.0007 per share, once the necessary shareholder authorities have been obtained at the forthcoming General Meeting.

Upon conversion, each investor will also receive a warrant to subscribe for a new ordinary share in the capital of the Company for each new ordinary share issued on conversion, with the warrants being exercisable at an exercise price of £0.0007 per warrant and with a term of one year.

The proceeds from the Convertible Loans will be used to finance the acquisition of options to acquire interests in medicinal cannabis licences and for general working capital purposes.

A notice to convene a General Meeting of the Company to be held as soon as practical, to (amongst other matters) seek shareholder authority to convert the Convertible Loans will be posted to shareholders no later than 1 April 2019.

Chris Cleverly, Chairman of Block Commodities commented: "I am very excited to lead Block Commodities on this new path as one of the few UK companies with cannabis licences. Today

we are delighted to welcome Greenbelt's cannabis assets to Block Commodities. Cannabis is one of the world's most highly valued crops. We have witnessed the success of companies like Canopy Growth and Aurora and we are sure that cannabis as our primary crop will enable our commodity financing, cultivation and distribution blockchain ecosystem to overcome logistics, cost of money and other issues in Africa and benefit shareholders for their support."

On the agreement with Block Commodities, Hassan Krayem commented: "Being involved in agriculture in Sierra Leone for many years, working with many different commodities, I believe medical cannabis represents a significant commercial opportunity for our local farmers to commercialise their produce and products. The cultivation of medical cannabis under our licences, along with the partnership with Block Commodities, will allow us to place Sierra Leonean farming in an international market."

About Block Commodities

Block Commodities' strategy is to maximise the value of African agricultural and other commodities through the deployment of blockchain technology. The resources will be linked through the vertical integration of primary industries down to consumers via blockchain platforms. Using blockchain's ability to dynamically incorporate all market participants into an efficient ecosystem, Block Commodities aims to facilitate the commercial operation of such ecosystems in the context of the agricultural production cycle.

In reclaiming the value lost in African agricultural and extractive industries through inefficient supply and distribution systems, Block Commodities aims to help sub-Saharan African farmers raise productivity and secure better returns for their produce. Through the deployment of disruptive technologies, Block is also developing strategies in the fast-growing cannabis market.

For more information, visit: http://www.blockcommodities.com

About Greenbelt Company Limited

Greenbelt Company is the licence holder of over 4000 acres of farmland in Sierra Leone, Africa, which it leases to licensed retail cultivators. Greenbelt presently holds agricultural and export licenses and participates in a variety of products for domestic and international trade.

Directly focused on becoming a Pan African and Global leader in the production of CBD extracts for medicinal purposes Greenbelt aim to be a cornerstone in the global supply chain, operating from a stable, progressive and low-cost jurisdictions in Africa.

For more information, visit: https://greenbeltcompany.com/#ourvision

The Directors of the Company accept responsibility for the content of this announcement.

For further information, please contact: