Perth CBD oil firm Voyager has announced a proposed multi-million-pound merger with Jersey cannabis growers Northern Leaf.
The move will create the first vertically integrated cannabis company in the UK.
Voyager and Northern Leaf signed the heads of terms this week.
It would see Voyager purchase Northern Leaf in an all-share deal potentially worth £3.7 million.
And it could see the enlarged group valued in excess of £5 million, based on the Perth firm’s current share price.
Voyager was set up in 2020 by Nick Tulloch.
The company sells oils, soaps and “gummies” made with cannabis extracts at its stores in Dundee, Perth, St Andrews and Edinburgh.
Voyager cannabis grower merger
Speaking to The Courier, Mr Tulloch said he was delighted the two firms were coming together.
“The Voyager business has grown substantially since it was started in 2020.
“This takes us into a really different field.
“Voyager, to date, has been about over-the-counter products. None of them require a licence and (they) can all be sold from a shop shelf.
“Northern Leaf is different – they are all about medicinal products.
“But we all use the same plant, the cannabis plant.
“To bring the two companies together, we are essentially covering the waterfront in the cannabis industry.
“Whether a customer or patient is looking for medicinal products or over-the-counter, we are now in a position to supply.”
What is vertical integration?
Vertical integration allows companies to “streamline” operations by taking complete ownership of production lines.
So as Mr Tulloch said, the manufacturing expertise of Voyager will be passed on to Northern Leaf, while eventually Voyager could be in a position to use the Jersey cannabis in its own products.
This removes the need for external suppliers and other outside production processes.
Company commits to Perth
Mr Tulloch confirmed Voyager would remain based in Perth.
He pointed out the medicinal and over-the-counter cannabis market is flourishing.
Having a base in Jersey will allow the business easier access to more overseas markets.
“The Jersey operation will continue to focus entirely on medicinal operations, which is what it was built for,” he added.
“But what we would look to do, mid-term, is bring our manufacturing expertise into the Jersey facility. This will bring enormous benefit.
“The facility has full accreditation from the Home Office. It gives us far more scope in dealing with higher-end retailers like Boots and other chemists. It takes us a step-above other CBD suppliers in the UK.
“In the UK, there are around 30,000 medical cannabis patients. In Germany, there are around 300,000 medicinal users.
“Here, medical cannabis is prescribed as almost a last resort, whereas in other countries they are taking a more forward-looking view and prescribing it straight away.
“The direction of travel across Europe and the world is cannabis is coming out of its ‘dark days’, where people smoked it round the back of bike sheds at school or bought it in a packet in the pub.
“It is becoming a mainstream health and wellness product.
“CBD is sold on the High Street, we have three stores ourselves. And medical cannabis is becoming a recognised form of therapy.
“We are going to see a lot of growth in the UK and elsewhere.
“And being positioned in Jersey, with access to the UK market but not within the UK tax system, makes it a whole lot easier to get the product out to other countries as well.”
He added: “The enlarged group will set a new standard in the British Isles’ cannabis industry through its vertically integrated cultivation, manufacturing and sales divisions.
“Furthermore, it provides shareholders of both companies with exposure to both the medical and over-the-counter markets.
“With the complementary operating structures of Voyager and Northern Leaf, the enlarged group expects to be able to derive immediate revenue and cost synergies following completion of the merger.
“The merger is structured to reward and incentivise Northern Leaf shareholders who remain as long-term holders of the group, whilst matching the valuation against the future expected performance of the business.
Jersey cannabis growers
Jersey is a Crown dependency of the UK.
This means the island has the right to govern itself and set its own laws, while remaining under the protection of the UK armed forces.
Northern Leaf cultivates cannabis flower for pharmaceutical, health and wellbeing purposes at its £30m, 100,000sq ft facility.
The firm can produce up to eight tonnes of the product per year and made its first commercial export to the UK at the end of 2023.
Frank Walker and Geoff Eyre, chairman and chief executive of Northern Leaf respectively, are expected to join the Voyager board once the merger is through.
Hopes company will be UK market leaders in cannabis industry
Mr Eyre said: “This merger with Voyager delivers on our longstanding commitment to bring Northern Leaf onto the listed markets and provide liquidity for our shareholders.
“We have been impressed with the breadth of Voyager’s operations and the integration of the two businesses provides numerous opportunities for each of us to accelerate our development.
“Frank and I are looking forward to joining the Voyager board and taking the enlarged group to a position of market leadership of the cannabis industry within the British Isles.
“The enlarged group will benefit from a number of meaningful operational synergies and efficiency savings as we move towards profitable, self-sustaining cash flow generation during H2 2024.”
Jersey cannabis growth licensed
The government of Jersey issued its first cannabis growing licences in January 2021.
There are 20 countries in Europe that approve the use of medical cannabis and the market is expected to reach US$3.9 billion (£3.05 billion) per year by 2025, according to reports.