Company Information

Freyherr International Group plc

Incorporated in:              England & Wales
Company Number:        11160911
Legal Entity Identifier:  213800XMPEIC8VQYNF95

Registered Office:

No. 1 London Bridge
London
SE1 9BG

Group Profile

Freyherr International Group plc is the UK parent company of a group engaged in the production of medicinal cannabis, cannabis cultivation and the production of cannabis dosing and dispensing packaging. Operations are centred in Slovenia and the Group principally operates within the EU.
The Group currently consists of 3 operating companies in Slovenia:

Freyherr d.o.o. has expertise in the cultivation and harvesting of cannabis as well as the formulation, marketing and distribution of cannabis and cannabis derived concentrates and extracts. It is currently growing cannabis in Slovenia and has invested in various cannabis production facilities in other jurisdictions.

Freyherr Pharma d.o.o. is the analytics and pharmaceutical arm of the Group and holds an EU GMP certificate. It operates from its own certified building and manufactures CBD products for the Group and produces white label CBD products supplying them to various EU countries.

Patron d.o.o. is the dosing and dispensing arm which has been trading since 2015 it markets products suitable for dispensing concentrates and extracts of all sorts of nutritional and pharmaceutical products. The company also offers Cannabinoid analysis to identify the THC, CBD, or CBN levels in a given extract, concentrate or plant.

Share Information

Number of Ordinary Shares in Issue:
25,763,868 ordinary shares of £0.01 each
ISIN:          GB00BJK3K011
SEDOL:     BJK3K01
Ticker:      FRYR

Directors’ shareholdings

Ordinary shares

Name No. of Ordinary Shares % holding
Luka Freyer 7,323,232 28.42 %
Tomaž Frelih1 7,133,838 27.69 %
Eva Tavčar Benkovič 3,535,353 13.72 %
Boris Eržen2 1,010,100 3.92 %
Tony Burke Nil 0.00 %
73.75 %

1 Mr. Frelih’s shareholding is held by Profiling d.o.o. his family company

2  Mr. Erzen’s shareholding is held by Gedala Limited, incorporated in Cyprus, and its wholly-owned subsidiary Avemontis d.o.o., incorporated in Slovenia. Mr Eržen is the ultimate beneficial owner of Gedala

Material Shareholdings (3% or above)

Ordinary shares

Name No. of Ordinary Shares % holding
Beautiful Things Foundation 2,777,777 10.78%
Marko Rogl 1,111,111 4.31%

Shares in Public hands

The percentage of the Company’s shares in public hands is                15.38 %

The information in this section was last updated on 13th August 2019.

There are no restrictions on the transfer of shares.

WARRANTS:
There are a total of 257,639 warrants in existence of various prices and exercise dates.

Corporate Governance

Executive Directors

Tomaž Frelih

Chief Executive

Age 35

Also managing director of Freyherr Slovenia and MAM, Tomaž originally studied Computer and Information Science at Ljubljana University becoming President of the Student Union in 2007 representing 120,000 students with ultimate responsibility for a €15 million budget. His interest in the commercialization of knowledge led to him establishing a start-up school connecting early stage companies to investors from South East Europe and subsequently the USA. In 2011 he established a Silicon Valley branch office to continue connecting investors and start-up projects and where he and his team helped raise $45 million for 600 plus teams and companies that pitched at more than 200 events.

In start-up school he held various interim CEO roles. He co-founded Patron, and subsequently Freyherr d.o.o, with Luka Freyer who he met when Luka attended the start-up school in Slovenia seeking finance for a cannabis business. Together they have grown the business from three original founders to a group of three distinct but complimentary businesses employing 28 people in under two years.
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Luka Freyer

Business Development Director

Age 42

Luka Freyer is an experienced entrepreneur and is the founder of Patron and the co-founder of Freyherr Slovenia. Originally working in sales and then business development he founded and developed several businesses before joining the [start up/ entrepreneurs school] in 2015 where he met the co-founder of Freyherr Slovenia, Tomaž Frelih.

Having developed Patron’s first precision dispenser for cannabis oil in 2014 this led him to become one of the early experts and developers of the medicinal cannabis industry [in Europe]. His main area of expertise is in flower production, GMP standardization, extraction technologies and product quality management. He oversaw the process of one of the first medicinal cannabis licence applications in Macedonia and successfully registered a fully operational 20.000m² sophisticated cannabis production facility in April 2017.

Currently he is involved in opening new market opportunities for the Group, and expanding the Group’s global footprint.
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Eva Tavčar Benković

Technical Director

Age 33

Eva has a Master of Pharmacy degree and a PhD in biomedicine from the University of Ljubljana. She specialises in phytochemistry and the effects and quality of herbal medicinal drugs and has been researching and developing herbal medicines, food supplements and cosmetic products for over 10 years. She remains a researcher and assistant professor at the University.

Her particular interest in cannabis research and its medicinal properties began when she developed an analytical method for the determination of cannabinoid content. She has held a community pharmacist licence since 2010 and she is acknowledged as an expert in her field and has contributed to peer-review scientific papers, some book chapters and various articles on cannabinoids.

She is responsible for technological development of Freyherr, and oversees the activities of experts in the fields of agronomy, chemistry, pharmacy, compliance and medicinal impact, and covers development of methods of production from seeds to the constituents of the final products.

Non-Executive Team

Boris Eržen

Non-executive

Age 41

Boris Eržen originally trained as a lawyer and has a LL.B from the Faculty of Law, University of Ljubljana and a LL.M. from University of London. He has worked in start-ups for the last 14 years as a general counsel, mainly in the IT industry where he has managed all legally related activities of quickly growing companies, including preparation for the entry of professional investors.

At Slovenian search-engine Najdi.si he developed the legal function to support over 100 employees and enable its sale to local telco Telekom Slovenije for more than €10 million. In2011 he joined Outfit7 as general counsel and helped make the “Talking Tom” franchise a multi-billion download hit with over 200 employees, The company was sold to a consortium of Chinese investors under leadership of United Luck for US $1 billion in 2016. His expertise principally lies in corporate structuring, IP protection, contract negotiation and building a legal function in a start-up in a way which facilitates exponential growth while ensuring legal compliance throughout the organisation.

Tony Burke -

Non-executive Chairman

Age 59

Tony Burke started his career in the City of London in the late 1970’s on the floor of the London Stock Exchange as a ‘stockjobber’ and was made an ‘individual’ member of the London Stock Exchange in 1985. Tony has spent the last 40+ years serving as either principal or director in both established and emerging investment firms within the areas of fund management, proprietary trading, stock broking, and investor relations.

Over his long career Tony has built strong, broad-based relationships with buy-side institutions, fund managers, sell-side analysts, investment banks, family offices, and professional investors. He has also worked – as a director and/or principal – on three different continents.

Some of the areas he has been active in are: Social Impact Investment; Renewable Energy; Long/Short equity strategies; Infrastructure; Cash and Cash Equivalents; FinTech, Real Estate; Specialist Investments.
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Regulatory Announcements

Company Documents

Articles of Association

Freyherr articles of association

Annual Report 2018

Freyherr annual report 2018

Admission Document

Company Advisers

Corporate Advisor

Investor Relations

Lawyers in Slovenia

Level 17 Dashwood House
69 Old Broad Street
London EC2M 1QS

Helford Capital Partners
97 Jermyn Street
London
SW1Y 6JE

Odvetnik Marko Rogl
Trg republike 3
SI-1000 Ljubljana

UK Auditors

Auditors in Slovenia

Solicitors in London

60 Goswell Road
London
EC1M 7AD

Grant Thornton Audit d.o.o.
Linhartova 11a
1000 Ljubljana
Slovenia

No. 1 London Bridge
London
SE1 9BG

Shareholder Enquiries

General shareholder enquiries should be directed to the shareholder service team at

Link Asset Services
34 Beckenham Road
Beckenham
Kent
BR3 4TU

Tel: 0871 664 0300

email: enquiries@linkgroup.co.uk

Freyherr International Group plc Companies

Freyherr d.o.o.
Kersnikova ulica 10
1000 Ljubljana
Slovenia
TAX ID: SI99693488

Freyherr Pharma d.o.o.
Vanganelska cesta 26
6000 Koper – Capodistria
Slovenia
TAX ID: SI50830643

Patron d.o.o.
Kersnikova ulica 10
1000 Ljubljana
Slovenia
TAX ID: 66366119