RWB acquires controlling stake in European cannabis platform
Red White & Bloom Brands (CSE: RWB) has closed a transaction with HEAL Botanicals Pharma that gives the Toronto-listed cannabis group a controlling interest in HEAL Europe Holdings Corp (HEH), an integrated medical cannabis platform operating across Germany and the United Kingdom. The deal, structured for nominal consideration on the equity, is accompanied by a senior secured credit facility of up to C$25 million that RWB has committed to HEH, of which C$18.7 million has already been advanced.
The European platform includes the Grünhorn group, which fulfilled approximately 290,000 medical cannabis prescriptions in the twelve months to July 2026. Collectively, the businesses within the platform dispensed or distributed more than 12 tonnes of medical cannabis in the same period, though the company notes these figures are unaudited and have not been independently verified.
The deal structure
RWB holds a 62.63% equity interest in HEH, which in turn owns 80% of Grünhorn Gruppe AG, giving RWB an indirect 50.1% stake in the German operations. In the United Kingdom, RWB has acquired a direct 29.82% interest in both Zerenia Clinics and Leva HEAL, combined with an indirect stake through HEH, resulting in an effective interest of approximately 61.3% in each entity. Zerenia operates a private medical cannabis clinic in the UK. The credit facility carries a fixed interest rate of 12% per annum on a three-year term maturing September 2029, with interest during the first six months capitalised as payment-in-kind.
Colby De Zen, President of RWB, said the company is "entering these markets with established businesses, proven operating infrastructure and experienced teams already in place," which he said provides an "exceptional foundation from which to scale."
Market context
Germany's regulatory reforms of 2024 removed cannabis from its narcotics classification for personal use and expanded the medical access framework, and the effect on import volumes has been striking. BfArM data cited by RWB shows medical cannabis flower imports rose from roughly 73 tonnes in 2024 to approximately 205 tonnes in 2025, a year-on-year increase of around 176%. Industry estimates suggest Germany's pharmacy-based medical cannabis market exceeded €1 billion in annual sales in 2025, making it the largest regulated market on the continent by some margin.
The UK market is at an earlier stage of development. Private medical cannabis prescriptions have grown steadily since specialist clinics were permitted to prescribe following the 2018 rescheduling, and the country imported more than 30,000 kilograms of dried cannabis flower in 2025 according to figures cited by RWB. Regulatory and reimbursement barriers remain, and the Advisory Council on the Misuse of Drugs has been conducting a review of the sector, the outcome of which could reshape prescribing conditions for private operators including Zerenia.
RWB itself has been reshaping its portfolio ahead of the European push. The company recently divested its Florida cannabis operations and acquired Canadian distributor Ayurcann Inc., moves it describes as part of a deliberate repositioning. A number of North American cannabis groups have looked to Europe as a growth outlet as mature domestic markets face margin pressure and regulatory fragmentation, though translating scale from one jurisdiction to another has proved challenging for several operators. The combination of equity control and a senior secured lending position gives RWB a degree of downside protection that pure equity acquisitions in the sector typically lack.