High Tide to Acquire Regina Retail Portfolio, Strengthens Presence in Saskatchewan
July 13 2021 - 6:02AM
Business Wire
High Tide Inc. (“High Tide” or the “Company”)
(TSXV: HITI) (Nasdaq: HITI) (FRA: 2LYA), a retail-focused cannabis
corporation enhanced by the manufacturing and distribution of
consumption accessories, is pleased to announce that it has entered
into a share purchase agreement (the “Agreement”) with the
shareholders of 102105699 Saskatchewan Ltd. (the
“Corporation”), pursuant to which High Tide will acquire all
issued and outstanding shares of the Corporation for C$2,900,000
(the “Transaction”). As a result of the Transaction, High
Tide will acquire a portfolio of six (6) retail cannabis locations
in Regina, Saskatchewan, out of which one is operational and five
are in various stages of construction and development and are all
expected to be operational by the end of 2021.
"I am excited that we are adding these six new locations which
will bring High Tide’s total retail footprint in Saskatchewan to
ten stores upon completion and solidify our position as a leading
cannabis retailer in the province,” said Raj Grover, High Tide’s
President & Chief Executive Officer. “Furthermore, within the
City of Regina, there are currently only 13 operating retail
cannabis stores of which one will be ours, with five more to come
shortly. This transaction is especially beneficial to High Tide
because retail cannabis margins in Saskatchewan are higher than the
Canadian average, and new licenses are difficult to come by given
various municipal zoning restrictions in Regina,” added Mr.
Grover.
TRANSACTION DETAILS
The Transaction, which is an arm's length transaction, is
subject to, among other things, receipt of required TSX Venture
Exchange (“TSXV”) approval, Saskatchewan Liquor and Gaming
Authority approval, and other customary conditions of closing, and
is expected to close within 30 days. Pursuant to the terms of the
Transaction, High Tide will purchase 100% of the issued and
outstanding shares of the Corporation. The consideration for the
100% of the Corporation being acquired will be comprised of: (i)
C$2,150,000 (the “Share Consideration”) in common shares of
High Tide (“High Tide Shares”) on the basis of a deemed
price per High Tide Share equal to the volume weighted average
price per High Tide Share on the TSXV for the 10 consecutive
trading days preceding closing of the Transaction
(“Closing”); and (ii) C$750,000 in cash (collectively with
the Share Consideration, the “Consideration”). The cash
portion of the transaction will be funded entirely with cash on
hand.
ABOUT HIGH TIDE
High Tide is a retail-focused cannabis company enhanced by the
manufacturing and distribution of consumption accessories. The
Company is the most profitable Canadian retailer of recreational
cannabis as measured by Adjusted EBITDA,1 with 89 current locations
spanning Ontario, Alberta, Manitoba and Saskatchewan. High Tide's
retail segment features the Canna Cabana, KushBar, Meta Cannabis
Co., Meta Cannabis Supply Co. and NewLeaf Cannabis banners, with
additional locations under development across the country. High
Tide has been serving consumers for over a decade through its
established ecommerce platforms including Grasscity.com,
Smokecartel.com and Dailyhighclub.com, and more recently in the
hemp-derived CBD space through CBDcity.com and FABCBD.com as well
as its wholesale distribution division under Valiant Distribution,
including the licensed entertainment product manufacturer Famous
Brandz. High Tide's strategy as a parent company is to extend and
strengthen its integrated value chain, while providing a complete
customer experience and maximizing shareholder value. Key industry
investors in High Tide include Tilray Inc. (TSX: TLRY) (Nasdaq:
TLRY) and Aurora Cannabis Inc. (TSX: ACB) (Nasdaq: ACB). Neither
the TSXV nor its Regulation Services Provider (as that term is
defined in the policies of the TSXV) accepts responsibility for the
adequacy or accuracy of this release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain information in this news release constitutes
forward-looking statements under applicable securities laws. Any
statements that are contained in this news release that are not
statements of historical fact may be deemed to be forward-looking
statements. Forward-looking statements are often identified by
terms such as "may", "should", "anticipate", "expect", "potential",
"believe", "intend" or the negative of these terms and similar
expressions. Forward-looking statements in this news release
include statements relating to the potential effects of the
Transaction on the business of High Tide and statements with
respect to High Tide’s ability to close the Transaction. While High
Tide considers these assumptions to be reasonable, based on
information currently available, they may prove to be incorrect.
Readers are cautioned not to place undue reliance on
forward-looking statements.
Forward-looking statements also necessarily involve known and
unknown risks, including, without limitation, risks associated with
general economic conditions; adverse industry events; marketing
costs; loss of markets; future legislative and regulatory
developments involving the retail cannabis markets; inability to
access sufficient capital from internal and external sources,
and/or inability to access sufficient capital on favourable terms;
the retail cannabis industries generally; income tax and regulatory
matters; the ability of High Tide to implement its business
strategy; competition; currency and interest rate fluctuations; the
COVID-19 pandemic nationally and globally and the response of
governments to the COVID-19 pandemic in respect of the operation of
retail stores, High Tide’s ability to close the Transaction, and
other risks. Readers are cautioned not to place undue reliance on
forward-looking statements, as there can be no assurance that the
plans, intentions or expectations upon which they are placed will
occur. Readers are further cautioned that the assumptions used in
the preparation of such forward-looking statements (including, but
not limited to, the assumption that (i) High Tide’s financial
condition and development plans do not change as a result of
unforeseen events, (ii) there will continue to be a demand, and
market opportunity, for High Tide’s product offerings; (iii)
current and future economic conditions will neither affect the
business and operations of High Tide nor High Tide’s ability to
capitalize on anticipated business opportunities, although
considered reasonable by management of High Tide at the time of
preparation, may prove to be imprecise and result in actual results
differing materially from those anticipated, and as such, undue
reliance should not be placed on forward-looking statements).
Forward-looking statements, forward-looking financial
information and other metrics presented herein are not intended as
guidance or projections for the periods referenced herein or any
future periods, and in particular, past performance is not an
indicator of future results and the results of High Tide in this
press release may not be indicative of, and are not an estimate,
forecast or projection of High Tide future results. Forward-looking
statements contained in this news release are expressly qualified
by this cautionary statement and reflect our expectations as of the
date hereof, and thus are subject to change thereafter. High Tide
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law. Factors that
could cause anticipated opportunities and actual results to differ
materially include, but are not limited to, matters referred to
above and elsewhere in High Tide's public filings and material
change reports, which are and will be available on SEDAR.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in the United
States of America. The securities have not been and will not be
registered under the United States Securities Act of 1933 (the
“1933 Act”) or any state securities laws and may not be offered or
sold within the United States or to U.S. Persons (as defined in the
1933 Act) unless registered under the 1933 Act and applicable state
securities laws, or an exemption from such registration is
available.
_______________________________________
1Adjusted EBITDA is a non-IFRS financial measure.
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version on businesswire.com: https://www.businesswire.com/news/home/20210713005344/en/
Media Inquiries: High Tide Inc. Omar Khan Senior Vice President,
Corporate and Public Affairs omar@hightideinc.com Tel. 1 (647)
985-4401
Investor Inquiries: High Tide Inc. Vahan Ajamian Capital Markets
Advisor vahan@hightideinc.com
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