The Company will receive approximately $9.8 million in gross proceeds
/NOT FOR DISSEMINATION IN THE
UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES./
EDMONTON, AB, July 2, 2021
/CNW/ - Fire & Flower Holdings Corp. ("Fire &
Flower" or the "Company") (TSX: FAF) (OTCQX: FFLWF),
today announced that the Company has completed the previously
announced exercise of A-3 warrants by 2707031 Ontario Inc.
("2707"), a wholly-owned indirect subsidiary of Alimentation
Couche-Tard Inc. ("ACT"), the owners of Circle K. The Company was
granted an advanced ruling certificate from the Commissioner of
Competition ("Competition Act Clearance") which allows for
the gross proceeds of approximately $9,770,374 to be released to Fire &
Flower while 10,505,779 common shares of Fire &
Flower, exercised at $0.93 per
share, have been issued to 2707. Following the exercise of the A-3
warrants, ACT's ownership stake in Fire and Flower is now
approximately 22.4%.
2707 hold $2,407,415 principal
amount of 8.0% convertible debentures, and share purchase warrants
which, together with certain participation and top-up rights
pursuant to an Amended and Restated Investor Rights Agreement dated
September 16, 2020, if exercised in
full, would entitle ACT to aggregate direct and indirect ownership
of 50.1% of the issued and outstanding common shares of Fire &
Flower on a fully diluted basis.
"The closing of the recent exercise of A-3 warrants further
solidifies the strong relationship we have with Alimentation
Couche-Tard as they continue to support our emerging position as
the leading technology-driven cannabis retailer, strategically
expanding into new global markets. The proceeds we received
following the warrant exercise have fortified our balance sheet
allowing us to effectively execute on our near-term and long-term
growth strategies. Having a globally recognized leader such as ACT
as our strategic partners brings substantial financial benefits and
global retail opportunities to Fire & Flower while creating
significant value for our shareholders," stated Trevor Fencott, Chief Executive Officer of Fire
& Flower.
About Fire & Flower
Fire & Flower is a leading purpose-built,
independent adult-use cannabis retailer focused on the
Canadian market and international expansion opportunities. Fire
& Flower guides consumers through the complex world of cannabis
through education-focused, best-in-class retailing while
the Hifyreä digital platform connects consumers with
cannabis products. Fire & Flower's leadership team combines
extensive experience in the cannabis industry with strong
capabilities in retail operations.
Fire & Flower is a multi-banner cannabis retail operator
that owns and operates the Fire & Flower, Friendly Stranger,
Happy Dayz and Hotbox brands.
Fire & Flower Holdings Corp. owns all issued and outstanding
shares in Fire & Flower Inc. and Friendly Stranger Holdings
Corp., licensed cannabis retailers that own and operate
cannabis retail stores in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario, and the Yukon territory.
Through the strategic investment of Alimentation
Couche-Tard Inc. (owner of Circle K convenience stores), Fire
& Flower has set its sights on the global expansion as new
cannabis markets emerge.
To learn more about Fire & Flower, visit
www.fireandflower.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news release contains certain forward-looking information
within the meaning of applicable Canadian securities laws
("forward-looking statements"). All statements other than
statements of present or historical fact are forward-looking
statements. Forward-looking statements are often, but not always,
identified by the use of words such as "anticipate", "achieve",
"could", "believe", "plan", "intend", "objective", "continuous",
"ongoing", "estimate", "outlook", "expect", "project" and similar
words, including negatives thereof, suggesting future outcomes or
that certain events or conditions "may" or "will" occur. These
statements are only predictions.
Forward-looking statements are based on the opinions and
estimates of management of Fire & Flower at the date the
statements are made based on information then available to the Fire
& Flower. Various factors and assumptions are
applied in drawing conclusions or making the forecasts or
projections set out in forward-looking
statements Forward-looking statements are subject to and
involve a number of known and unknown, variables, risks and
uncertainties, many of which are beyond the control of Fire &
Flower, which may cause Fire & Flower's actual performance and
results to differ materially from any projections of future
performance or results expressed or implied by such forward-looking
statements. Such factors, among other things,
include: final regulatory and other approvals or
consents; fluctuations in general macroeconomic conditions;
fluctuations in securities markets; the impact of the COVID-19
pandemic;
the ability of the Company to successfully
achieve its business objectives and political and social
uncertainties.
No assurance can be given that the expectations reflected in
forward-looking statements will prove to be
correct. Although the forward-looking statements
contained in this news release are based upon what management of
the Company believes, or believed at the time, to be reasonable
assumptions, the Company cannot assure shareholders that actual
results will be consistent with such forward-looking statements, as
there may be other factors that cause results not to be as
anticipated, estimated or intended. Readers should not place undue
reliance on the forward-looking statements and information
contained in this news release. Additional information regarding
risks and uncertainties relating to the Company's business are
contained under the heading "Risk Factors" in the Company's annual
information form dated April 30, 2021
and other disclosure documents filed on the Company's issuer
profile on SEDAR at www.sedar.com. The forward-looking
statements contained in this new release are made as of the date of
this news release, and the Company does not undertake to update any
forward-looking statements that are contained or referenced herein,
except in accordance with applicable securities laws.
No stock exchange, securities commission or other regulatory
authority has approved or disapproved the information contained
herein.
SOURCE Fire & Flower Holdings Corp.