This news release constitutes a "designated
news release" for the purposes of the Company's prospectus
supplement dated December 3, 2021 to
its short form base shelf prospectus dated April 22, 2021.
CALGARY,
AB, April 22, 2022 /CNW/ - High Tide Inc.
("High Tide" or the "Company") (Nasdaq: HITI) (TSXV:
HITI) (FSE: 2LYA), a leading retail-focused cannabis company with
bricks-and-mortar as well as global e-commerce assets, is pleased
to announce that further to its press release dated April 1, 2022, the Company has completed its
acquisition (the "Acquisition") of 100% of the equity
interest of 2080791 Alberta Ltd. operating as Boreal Cannabis
Company ("Boreal") which operates two retail cannabis stores
in Northern Alberta (the
"Stores") for CAD$2.2 Million,
plus the wholesale value of inventory, which is estimated to be
approximately CAD$175,000 on closing
and approximately CAD$200,000 cash on
hand at closing (the "Transaction"). The Stores are located
at 1104 Main Street SW in Slave Lake,
Alberta, and 4225 50 Avenue in St.
Paul, Alberta. The Slave
Lake store was the first to open in the municipality and is
located in a commercial plaza that is a short walk or drive away
from the main campus of Northern Lakes College, and the Slave Lake
Inn and Conference Centre. The St.
Paul store is situated on the main east-west corridor in the
town, as part of a commercial district that features several
national big box chains and restaurants. For the three months ended
January 31, 2022, Boreal generated
annualized revenue of CAD$3.9 Million
and annualized Adjusted EBITDA1 of
CAD$0.6 Million. The purchase price
represents 3.5x annualized Adjusted EBITDA for the three months
ended January 31, 2022.
TRANSACTION DETAILS
The Acquisition was completed pursuant to the terms of a
share purchase agreement, dated March 31,
2022 ("Acquisition Agreement"). High Tide acquired
100% of Boreal for (i) 443,301 common shares of High Tide (each a
"High Tide Share") valued at CAD$2.4
Million (the "Share Consideration"), on the basis of
a deemed price of CAD$5.4312 per
High Tide Share, being equal to the volume weighted average price
per High Tide Share on the TSX Venture Exchange ("TSXV") for
the 10 consecutive trading days preceding the closing of the
Acquisition, and (ii) approximately CAD$200,000 in cash, on account of cash on hand
in Boreal. The purchase price is subject to a post-closing working
capital adjustment provision, to address any increase or decrease
of working capital, inventory or cash estimated as of the closing
date. The closing of the Transaction remains subject to final
approval from the TSXV.
_______________________________
|
1 Adjusted
EBITDA is a non-IFRS financial measure.
|
GRANT OF OPTIONS
Separately, High Tide granted 3,000 stock options (the
"Employee Options") to certain employees, pricing determined
by the TSXV close price the day before this press release,
exercisable over a period of three (3) years, that fully vest over
a two (2) year period.
The Company also granted stock options equivalent to
USD$75,000 (the "Consultant
Options") to certain consultants, exercisable for a period of
three (3) years, that fully vest over a two (2) year period. The
volume of the Consultant Options will be determined based on the
price per High Tide Share as of the close of the TSXV on the day
before this press release.
ABOUT HIGH TIDE
High Tide is a leading retail-focused cannabis company with
bricks-and-mortar as well as global e-commerce assets. The Company
is the largest non-franchised Canadian retailer of recreational
cannabis as measured by revenue, with 117 current locations
spanning Ontario, Alberta, Manitoba, and Saskatchewan. High Tide was featured in the
third annual Report on Business Magazine's ranking of Canada's Top Growing Companies in 2021 and was
named as one of the top 10 performing diversified industries stocks
in the 2022 TSX Venture 50™. The Company is also North America's first and only cannabis
discount club retailer, featuring Canna Cabana, Meta Cannabis Co.,
and Meta Cannabis Supply Co. banners, with additional locations
under development across the country. High Tide's portfolio also
includes retail kiosk and smart locker technology – Fastendr™. High
Tide has been serving consumers for over a decade through its
established e-commerce platforms including Grasscity.com,
Smokecartel.com, Dailyhighclub.com, and Dankstop.com and more
recently in the hemp-derived CBD space through Nuleafnaturals.com,
FABCBD.com, BlessedCBD.co.uk, and BlessedCBD.de, 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.
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.
For more information about High Tide Inc., please visit
www.hightideinc.com, its profile page on SEDAR at www.sedar.com,
and its profile page on EDGAR at www.sec.gov.
ABOUT BOREAL
Founded in 2019, Boreal Cannabis is built on a foundation of
love, passion, and a strong belief in how cannabis can help in the
lives of everyday Canadians. With equal commitments to quality and
fairness in price, Boreal's mission is to ensure that cannabis
culture is accessible and welcoming for all. Whether it is
providing insight and education or friendly service, Boreal
strongly believes in treating everyone as people, not just
customers.
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 anticipated effects of the
closing of the Transaction on the business and operations of High
Tide; High Tide's plans to extend and strengthen its integrated
value chain, while providing a complete customer experience and
maximizing shareholder value; and the closing of the Transaction
remaining subject to final approval from the TSXV.
Forward-looking information in this news release are based on
certain assumptions and expected future events, namely: that High
Tide will have the ability to successfully complete the Transaction
(and will have the ability to obtain all requisite approvals) on
the terms and within the timelines anticipated by High Tide; High
Tide's financial condition and development plans do not change as a
result of unforeseen events; there will continue to be a demand,
and market opportunity, for High Tide's product offerings; 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); High Tide obtaining the
re quiste approvals
to close the Transaction; 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.
These statements involve known and unknown risks,
uncertainties and other factors, which may cause actual results,
performance or achievements to differ materially from those
expressed or implied by such statements, including but not limited
to: the risks associated with the cannabis and CBD industries in
general; the inability of High Tide to obtain requisite approvals
to close the Transaction; the inability of High Tide to pursue
develop further retail acquisitions in the future, and the
inability of High Tide to extend and strengthen its integrated
value chain, while providing a complete customer experience and
maximizing shareholder value.
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.
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SOURCE High Tide Inc.