SNDL Sundial Growers Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of October 2023

Commission File Number 001-39005

SNDL INC.

(Registrant’s name)

#300, 919 - 11 Avenue SW

Calgary, AB T2R 1P3

Tel.: (403) 948-5227

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☒            Form 40-F  ☐

 

 

 

 

 

INCORPORATION BY REFERENCE

 

This report on Form 6-K shall be deemed to be incorporated by reference in SNDL Inc.’s registration statements on Form F-3 (File No. 333-253169 and File No. 333-253813) and Form S-8 (File No. 333-233156, File No. 333-262233, File No. 333-267510 and File No. 333-269242) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

 

 

 

 

 

 

 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	SNDL INC.
Date: October 30, 2023	By:	/s/ Matthew Husson
	Name:	Matthew Husson
	Title:	General Counsel & Corporate Secretary

 

 

 

 

 

 

 

 

 

 

 

 

 

EXHIBIT

 

Exhibit		Description of Exhibit
99.1		Amendment No. 7 to the Implementation Agreement, dated as of October 29, 2023, by and between SNDL Inc. and Nova Cannabis Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.1

 

AMENDMENT NO. 7 TO THE IMPLEMENTATION AGREEMENT

THIS AMENDMENT NO. 7 TO THE IMPLEMENTATION AGREEMENT (this “Amending Agreement”) is made as of October 29, 2023 (the “Amendment Date”), by and between SNDL Inc., an Alberta corporation (“SNDL”), and Nova Cannabis Inc., an Alberta corporation (the “Company”, and together with SNDL, the “Parties”, and “Party” means any one of them).

RECITALS:

WHEREAS SNDL and the Company are parties to an implementation agreement dated as of December 20, 2022, as amended on April 3, 2023, June 16, 2023, June 30, 2023, July 25, 2023, August 23, 2023 and September 28, 2023 (the “Implementation Agreement”);

AND WHEREAS, pursuant to Section 8.1 of the Implementation Agreement, the Parties wish to amend certain terms of the Implementation Agreement on the terms set forth herein;

NOW, THEREFORE, in consideration of the premises and agreements herein contained, the Parties agree as follows:

ARTICLE 1
DEFINITIONS

1.1      Definitions. Terms for which meanings are provided in the Implementation Agreement are, unless otherwise defined herein or the context otherwise requires, used in this Amending Agreement with such meanings as are assigned to them in the Implementation Agreement.

ARTICLE 2

AMENDMENTS TO THE IMPLEMENTATION AGREEMENT

2.1      Effective as of the Amendment Date, the Implementation Agreement is hereby amended by deleting the definition of “Outside Date” set forth therein in its entirety and replacing it with the following:

““Outside Date” means November 30, 2023, or such later date as may be agreed to in writing by the Parties.”

ARTICLE 3

MISCELLANEOUS

3.1      Future References to the Implementation Agreement. On and after the date of this Amending Agreement, each reference in the Implementation Agreement to “this Agreement”, “hereunder”, “hereof”, or words of like import referring to the Implementation Agreement, and each reference in any Transaction Agreement or any related document to the “Implementation Agreement”, “thereunder”, “thereof”, or words of the like import relating to the Implementation Agreement, shall mean and be a reference to the Implementation Agreement as amended hereby. The Implementation Agreement, as amended hereby, shall continue to be in full force and effect and is hereby in all respects ratified and confirmed.

3.2      Headings. The headings of the various sections of this Amending Agreement have been inserted for convenience of reference only and shall not be deemed to be a part of this Amending Agreement.

3.3      Successors and Assigns; Assignment. This Amending Agreement will be binding upon and will enure to the benefit of the Parties and their respective successors and permitted assigns.

 

 

No Party may assign this Amending Agreement, or any rights or obligations hereunder, without the prior written consent of the other Party.

3.4      Further Assurances. Each Party will, from time to time, and at all times hereafter, at the request of the other Party, but without further consideration, do all such further acts and execute and deliver all such further documents and instruments as will be reasonably required in order to fully perform and carry out the terms and intent hereof.

3.5      Counterparts. This Amending Agreement may be executed in any number of counterparts and each such counterpart will be deemed to be an original instrument but all such counterparts together will constitute one agreement. Transmission of an executed signature page by facsimile, email or other electronic means is as effective as a manually executed counterpart of this Amending Agreement.

3.6      Governing Law. This Amending Agreement will be governed by and interpreted in accordance with the laws of the Province of Alberta and the laws of Canada applicable therein. Each Party hereby irrevocably attorns to the non-exclusive jurisdiction of the courts of the Province of Alberta in respect of all matters arising under or in relation to this Amending Agreement.

[Signature page follows]

 

 

 

 

 

 

 

 

 

 

IN WITNESS WHEREOF the Parties have executed this Amending Agreement as of the Amendment Date.

 

 

			SNDL INC.
			Per:	/s/ Matthew Husson
				Name: Matthew Husson Title: General Counsel & Corporate Secretary
			NOVA CANNABIS INC.
			Per:	/s/ Marcie Kiziak
				Name: Marcie Kiziak Title: Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 

 

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