This news release constitutes a "designated
news release" for the purposes of the Company's prospectus
supplement dated May 4, 2021, to its
short form base shelf prospectus dated September 2, 2020
TORONTO, July 15, 2021 /CNW/ - Halo Collective Inc.
("Halo" or the "Company") (NEO: HALO) (OTCQB: HCANF) (Germany:
A9KN), a vertically integrated multinational cannabis company, is
pleased to announce that, further to its press releases dated
February 14, 2020, and September 1, 2020, the Company, through its
wholly-owned subsidiary Halo KushBar Retail Inc. ("Halo KushBar"),
has completed the purchase of certain KushBar retail cannabis
assets from High Tide Inc. ("High Tide") (TSXV: HITI) (NASDAQ:
HITI) (FRA: 2LYA), pursuant to the terms of an amended and restated
asset purchase agreement by and among the Company, High Tide and
Halo KushBar, among others (the "Purchase Agreement").
In accordance with the Purchase Agreement, Halo KushBar acquired
three operating KushBar retail cannabis stores located in the
province of Alberta (the
"Portfolio"). In consideration for the Portfolio, the Company
previously issued 13,461,538 common shares in the capital of the
Company ("Halo Shares") to High Tide as a deposit, and on closing
issued a convertible promissory note (the "Initial Note") to High
Tide in the principal amount of $1.8
million with a conversion rate of $0.16 per Halo Share.
Under the terms of the Purchase Agreement, the Company has also
agreed to issue a convertible promissory note on the 12-month
anniversary of closing (the "Earnout Note" and together with the
Initial Note, the "Halo Notes") in the principal amount of
$400,000 with a conversion rate of
$0.16 per Halo Share, provided that
certain revenue thresholds are met. If the Portfolio produces
aggregate revenue less than the set threshold for the prior 12
months, then the principal amount of the Earnout Note will be
reduced dollar for dollar.
Each of the Halo Notes is secured solely by the Portfolio.
Accordingly, there are no additional Halo SaloHaHhares or Halo
Share warrants being issued.
In addition, concurrently with closing, Halo KushBar and High
Tide entered into a retail management agreement under which Halo
KushBar will continue to engage High Tide to substantially oversee
all aspects of its retail cannabis operations with respect to the
Portfolio and will pay High Tide ongoing royalties for regulatory
advisory services and retail management through blended monthly
payments.
"The acquisition of KushBar is Halo's first entry into
Canada. Combined with our other
international assets, in the U.K. and Lesotho, as well as our planned acquisitions
we are well on our way to creating a large international ecosystem
as many countries are relaxing cannabis restrictions," said
Kiran Sidhu, CEO and Co-Founder.
About Halo Collective Inc.
Halo is a leading, vertically integrated cannabis company that
cultivates, extracts, manufactures, and distributes quality
cannabis flower, oils, and concentrates and has sold approximately
nine million grams of oils and concentrates since inception. Halo
continues to expand its business and scale efficiently, partnering
with trustworthy leaders in the industry, who value Halo's
operational expertise in bringing top-tier products to market.
The Company is currently operating in the United States in California and Oregon, in Southern
Africa in the Kingdom of Lesotho, and in the United Kingdom. The Company sells cannabis
products principally to dispensaries in the U.S. under its brands,
Hush, Mojave, and Exhale, and
under partnership or license with DNA Genetics, Terphogz and
FlowerShop, a cannabis lifestyle and conceptual wellness brand in
which G-Eazy is a partner and key member of FlowerShop. The Company
has also acquired three KushBar retail cannabis stores location in
the Canadian province of Alberta.
As part of continued expansion and vertical integration in the
U.S., Halo boasts several grow operations throughout Oregon and two planned in California. In Oregon, the Company has a combined 9 acres of
outdoor cultivation, including East Evans Creek, a six-acre grow
site in Jackson County, Blue Sky
Farms, a two-acre grow site located in Jackson County and Winberry Farms, a one-acre
grow site located 30 miles outside Eugene in Lane
County. In California, the
Company is building out Ukiah Ventures, a planned
30,000-square-foot indoor grow and cannabis processing facility
including up to an additional five acres of industrial land to
expand this indoor grow site. Recently, Halo partnered with Green
Matter Holding to purchase Bar X Farm in Lake County, developing up to 80 acres of
cultivation which would comprise the largest single licensed grow
in California.
Halo also has acquired a range of software development assets,
including technology platforms CannPOS, Cannalift, and, more
recently, CannaFeels. Halo also owns the discrete sublingual dosing
technology, Accudab. The Company intends to spin-off these assets
along with its intellectual property and patent applications into
its subsidiary Halo Tek Inc. and complete a distribution to
shareholders on a record date to be determined by Halo.
Halo has recently announced its intention to reorganize its
non-U.S. operations into a newly formed Alberta corporation called Akanda Corp.
("Akanda") whose mission will be to provide high quality and
ethically sourced medical cannabis products for patients worldwide.
Akanda will seek to deliver on this promise while driving positive
change in wellness, empowering individuals in Lesotho, and by uplifting the quality of the
lives of employees and the local communities where it operates –
and while limiting its carbon footprint. Akanda will combine the
scaled production capabilities of Bophelo Bioscience & Wellness
Pty. Ltd. ("Bophelo"), Halo's Lesotho-based cultivation and processing
campus, located in the world's first Special Economic Zone (SEZ)
containing a cannabis growth operation, with distribution and
route-to-market through Canmart Ltd. ("Canmart"), Halo's UK-based
fully approved pharmaceutical importer and distributor which
supplies pharmacies and clinics within the UK. With a potential
maximum licensed canopy area of 200 hectares (495 acres), Bophelo
has scalability that is arguably unmatched in the world today.
For further information regarding Halo, see Halo's disclosure
documents on SEDAR at www.sedar.com
Connect with Halo Collective: Email
| Website | LinkedIn | Twitter | Instagram
www.haloco.com/investors
About High Tide Inc.
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 EBITDA1, with 86
current locations spanning Ontario, Alberta, Manitoba and Saskatchewan. High Tide's retail segment
features the Canna Cabana, 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.
__________________________
|
1 Adjusted
EBITDA is a non-IFRS financial measure.
|
For more information about High Tide Inc., please
visit www.hightideinc.com and its profile page on SEDAR
at www.sedar.com.
Cautionary Note Regarding Forward-Looking Information and
Statements
This press release contains certain "forward-looking
information" within the meaning of applicable Canadian securities
legislation and may also contain statements that may constitute
"forward-looking statements" within the meaning of the safe harbor
provisions of the United States Private Securities Litigation
Reform Act of 1995. Such forward-looking information and
forward-looking statements are not representative of historical
facts or information or current condition, but instead represent
only Halo's beliefs regarding future events, plans or objectives,
many of which, by their nature, are inherently uncertain and
outside of Halo's control. Generally, such forward-looking
information or forward-looking statements can be identified by the
use of forward-looking terminology such as "plans", "expects" or
"does not expect", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates" or "does not
anticipate", or "believes", or variations of such words and phrases
or may contain statements that certain actions, events or results
"may", "could", "would", "might" or "will be taken", "will
continue", "will occur" or "will be achieved". Forward-looking
information may relate to anticipated events or results including,
but not limited to the issuance of the Earnout Note, Halo's planned
expansion into the Canadian retail market, the expected size and
capabilities of the final facility planned at Ukiah Ventures, the
size of Halo's planned cultivation facility in Northern California, the ability of Bophelo
and Canmart to serve international markets and Halo's intentions
with respect to Akanda and its international assets.
By identifying such information and statements in this
manner, Halo is alerting the reader that such information and
statements are subject to known and unknown risks, uncertainties
and other factors that may cause the actual results to be
materially different from those expressed or implied by such
information and statements. In addition, in connection with the
forward-looking information and forward-looking statements
contained in this press release, Halo has made certain assumptions.
Although Halo believes that the assumptions and factors used in
preparing, and the expectations contained in, the forward-looking
information and statements are reasonable, undue reliance should
not be placed on such information and statements, and no assurance
or guarantee can be given that such forward-looking information and
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
information and statements. Among others, the key factors that
could cause actual results to differ materially from those
projected in the forward-looking information and statements are the
following: delays in obtaining required licenses or approvals,
delays or unforeseen costs incurred in connection with
construction, the ability of competitors to scale operations in
Northern California, delays or
unforeseen difficulties in connection with the cultivation and
harvest of Halo's raw material, changes in general economic,
business and political conditions, including changes in the
financial markets; and the other risks disclosed in the Company's
annual information form dated March 31,
2021 and other disclosure documents available on the
Company's profile at www.sedar.com. Should one or more of these
risks, uncertainties or other factors materialize, or should
assumptions underlying the forward-looking information or
statements prove incorrect, actual results may vary materially from
those described herein as intended, planned, anticipated, believed,
estimated or expected.
The forward-looking information and forward-looking
statements contained in this press release are made as of the date
of this press release, and Halo does not undertake to update any
forward-looking information and/or forward-looking statements that
are contained or referenced herein, except in accordance with
applicable securities laws. All subsequent written and oral
forward-looking information and statements attributable to Halo or
persons acting on its behalf is expressly qualified in its entirety
by this notice.
SOURCE Halo Collective Inc.