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CALGARY,
AB, July 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 the closing of its previously announced "bought
deal" offering (the "Offering") of units of the Company (the
"Units"), including the exercise in full of the
underwriters' over-allotment option. The Offering was led by
Echelon Wealth Partners Inc., together with ATB Capital Markets
Inc., Beacon Securities Limited, Roth Canada, Inc. and Eight
Capital (collectively, the "Underwriters").
In connection with the Offering, the Company issued an aggregate
of 4,956,960 Units at a price of $2.32 per Unit, for aggregate gross proceeds of
$11,500,147.20. Each Unit is
comprised of one common share of the Company (each, a "Common
Share") and one Common Share purchase warrant (each whole
warrant, a "Warrant"). Each Warrant entitles the holder
thereof to acquire one Common Share of the Company for a period of
60 months from closing of the Offering at an exercise price of
$2.73 per Warrant.
The TSX Venture Exchange ("TSXV") has conditionally
approved the listing of the Common Shares and the Common Shares
issuable upon the exercise of the Warrants. Listing will be subject
to the Company fulfilling all the listing requirements of the
TSXV.
The net proceeds of the Offering will be used for constructing
and opening new retail cannabis store locations, the repayment of
debt and for general corporate and working capital purposes.
Garfinkle Biderman LLP acted as legal advisors to the Company in
connection with the Offering. Stikeman Elliott LLP acted as legal
advisors to the Underwriters in connection with the Offering.
No securities regulatory authority has either approved or
disapproved of the contents of this news release. This news release
shall not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of the securities, in
the United States or any other
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The securities being
offered have not been, nor will they be, registered under
the United States Securities
Act of 1933, as amended, and such securities may not be offered
or sold within the United States
or to, or for the account or benefit of, U.S. persons absent
registration or an applicable exemption from U.S. registration
requirements and applicable U.S. state securities laws.
RELATED PARTY TRANSACTION
Certain insiders of the Company (the "Participating
Insiders") participated in the Offering and acquired an
aggregate of 130,800 Units pursuant to the Offering. The
participation of the Participating Insiders in the Offering
constitutes a "related party transaction", as such term is defined
in Multilateral Instrument 61-101 – Protection of Minority
Shareholders in Special Transactions ("MI 61-101") and
would require the Company to receive minority shareholder approval
for and obtain a formal valuation for the subject matter of, the
transaction in accordance with MI 61-101, prior to the completion
of such transaction. However, in completing the Offering, the
Company has relied on exemptions from the formal valuation and
minority shareholder approval requirements of MI 61-101, in each
case on the basis that the fair market value of the Participating
Insiders' participation in the Offering does not exceed 25% of the
market capitalization of the Company, as determined in accordance
with MI 61-101. The Company did not file a material change report
more than 21 days before the closing date of the Offering (the
"Closing Date") due to the limited time between the launch
date of the Offering and the Closing Date.
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 Canadian retailer of recreational cannabis as
measured by revenue, with 128 current locations spanning
Ontario, Alberta, British
Columbia, Manitoba, and
Saskatchewan. The Company is also
North America's first cannabis
discount club retailer, under the Canna Cabana banner, which is the
single-largest cannabis retail brand in Canada 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,, BlessedCBD.de, and Amazon UK, as well as its
wholesale distribution division under Valiant Distribution,
including the licensed entertainment product manufacturer Famous
Brandz. 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™. 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.
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.
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.
FORWARD-LOOKING INFORMATION
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 use of proceeds
from the Offering; the receipt of regulatory approvals, including
the approval of the TSXV; the Company's business objectives and
milestones and the anticipated timing of, and costs in connection
with, the execution or achievement of such objectives and
milestones; the development of the Company's business and future
activities following the date hereof; the performance of the
Company's business and the operations and activities of the
Company; the Company adding the number of additional cannabis
retail store locations the Company proposes to add to the Company's
business; the Company will complete the development of its cannabis
retail stores; and High Tide's plans to extend and strengthen its
integrated value chain, while providing a complete customer
experience and maximizing shareholder value.
Forward-looking information in this news release are based on
certain assumptions and expected future events, namely: that High
Tide will obtain all requisite approvals on the terms and within
the timelines anticipated by High Tide; the use of proceeds from
the Offering will be utilized as outlined herein; 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); current and future members of
management will abide by the Company's business objectives and
strategies from time to time established by the Company; the
Company will retain and supplement its board of directors and
management, or otherwise engage consultants and advisors having
knowledge of the industries (or segments thereof) within which the
Company may from time to time participate; the Company will have
sufficient working capital and the ability to obtain the financing
required in order to develop and continue its business and
operations; the Company will continue to attract, develop, motivate
and retain highly qualified and skilled consultants and/or
employees, as the case may be; no adverse changes will be made to
the regulatory framework governing cannabis, taxes and all other
applicable matters in the jurisdictions in which the Company
conducts business and any other jurisdiction in which the Company
may conduct business in the future; the Company will be able to
generate cash flow from operations, including, where applicable,
distribution and sale of cannabis and cannabis products; the
Company will be able to execute on its business strategy as
anticipated; the Company will be able to meet the requirements
necessary to obtain and/or maintain authorizations required to
conduct the business; general economic, financial, market,
regulatory, and political conditions, including the impact of the
COVID-19 pandemic, will not negatively affect the Company or its
business; the Company will be able to successfully compete in the
cannabis industry; cannabis prices will not decline materially; the
Company will be able to effectively manage anticipated and
unanticipated costs; the Company will be able to conduct its
operations in a safe, efficient and effective manner; general
market conditions will be favourable with respect to the Company's
future plans and goals; the Company will reach the anticipated
sales from continuing operations for the financial year of the
Company ending October 31, 2022; the
Company will continue to grow its online retail portfolio through
further strategic and accretive acquisitions; the Company will add
the additional cannabis retail store locations to the Company's
business and remain on a positive growth trajectory; and the
Company will complete the development of its cannabis retail
stores.
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: High Tide's inability to utilize the use of proceeds on the
terms and within the timelines anticipated or at all; High Tide's
inability to obtain the required regulatory approvals on the
proposed terms and timeline or at all; the risks associated with
the cannabis and CBD industries in general; the inability of High
Tide to obtain requisite approvals for its operations; the
inability of High Tide to pursue more retail acquisitions in the
future; the Company's inability to attract and retain qualified
members of management to grow the Company's business and its
operations; unanticipated changes in economic and market conditions
(including changes resulting from the COVID-19 pandemic) or in
applicable laws; the impact of the publications of inaccurate or
unfavourable research by securities analysts or other third
parties; the Company's failure to complete future acquisitions or
enter into strategic business relationships; interruptions or
shortages in the supply of cannabis from time to time available to
support the Company's operations from time to time; unanticipated
changes in the cannabis industry in the jurisdictions within which
the Company may from time to time conduct its business and
operations, including the Company's inability to respond or adapt
to such changes; the Company's inability to secure or maintain
favourable lease arrangements or the required authorizations
necessary to conduct the business and operations and meet its
targets; the Company's inability to secure desirable retail
cannabis store locations on favourable terms; risks relating to
projections of the Company's operations; the Company's inability to
effectively manage unanticipated costs and expenses, including
costs and expenses associated with product recalls and judicial or
administrative proceedings against the Company; risk that the
Company will not reach the anticipated sales from continuing
operations for the financial year of the Company ending
October 31, 2022; risk that the
Company will be unable to continue to integrate and expand its CBD
brands; risk that the Company will be unable to grow its online
retail portfolio through further strategic and accretive
acquisitions; risk that the Company will be unable to add
additional cannabis retail store locations to the Company's
business and/or remain on a positive growth trajectory; and risks
that the Company will be unable to complete the development of any
or all of its cannabis retail stores.
Readers are cautioned that the foregoing list is not
exhaustive. Readers are further 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. Such information, although considered
reasonable by management at the time of preparation, may prove to
be incorrect and actual results may differ materially from those
anticipated.
Forward-looking statements contained in this press release
are expressly qualified by this cautionary statement and reflect
the Company's expectations as of the date hereof and are subject to
change thereafter. The Company undertakes no obligation to update
or revise any forward-looking statements, whether as a result of
new information, estimates or opinions, future events or results or
otherwise or to explain any material difference between subsequent
actual events and such forward-looking information, except as
required by applicable law.
SOURCE High Tide Inc.