Warrant exercise by one of the world's largest convenience
retailers to bring ownership stake to approximately 35%
/NOT FOR DISSEMINATION IN THE UNITED
STATES OR FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES/
TORONTO, April 20,
2022 /CNW/ -– Fire & Flower Holdings Corp.
("Fire & Flower" or the "Company") (TSX: FAF)
(OTCQX: FFLWF), a leading cannabis consumer retail and technology
platform announced today that 2707031 Ontario Inc., an indirect
wholly-owned subsidiary of Alimentation Couche-Tard Inc.
(collectively "ACT"), has confirmed its intention to
exercise warrants (the "Series B Warrants") to acquire
8,288,067 common shares of Fire & Flower (the
"Shares") pursuant to the terms of a Second Amended and
Restated Warrant Certificate dated January
18, 2022 (the "Series B Warrant Certificate") on the
day that is two days following the release of the Company's
financial statements for the year ended January 29, 2022.
![Fire & Flower - Alimentation Couche-Tard Logos (CNW Group/Fire & Flower Holdings Corp.) Fire & Flower - Alimentation Couche-Tard Logos (CNW Group/Fire & Flower Holdings Corp.)](https://mma.prnewswire.com/media/1800497/Fire___Flower_Holdings_Corp__Fire___Flower_Announces_Confirmatio.jpg)
The exercise price for the Series B Warrants will be determined
based on the 20-day volume-weighted average price for common shares
of the Company in accordance with the terms of the Series B Warrant
Certificate. Pursuant to the terms of the Series B Warrant
Certificate, all of the Series B Warrants are subject to a maximum
exercise price of $18.75, and
1,570,513 of the Series B Warrants, which were issued pursuant to
the exercise of top-up rights previously granted to ACT, are
subject to a minimum exercise price of $4.7732.
Following the exercise of the Series B Warrants, ACT's ownership
of common shares of Fire & Flower will increase by
approximately 14.49% to approximately 35.32%.
Timing of Announcement of Q4 and Fiscal Year 2021 Financial
Results
The Company will release its financial and operational results
for the quarter and fiscal year ended January 29, 2022 before financial markets open on
April 26, 2022.
Fire & Flower's fourth quarter and fiscal year 2021
financial and operational results will be available on SEDAR and on
the Company's website at https://investors.fireandflower.com/.
Following the release of its fourth quarter and fiscal year 2021
financial and operational results, Fire & Flower will host a
conference call with Trevor Fencott,
President and Chief Executive Officer, and Judy Adam, Chief Financial Officer at
8:30 AM Eastern Time on April 26, 2022. The conference call will discuss
Fire & Flower's financial and operational results.
Dial-In Information
Toll-Free (Canada):
1-833-950-0062
Toll-Free (United States):
1-844-200-6205
All other locations: +1 929 526 1599
Access code: 013467
Webcast Sign-Up
https://event.on24.com/wcc/r/3755300/8C01528CC241A5D03166AC3EAE5D8F7D
Replay Information (Available until May 17, 2022)
Toll-Free (Canada):
1-226-828-7578
Toll-Free (United States):
1-866-813-9403
All other locations: +44 204 525 0658
Replay Code: 348644
Upon completion of the live conference call, a replay of the
conference call will be accessible on Fire & Flower's website
at https://investors.fireandflower.com/.
About Fire & Flower
Fire & Flower is a leading, technology-powered, adult-use
cannabis retailer with more than 100 corporate-owned stores in its
network. The Company leverages its wholly-owned technology
development subsidiary, Hifyre, to continually advance its
proprietary retail operations model while also providing additional
independent high-margin revenue streams. Fire & Flower guides
consumers through the complex world of cannabis through
education-focused, best-in-class retailing while the Hifyre digital
retail and analytics platform empowers retailers to optimize their
connections with consumers. The Company's leadership team combines
extensive experience in the technology, logistics, cannabis and
retail industries.
Through the strategic investment of Alimentation Couche-Tard
Inc. (owner of Circle K convenience stores), the Company has set
its sights on global expansion as new cannabis markets emerge and
is poised to expand into the United
States when permitted through its strategic licensing
agreement with Fire & Flower U.S. Holdings upon the occurrence
of certain changes to the cannabis regulatory regime.
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, Ontario, and the Yukon territory.
To learn more about Fire & Flower,
visit www.fireandflower.com.
About Alimentation Couche-Tard Inc.
Couche-Tard is a global leader in convenience and fuel retail,
operating in 26 countries and territories, with more than 14,100
stores, of which approximately 10,800 offer road transportation
fuel. With its well-known Couche-Tard and Circle K banners, it is
one of the largest independent convenience store operator
in the United States and it is a leader in the
convenience store industry and road transportation fuel retail
in Canada, Scandinavia, the Baltics, as well as
in Ireland. It also has an important presence
in Poland and Hong Kong SAR. Approximately 124,000 people
are employed throughout its network.
For more information on Alimentation Couche-Tard Inc. or to
consult its quarterly Consolidated Financial Statements and
Management Discussion and Analysis, please
visit: https://corpo.couche‑tard.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: 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 the heading "Risks
and Uncertainties" in the management discussion and analysis for
the quarter ended October 30, 2021
filed on its issuer profile on SEDAR at www.sedar.com . The
forward-looking statements contained in this press release are made
as of the date of this press 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.