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, June 1, 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 March 30, 2022, the Company has completed its
acquisition (the "Acquisition") of 100% of the equity
interest of Livonit Foods Inc. operating as Bud Heaven ("Bud
Heaven") which operates two retail cannabis stores in
Ontario (the "Stores") for
CAD$2.8 Million (the
"Transaction"). The Stores are located at 77 Manitoba
Street, and 125 Muskoka Road Highway 118 West, in Bracebridge. The Manitoba Street store is
located in the heart of Downtown
Bracebridge, which has been voted among the "10 most
historic downtowns in Ontario",1 offering
a wide variety of shops and restaurants, serving as a hub for
tourist traffic. The Muskoka Road Highway 118 West store is in a
retail plaza anchored by national discount grocery, and located
adjacent to a provincial liquor store. The Stores are the only
retail cannabis stores that are currently operational in the
Town of Bracebridge. For the three
months ended October 31, 2021,
Bud Heaven generated annualized
revenue of CAD$4.7 Million and
annualized Adjusted EBITDA2 of
CAD$0.8 Million. The purchase price
represents 3.5x annualized Adjusted EBITDA for the three months
ended October 31, 2021.
TRANSACTION DETAILS
The Acquisition was completed pursuant to the terms of a share
purchase agreement dated March 29,
2022 ("Acquisition Agreement"). High Tide acquired
100% of Bud Heaven for CAD$2.8 Million, by issuing 564,092 common shares
of High Tide (each a "High Tide Share") and will pay
CAD$1 Million, in cash, upon
settlement of the post-closing working capital adjustment. Pursuant
to the Acquisition Agreement, High Tide had the option to pay an
amount equal to the difference between the volume weighted average
price per High Tide Share on the TSX Venture Exchange
("TSXV") for the ten consecutive trading days preceding
closing of the Acquisition, and the Discounted Market Price (as
such term is defined in the TSXV policies), as of the date the
Acquisition was initially announced, which allowed High Tide to pay
the cash portion of the Purchase Price instead of issuing
additional High Tide Shares.
Pursuant to the Acquisition Agreement, the purchase price is
subject to a post-closing working capital adjustment provision.
Under this provision, the parties will adjust the purchase price to
offset any increase or decrease of the net working capital as of
the closing date. The closing of the Acquisition remains subject to
final approval from the TSXV
_____________________________
1
|
Source:
https://www.bracebridge.ca/en/explore/Downtown-Bracebridge.aspx#.
|
2
|
Adjusted EBITDA is a
non-IFRS financial measure.
|
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 124 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 TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) 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 BUD
HEAVEN
Bud Heaven was the first legal
cannabis retailer to operate in the Muskoka Region and has been
privileged to serve the local cannabis community since their first
store opened in 2020. Their business culture is based on a passion
for cannabis, supporting their customers' well-being, integrity,
inclusiveness, and diversity. They pride themselves on their
knowledgeable team and their technological savvy, which allow them
to optimize their operations and customers' experiences.
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
Acquisition on the business and operations of High Tide; the
suitability of the locations of the 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: 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); the continued suitability of
the location of the Stores, 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 pursue more retail
acquisitions in the future, the inability of High Tide to extend
and strengthen its integrated value chain, while providing a
complete customer experience and maximizing shareholder value; the
location of the Stores no longer being a suitable location for
continued operations for such store.
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.