TORONTO, Oct. 28, 2020 /CNW/ - Meta Growth Corp. (TSXV:
META) ("META" or the "Company") and High Tide Inc. (CSE: HITI)
(OTCQB: HITIF) (Frankfurt: 2LY)
("High Tide") are pleased to announce that, at the special meeting
of shareholders of META held yesterday (the "Meeting"), the
shareholders of META voted in favour of a special resolution to
approve the previously announced proposed business combination
pursuant to which High Tide will acquire all of the issued and
outstanding common shares of META ("META Shares") by way of a plan
of arrangement under the Business Corporations Act
(Alberta) (the "Arrangement"), as
further described in the joint news release issued by META and High
Tide on August 21, 2020. The
Arrangement required approval by 66 ⅔% of the votes cast by META
shareholders present in person or represented by proxy at the
Meeting.
The Arrangement will create:
- Canada's Largest Cannabis
Retailer with $1481
million in Annualized Revenue
- Annual Cost and Operational Synergies of Approximately
$8 million to $9 million
- A strong Balance Sheet to Support Growth
A total of 102,113,758 META Shares, representing approximately
43.1% of the outstanding META Shares, were represented in person or
by proxy at the Meeting. Of the votes cast with respect to the
Arrangement, an aggregate of 102,063,111 META Shares were voted in
favour of the Arrangement, representing approximately 99.95% of the
votes cast on the resolution approving the Arrangement.
It is expected that META will apply for a final order from the
Court of Queen's Bench of Alberta
in respect of the Arrangement on October 28,
2020. Completion of the Arrangement remains subject to
receipt of required regulatory and court approvals and other
customary closing conditions, which are set out in the arrangement
agreement between META and High Tide dated August 20, 2020, a copy of which can be found on
the SEDAR profiles of META and High Tide at www.sedar.com.
Assuming that the conditions to closing of the Arrangement are
satisfied or waived, it is anticipated that the Arrangement will be
completed on or before the end of November. Further information
about the Arrangement is set forth in the materials prepared by
META in respect of the Meeting, which were mailed to META
shareholders and filed under META's profile on SEDAR
at www.sedar.com.
About META
META is a leader in secure, safe and responsible access to legal
recreational cannabis in Canada.
Through its Canada-wide network of
Meta Cannabis Co.™, Meta Cannabis Supply Co™ and NewLeaf Cannabis™
recreational cannabis retail stores, META enables the public to
gain knowledgeable access to Canada's network of authorized Licensed
Producers of cannabis. META is listed on the TSX Venture Exchange
("TSXV") under the symbol (TSXV: META).
About High Tide
High Tide is a retail-focused cannabis company enhanced by the
manufacturing and distribution of cannabis lifestyle accessories.
Its premier Canadian retail brand Canna Cabana spans 34 locations
in Ontario, Alberta and Saskatchewan, with additional locations under
development across Canada. High
Tide has been serving cannabis consumers for over a decade through
its numerous lifestyle accessory enterprises including eCommerce
platforms Grasscity.com and CBDcity.com, lifestyle and licensed
entertainment brand manufacturer Famous Brandz, and its wholesale
distribution divisions RGR Canada Inc. and Valiant
Distribution.
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 Aphria Inc. (TSX:APHA) (NYSE:APHA)
and Aurora Cannabis Inc. (NYSE:ACB) (TSX:ACB).
Forward Looking Statements
Neither the Canadian Securities Exchange ("CSE") nor its Market
Regulator (as that term is defined in the policies of the CSE),
accepts responsibility for the adequacy or accuracy of this
release. 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.
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, but are not limited to, statements with respect to
anticipated revenue, operational and annual cost synergies of
approximately $8 million to
$9 million, receipt of regulatory and
court approvals, the completion of any capital project or
expansions, the anticipated timing for closing of the Arrangement
and the satisfaction of closing conditions of the Arrangement,
including, without limitation, obtaining applicable regulatory
approvals and a final order from the Court of Queens Bench of
Alberta. In particular, there can
be no assurance that the Transaction will be completed. Forward
looking statements are based on certain assumptions regarding High
Tide and META, including expected growth, results of operations,
performance, industry trends and growth opportunities. While High
Tide and META consider these assumptions to be reasonable, based on
information currently available, they may prove to be incorrect.
Readers are cautioned not to place undue reliance on
forward-looking statements. Forward-looking statements also
necessarily involve known and unknown risks, including, without
limitation, risks associated with general economic conditions;
adverse industry events; marketing costs; loss of markets; future
legislative and regulatory developments involving the retail
cannabis markets; inability to access sufficient capital from
internal and external sources, and/or inability to access
sufficient capital on favourable terms; the retail cannabis
industries generally; income tax and regulatory matters; the
ability of High Tide and META to implement their business
strategies; competition; crop failure/conditions; currency and
interest rate fluctuations and other risks.
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 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 and META disclaim 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.
_________________________
|
1
Annualized based on META and HITI's most recent publicly reported
quarters
|
SOURCE Meta Growth Corp.