High Tide Inc. (“High Tide” or the “Company”) today announced that it has entered into an engagement agreement for a brokered private placement led by Canaccord Genuity Corp. as lead agent and sole bookrunner (the “Lead Agent”) for the sale of up to 20,000 convertible debentures of High Tide (the “Debentures”), at a price of $1,000 per Debenture, for gross proceeds of up to $20,000,000 (the “Offering”). The net proceeds of the Offering will be used by the Company to fund retail acquisitions, Canna Cabana and Smoker’s Corner store upgrades, for strategic acquisition opportunities as well as for general working capital purposes.
The Debentures will bear interest at a rate of 8.5% per annum from the closing date of the Offering, payable on the last business day of each calendar quarter. The Debentures are convertible to common shares of High Tide at a price of $0.75 per common share and will mature two years from the closing date of the Offering. The Company has granted the Lead Agent an option, exercisable in whole or in part and at the discretion of the Lead Agent, to arrange for the purchase of up to an additional $20,000,000 of the Debentures, for total proceeds of up to $40,000,000, if the Lead Agent’s option is exercised, at any time until the closing of the Offering.
The Debentures will be senior unsecured obligations of the Company and will rank pari passu in right of payment of principal and interest with all of the existing and future unsecured senior indebtedness of the Company and will be issued pursuant to the terms of a debenture indenture to be entered into between the Company and a debenture trustee to be determined. The Debentures will be eligible for RRSP, RESP, RRIF, TFSA and DPSP accounts and will be subject to a statutory hold period that extends four months and one day from the closing date of the Offering.
On November 21, 2018, the Company granted 9,262,500 incentive stock options to various Officers, Directors and Consultants. The options are exercisable at $0.50 per option for a period of three years from the date of grant. The options are being issued under the terms of the Company’s Stock Option Plan adopted on June 19, 2018.
About High Tide Inc.
High Tide is an Alberta-based, retail-focused cannabis corporation. It is among the most vertically-integrated companies in the Canadian cannabis market, with portfolio subsidiaries including RGR Canada Inc., Smoker’s Corner Ltd., Famous Brandz Inc., Canna Cabana Inc. and the majority of KushBar Inc. High Tide’s strategy as a parent company is to extend and strengthen its retail-focused integrated value chain, while providing a complete customer experience and maximizing shareholder value.
Representing the core of High Tide’s business, RGR Canada Inc. is a high-quality and innovative designer, manufacturer and distributor of cannabis accessories. Founded in 2009 and approved by the Canadian Franchise Association, Smoker’s Corner Ltd. is Canada’s largest counter-culture chain with 19 current locations. Famous Brandz Inc. is a dominant manufacturer of licensed lifestyle accessories, through partnerships with celebrities and entertainment companies including Snoop Dogg and Paramount Pictures. Famous Brandz’ products are sold to wholesalers and retailers around the world. With the deregulation of recreational cannabis for adult use across Canada, Canna Cabana Inc. is positioned to become a sizeable retail brand through a modern concept with a sophisticated yet playful customer experience, while KushBar Inc. is a retail concept that will also be focused on the valued Canadian cannabis consumer.
For more information about High Tide Inc., visit www.hightideinc.ca
Certain statements in this news release are forward-looking information or forward-looking statements. Such information and statements, referred to herein as “forward-looking statements” are made as of the date of this news release or as of the date of the effective date of information described in this news release, as applicable. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (generally, forward-looking statements can be identified by use of words such as “outlook”, “expects”, “intend”, “forecasts”, “anticipates”, “plans”, “projects”, “estimates”, “envisages, “assumes”, “needs”, “strategy”, “goals”, “objectives”, or variations thereof, or stating that certain actions, events or results “may”, “can”, “could”, “would”, “might”, or “will” be taken, occur or be achieved, or the negative of any of these terms or similar expressions, and other similar terminology) are not statements of historical fact and may be forward-looking statements.
Such forward-looking statements are based on assumptions that may prove to be incorrect, including but not limited to the ability of High Tide to execute on its business plan and that High Tide will receive one or multiple licenses from Alberta Gaming, Liquor & Cannabis, British Columbia’s Liquor Distribution Branch or the Saskatchewan Liquor and Gaming Authority permitting it to carry on its Canna Cabana Inc. and KushBar Inc. businesses. High Tide considers these assumptions to be reasonable in the circumstances. However, there can be no assurance that any one or more of the government, industry, market, operational or financial targets as set out herein will be achieved. Inherent in the forward-looking statements are known and unknown risks, uncertainties and other factors that could cause actual results, performance or achievements, or industry results, to differ materially from any results, performance or achievements expressed or implied by such forward-looking statements.
The forward‐looking statements contained herein are current as of the date of this news release. Except as required by law, High Tide does not have any obligation to advise any person if it becomes aware of any inaccuracy in or omission from any forward-looking statement, nor does it intend, or assume any obligation, to update or revise these forward-looking statements to reflect new events or circumstances. Any and all forward-looking statements included in this news release are expressly qualified by this cautionary statement, and except as otherwise indicated, are made as of the date of this news release.
SOURCE High Tide Inc.
For further information: please contact Nick Kuzyk, Chief Strategy Officer & SVP Capital Markets at High Tide Inc.; Tel: (403) 265-4207; Email: [email protected]; Web: www.HighTideInc.ca.