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 it is taking yet another step to expand its bricks-and-mortar retail cannabis operations, by entering into a definitive agreement (the “Acquisition Agreement“) pursuant to which High Tide will acquire 100% of the equity interest of 2080791 Alberta Ltd. operating as Boreal Cannabis Company (“Boreal“) which operates two retail cannabis stores in Alberta (the “Stores“) for CAD$2.2 Million, plus the wholesale value of inventory and cash on hand at closing (the “Transaction“). The Stores are located at 1104 Main Street SW in Slave Lake, Alberta, and 4225 50 Avenue in St. Paul, Alberta. The Slave Lake store was the first to open in the municipality and is located in a commercial plaza that is a short walk or drive away from the main campus of Northern Lakes College, and the Slave Lake Inn and Conference Centre. The St. Paul store is situated on the main east-west corridor in the town, as part of a commercial district that features several national big box chains and restaurants. For the three months ended January 31, 2022, Boreal generated annualized revenue of CAD$3.9 Million and annualized Adjusted EBITDA1 of CAD$0.6 Million. The purchase price represents 3.5x annualized Adjusted EBITDA for the three months ended January 31, 2022.
“Boreal was one of the earliest players in the northeastern Alberta cannabis market, having opened the first store in the community of Slave Lake. This announcement is yet another example of how we continue to strategically advance our retail store footprint across Canada through organic growth and accretive acquisitions with a focus on regions where we are currently lighter on exposure, such as northern Alberta which has a dynamic economy that supports working families, a key consumer demographic for Canna Cabana,” said Raj Grover, President and Chief Executive Officer of High Tide. “We continue to execute on opportunities to acquire established stores with good fundamentals at attractive multiples. Once these acquisitions have closed, we will have surpassed the 120-store threshold, and will be well on our way to achieving the 150-store milestone by the end of this calendar year,” added Mr. Grover.
“Through its online consumption accessories sales, value-added CBD activities, and retail spaces, High Tide has managed to diversify itself within the cannabis value chain. We strongly believe Boreal Cannabis is in capable hands, and will continue to unlock value for not only shareholders, but our customers through competitive pricing and a customer-centric approach,” said Glenn Boisvert, Chief Executive Officer of Boreal.
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| 1 Adjusted EBITDA is a non-IFRS financial measure. |
TRANSACTION DETAILS
The Transaction, which is an arm’s length transaction, is subject to, among other things, receipt of required TSX Venture Exchange (“TSXV“) approval, Alberta Gaming, Liquor and Cannabis Commission approval, and other customary conditions of closing, is expected to close in the coming weeks. The consideration (the “Consideration“) for the Stores being acquired will be CAD$2.2 Million plus the wholesale value of the inventory, paid in common shares of High Tide (“High Tide Shares“) on the closing of the Transaction (the “Closing“) on the basis of a deemed price per High Tide Share equal to the volume weighted average price per High Tide Share on TSXV for the 10 consecutive trading days preceding Closing, plus the cash on hand on Closing, paid in cash. The purchase price represents 3.5x annualized Adjusted EBITDA for the three months ended January 31, 2022. Upon the closing of Boreal, as well as the Crossroads and Bud Heaventransactions announced last month, High Tide will have at least 121 stores nationwide and 63 stores in Alberta.
