High Tide Closes Acquisition of Crossroads Cannabis, Adding Three Established Retail Cannabis Stores in Ontario

High Tide Inc., 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 3, 2022, the Company has completed its acquisition  of three operating cannabis stores in Ontario (the “Stores“) operating under the name Crossroads Cannabis, for CAD$1.9 Million (the “Transaction“). The Stores are located in Stratford, Hanover, and Markdale. The Stratford store is located in a retail plaza anchored by a national discount grocery chain. The Hanover store is located in a power centre with numerous anchors including national grocery and big box retail chains. The Markdale store is well-located immediately beside the provincial liquor retailer. For the three months ended December 31, 2021, the three Crossroads locations generated annualized revenue of CAD$6.0 Million and annualized Adjusted EBITDA^[1] of CAD$0.6 Million.

The Company intends to complete the acquisition of the fourth Crossroads store in Woodstock, Ontario, per its press release dated March 3, 2022, pending regulatory approvals. Once completed, the total purchase price for all four stores in the transaction will represent 3.5x annualized Adjusted EBITDA for the three months ended December 31, 2021.

TRANSACTION DETAILS
The Acquisition was completed pursuant to the terms of an asset purchase agreement (“Acquisition Agreement“). High Tide acquired the Stores for common shares of High Tide (each a “High Tide Share“) valued at CAD$1.9 Million (the “Share Consideration“), on the basis of a deemed price of CAD$5.0313 per High Tide Share, being equal to the volume weighted average price per High Tide Share on the TSX Venture Exchange (“TSXV“) for the 10 consecutive trading days preceding closing of the Acquisition. The closing of the Transaction remains subject to final approval from the TSXV.