Pursuant to the early warning requirements of applicable Canadian securities laws, 10552763 Canada Corp. (the “Acquiror”), 3150 S. Sheridan Boulevard, Unit 1, Denver, Colorado 80212, announces that on September 6, 2022 it acquired 17,944,785 common shares (“Common Shares”) of Delta 9 Cannabis Inc. (“Delta 9”), P.O. Box 68096 Osborne Village, Winnipeg, Manitoba R3L 2V9 from treasury pursuant to an asset purchase agreement between the Acquiror and Delta 9 dated August 12, 2022, whereby Delta 9 acquired all or substantially all of the Acquiror’s assets relating to the operation of three Garden Variety branded retail cannabis stores located in Manitoba, two in Winnipeg and one in Brandon (the “Transaction”).
The purchase price paid by Delta 9 relating to the Transaction was $3,250,000, subject to customary adjustments (the “Purchase Price”). $2,925,000 of the Purchase Price was satisfied through the issuance of 17,944,785 Common Shares at a deemed price of $0.163 per Common Share, representing the ten (10) day volume weighted average price of the Common Shares on the Toronto Stock Exchange on September 2, 2022 (the “Common Share Price”). $325,000 of the Purchase Price will be satisfied through the issuance of 1,993,865 Common Shares at a deemed price of the Common Share Price per Common Share, which will be issued in approximately six months.
The completion of the Transaction was previously announced by Delta 9 pursuant to a news release dated September 7, 2022.
The Acquiror is a corporation duly incorporated under the federal laws of Canada. which prior to completion of the Transaction held no Common Shares. Following the completion of the Transaction, the Acquiror now holds 17,944,785 Common Shares representing approximately 12.49% of the total issued and outstanding Common Shares at the date of the completion of the Transaction. The Acquiror and its affiliates operate and maintain medical and recreational cannabis dispensaries in North America.
In accordance with applicable securities laws, the Acquiror and any joint actors may, from time to time and at any time, acquire additional Common Shares and/or other equity, debt or other securities or instruments (collectively, “Securities”) of Delta 9 in the open market or otherwise, and the Acquiror and its joint actors reserve the right to dispose of any or all of its Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of Delta 9 and other relevant factors.
For additional information, please see the early warning report in relation to the Transaction which will be filed by the Acquiror on Delta 9’s SEDAR profile at www.sedar.com.