High Tide Inc. and Meta Growth Corp. are pleased to announce that, further to their joint press releases dated August 21, 2020 and October 28, 2020 relating to the arrangement agreement entered into between High Tide and META on August 20, 2020, pursuant to which High Tide has agreed to acquire all of the issued and outstanding common shares of META by way of a plan of arrangement under the provisions of the Business Corporations Act (Alberta) (the “Transaction“), the TSX Venture Exchange (“TSXV“) has granted the Company final approval for the listing of (i) 436,153,806 of the Company’s common shares, (ii) 40,076,412 warrants, each exercisable for one common share of the Company at a price of $0.35 per share until February 6, 2023, and (iii) $21,150,000 in secured convertible debentures of META, which are convertible into common shares of the Company at a price of $0.22 per share until November 30, 2022 and bear interest at a rate of 8% per annum.
It is anticipated that the Transaction will close on or about November 18, 2020. Further, High Tide is expected to be listed for trading on the TSXV as a Tier 2 Industrial Issuer and the securities of META are expected to be delisted from the TSXV as of November 19, 2020.
Further information about closing of the Transaction is available on the SEDAR profiles of High Tide and META on SEDAR at www.sedar.com. High Tide and META will provide a further update once the Transaction has closed.
The Company issued an aggregate of 1,176,470 common shares of High Tide (“Interest Shares“) to certain holders of unsecured convertible debentures of the Company, in satisfaction of the annual amount of interest due to the holders. The calculation of the number of Interest Shares issued was based on the volume weighted average trading price of the common shares of High Tide during the 10 trading days ending November 14, 2020. The Interest Shares are subject to a statutory hold period of four months plus one day from the date of issuance.
Separately, the Company also recently authorized the issuance of 529,412 common shares in aggregate to certain members of senior management of the Company, assessed as a bonus at the discretion of the Board of Directors and awarded based on their performance over the past year. Lastly, the Company authorized the issuance of 775,476 common shares in aggregate to the independent members of the Board of Directors as compensation for their services over the past year. The Company anticipates that the issuance of these shares will take place on or about November 20, 2020. All of these common shares are subject to a statutory hold period of four months plus one day from the date of issuance.
Furthermore, the Company has also agreed with certain directors, officers, consultants and employees of the Company to cancel an aggregate of 7,100,000 stock options.
Each of the transactions set forth above is subject to the prior approval of the TSXV.
High Tide is a retail-focused cannabis company enhanced by the manufacturing and distribution of cannabis lifestyle accessories.