High Tide Inc., the high-impact, retail-forward enterprise built to deliver real-world value across every component of cannabis, is pleased to announce that in order to replace its previous at-the-market equity offering program that ended on May 22, 2023, it has established an at-the-market equity offering program (the “ATM Program“) that allows the Company to issue up to CAD$30 million (or the equivalent in U.S. dollars) of common shares (“Common Shares“) from treasury to the public from time to time, at the Company’s discretion and subject to regulatory requirements (the “Offering“).
Any Common Shares sold through the ATM Program will be sold at prevailing market prices when issued (i) in ordinary brokers’ transactions on the Nasdaq Capital Market (“Nasdaq“) or another U.S. marketplace on which the Common Shares are listed, quoted or otherwise traded or (ii) in ordinary brokers’ transactions on the TSX Venture Exchange (“TSXV“), or another Canadian marketplace on which the Common Shares are listed, quoted or otherwise traded. Since the Common Shares will be distributed at the prevailing market prices at the time of their sale or as otherwise permitted by law, prices may vary among purchasers and during the period of distribution.
The Company will determine, at its sole discretion, the date, minimum price and maximum number of Common Shares to be sold under the ATM Program. The Common Shares will be distributed at the prevailing market prices at the time of each sale, at prices relating to such prevailing market prices, and/or in any other manner permitted by applicable law. As such, the prices may vary between purchasers over time. The Company is not required to sell any Common Shares at any time during the term of the ATM Program.
The Company intends to use the net proceeds of the Offering, if any, and at the discretion of the Company, to fund two specific strategic initiatives it is currently developing, to support the growth and development of the Company’s existing operations, to fund future acquisitions, as well as for working capital and general corporate purposes. The Company will pay the Agents (as defined below) a cash fee of up to 2% of the gross proceeds for Common Shares sold under the ATM Agreement and will reimburse certain expenses incurred by the Agents.
“I am pleased to announce the replacement of our previous at-the-market equity offering program. Even though the broader cannabis capital markets have been challenging, we have remained very disciplined in raising equity capital. For instance, I note that we only raised approximately $10 million from our $40 million previous at-the-market program over the 25-month period before it expired. The ATM Program in place can act as a low-cost source of capital, should the need arise,” said Raj Grover, President and Chief Executive Officer of High Tide.
“Being a Nasdaq-listed company, and a leader in Canadian cannabis, there are plenty of growth opportunities regularly coming our way. That said, we will continue to be highly selective and disciplined regarding what we choose to pursue. As previously communicated to the market, our focus remains on generating positive free cash flow and becoming less reliant on macro factors and industry sentiment,” added Mr. Grover.
Sales of Common Shares through the ATM Program will be made pursuant to the terms of an equity distribution agreement dated August 31, 2023 entered into and among the Company, ATB Capital Markets Inc. and ATB Capital Markets USA Inc. (the “Agents“). The ATM Program will be effective until the earlier of (i) the date that all Common Shares available for issue under the ATM Program have been sold, (ii) the date the Canadian Prospectus Supplement (as defined below) or the Canadian Shelf Prospectus (as defined below) is withdrawn or (iii) the date that the ATM Program is terminated by the Company or the Agents.
About High Tide
High Tide, Inc. is the leading community-grown, retail-forward cannabis enterprise engineered to unleash the full value of the world’s most powerful plant. High Tide (HITI) is uniquely-built around the cannabis consumer, with wholly-diversified and fully-integrated operations across all components of cannabis. High Tide consistently moves ahead of the currents, having been named one of Canada’s Top Growing Companies in both 2021 and 2022 by the Globe and Mail’s Report on Business Magazine and was ranked number one in the retail category on the Financial Times list of Americas’ Fastest Growing Companies for 2023. To discover the full impact of High Tide, visit www.hightideinc.com. For investment performance, don’t miss the High Tide profile pages on SEDAR and EDGAR.
