High Tide Closes Acquisition of Boreal Cannabis, Adding Two Established Retail Cannabis Stores in Northern Alberta

This news release constitutes a “designated news release” for the purposes of the Company’s prospectus supplement dated December 3, 2021 to its short form base shelf prospectus dated April 22, 2021.

CALGARY, AB, April 22, 2022 /CNW/ – 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 further to its press release dated April 1, 2022, the Company has completed its acquisition (the “Acquisition“) of 100% of the equity interest of 2080791 Alberta Ltd. operating as Boreal Cannabis Company (“Boreal“) which operates two retail cannabis stores in Northern Alberta (the “Stores“) for CAD$2.2 Million, plus the wholesale value of inventory, which is estimated to be approximately CAD$175,000 on closing and approximately CAD$200,000 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.

The Acquisition was completed pursuant to the terms of a share purchase agreement, dated March 31, 2022 (“Acquisition Agreement“). High Tide acquired 100% of Boreal for (i) 443,301 common shares of High Tide (each a “High Tide Share“) valued at CAD$2.4 Million (the “Share Consideration“), on the basis of a deemed price of CAD$5.4312 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 the closing of the Acquisition, and (ii) approximately CAD$200,000 in cash, on account of cash on hand in Boreal. The purchase price is subject to a post-closing working capital adjustment provision, to address any increase or decrease of working capital, inventory or cash estimated as of the closing date. The closing of the Transaction remains subject to final approval from the TSXV.

Separately, High Tide granted 3,000 stock options (the “Employee Options“) to certain employees, pricing determined by the TSXV close price the day before this press release, exercisable over a period of three (3) years, that fully vest over a two (2) year period.

The Company also granted stock options equivalent to USD$75,000 (the “Consultant Options“) to certain consultants, exercisable for a period of three (3) years, that fully vest over a two (2) year period. The volume of the Consultant Options will be determined based on the price per High Tide Share as of the close of the TSXV on the day before this press release.

SOURCE High Tide Inc.