Tilray Brands Inc (TLRY)

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2 related articles--->>>High Tide with Tilray and Aurora Cannabis as investors completes acquisition of Daily High Club

https://seekingalpha.com/news/3712907-tlry-stock-price-is-flat-even-as-high-tide-completes-acquisition-of-daily-high-club

Jul. 06, 2021 9:20 AM ET
High Tide Inc. (HITI)
By: Dulan Lokuwithana, SA News Editor

High Tide (NASDAQ:HITI) announced that the company completed its previously announced acquisition of DHC Supply LLC, an online retailer of glass water pipes, vaporizers, and other consumption accessories, operating as Daily High Club.

High Tide is a Canadian retailer of recreational cannabis with Tilray Inc. (NASDAQ:TLRY) and Aurora Cannabis (NASDAQ:ACB) as its key industry investors.

Per the terms of the deal, a U.S. subsidiary of High Tide has acquired 100% of the issued and outstanding shares of Daily High Club in a cash and stock deal valued at $6.8M of High Tide shares and $3.3M in cash.
Harrison Baum, the CEO of Daily High Club, who has become High Tide’s Director of Digital Marketing, has been granted ~13.3K stock options exercisable at CAD$9.39 per High Tide Share over three years.

Late last month, the company announced the proposed acquisition of Daily High Club. The transaction was previously expected to close by the end of June.





High Tide Closes Acquisition of Daily High Club

https://seekingalpha.com/pr/18382675-high-tide-closes-acquisition-of-daily-high-club

Jul. 06, 2021 6:00 AM ETPR Newswire

Acquisition Cements High Tide's Position as Leader Within U.S. E-commerce

Marketplace for Consumption Accessories

High Tide adds another top e-commerce platform to its portfolio which will now include 3 out of the top 5 most popular e-commerce platforms for consumption accessories globally totaling 91 million site visits in 2020, including 23 million associated with Daily High Club alone.1
High Tide gains access to Daily High Club's over 15,000 subscription box members who are ideal customers for High Tide to potentially launch cannabis subscription boxes in the event of U.S. federal legalization.
High Tide bolsters its online presence, by gaining access to Daily High Club's almost 800,000 followers on Instagram and over 75,000 followers on TikTok.

With over one million accessories sold under the Daily High Club name, High Tide adds a company to its portfolio with proven brand equity.
Transaction is immediately accretive as Daily High Club generated US$9.4 million in net revenue and US$1.2 million in EBITDA during the 12 months ended April 2021.

Pro forma for the acquisition, High Tide's revenue run rate in the U.S. exceeds CAD$50 million.

CALGARY, AB, July 6, 2021 /PRNewswire/ - High Tide Inc. (HITI) ("High Tide" or the "Company") (TSXV: HITI) (Nasdaq: HITI) (FRA: 2LYA), a retail-focused cannabis corporation enhanced by the manufacturing and distribution of consumption accessories, is pleased to announce that it has completed the acquisition of DHC Supply LLC (the "Acquisition") operating as Daily High Club ("Daily High Club").

https://mma.prnewswire.com/media/1557726/High_Tide_Inc__High_Tide_Closes_Acquisition_of_Daily_High_Club.jpg

The Acquisition was completed pursuant to the terms of the merger agreement (the "Acquisition Agreement") previously announced by the Company on June 25, 2021, pursuant to which High Tide USA Inc., a Nevada corporation and a wholly-owned U.S. subsidiary of the Company ("Subco"), has acquired 100% of the issued and outstanding shares of Daily High Club.

Pursuant to the terms of the acquisition, the total consideration to Daily High Club shareholders for all the issued and outstanding securities of Daily High Club is: (i) 839,820 common shares of High Tide ("High Tide Shares") valued at US$6.75 Million (the "Share Consideration") on the basis of a deemed price per High Tide Share of CAD$9.92, being equal to the volume weighted average price per High Tide Share on the TSX Venture Exchange for the 10 consecutive trading days preceding the closing of the Transaction ("Closing"); and (ii) US$3.25 million in cash (collectively with the Share Consideration, the "Consideration").

In connection with the Closing, Harrison Baum, Chief Executive Officer of Daily High Club, has joined the High Tide team as Director of Digital Marketing to oversee all social media initiatives for High Tide globally.

The High Tide Shares issued pursuant to the Share Consideration are subject to a statutory hold period of four months and one day. In addition, the High Tide Shares having a value of 25% of the Consideration will be held in escrow to insure certain indemnification obligations if claims arise.

Furthermore, High Tide granted 13,333 stock options (the "Options") to Harrison Baum, exercisable at CAD$9.39 per High Tide Share for a period of three years.

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1 As of June 21st, 2021, based on analytics data provided by Alexa Internet, Inc. related to Grasscity, SmokeCartel and Daily High Club. Traffic data provided by Google Analytics.

ABOUT DHC SUPPLY LLC

With over one million consumption accessories sold and over 15,000 subscribers, Daily High Club is one of the leading online retailers of glass water pipes, vaporizers, and other in demand consumption accessories. Daily High Club provides a marketplace with a wide variety of high-quality products and subscription boxes. Daily High Club has an active social media presence with numerous influencer and celebrity endorsements including deals with Tommy Chong, Chanel West Coast and more. Daily High Club boasts over 800,000 followers on Instagram and 75,000 followers on TikTok. The company's website at www.dailyhighclub.com offers an engaging and fun shopping experience.

ABOUT HIGH TIDE

High Tide is a retail-focused cannabis company enhanced by the manufacturing and distribution of consumption accessories. The Company is the most profitable Canadian retailer of recreational cannabis as measured by Adjusted EBITDA,2 with 89 current locations spanning Ontario, Alberta, Manitoba and Saskatchewan. High Tide's retail segment features the Canna Cabana, KushBar, Meta Cannabis Co., Meta Cannabis Supply Co. and NewLeaf Cannabis banners, with additional locations under development across the country. High Tide has been serving consumers for over a decade through its established e-commerce platforms including Grasscity.com, Smokecartel.com and Dailyhighclub.com, and more recently in the hemp-derived CBD space through CBDcity.com and FABCBD.com as well as its wholesale distribution division under Valiant Distribution, including the licensed entertainment product manufacturer Famous Brandz. High Tide's strategy as a parent company is to extend and strengthen its integrated value chain, while providing a complete customer experience and maximizing shareholder value. Key industry investors in High Tide include Tilray Inc. (TLRY) (Nasdaq: TLRY) and Aurora Cannabis Inc. (ACB) (Nasdaq: ACB).

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.