Replies to post #197 on Fire & Flower Holdings Corp (FAF)

[FUNMAN]

10-Day Avg volume crushed in 10 minutes.

'Diogenes of Sinope', welcome to the board. I didn't know you followed this little puppy?

This is the Couche-Tard expansion formula being applied to Fire & Flower. WOW - FUNMAN

Fire & Flower to Acquire Leading Ontario Cannabis Retailer Friendly Stranger Holdings Corp.

November 02 2020

Volume(Heavy Day) Today's volume of 251,642 shares is on pace to be much greater than FFLWF's 10-day average volume of 85,015 shares.

November 02, 2020 9:41am ET

https://fireandflower.com/investor-relations?tab=news-releases&release=fire-flower-to-acquire-leading-ontario-cannabis-retailer-friendly-stranger-holdings-corp

The Acquisition Will Increase Fire & Flower’s Issued and In-Queue Ontario Store Count to up to 27 – Solidifying a Clear National Leadership Position

Toronto, Ontario (November 2, 2020) – Fire & Flower Holdings Corp. (TSX: FAF OTCQX: FFLWF) (“FFHC”) and its wholly-owned subsidiary Fire & Flower Inc. (collectively, “Fire & Flower” or the “Company”) today announced that it has entered into a definitive share purchase agreement (the “Share Purchase Agreement”) that will result in the Company acquiring all of the issued and outstanding shares of Friendly Stranger Holdings Corp. (“Friendly Stranger”), which, at closing, is expected to own and operate 11 licensed cannabis retail stores across the province of Ontario with 4 additional cannabis stores in queue to be licensed and operational by the end of the fourth quarter of 2020 (the “Transaction”).

Upon closing, Fire & Flower is expected to have 66 stores including 18 in Ontario and an additional 9 stores in queue for licensing, giving the Company the largest footprint in both Ontario and Canada.

Pursuant and subject to the terms of the Share Purchase Agreement, as consideration the Company will issue to the shareholders of Friendly Stranger up to an aggregate of 31,117,750 common shares of FFHC (the “Consideration Shares”).

“The acquisition of Friendly Stranger is transformative for Fire & Flower and is a product of our financially disciplined approach to aggregation in the sector. It will immediately put us in a leading position in the major Ontario market, and it allows us to increase the potential of the acquired stores using the proprietary capabilities of our Hifyre™ digital retail and analytics platform” shared Trevor Fencott, Chief Executive Officer of Fire & Flower. “The acquisition will bring some of Ontario’s longest established Cannabis brands into the Fire & Flower portfolio, transforming us into a multi-banner operator that appeals to a larger cross-section of cannabis customers. We are also excited to add Friendly Stranger’s demonstrated expertise in the high-margin accessories business to our team. We look forward to continuing to welcome Friendly Stranger customers into these stores and to our Spark Perks™ customer engagement program that already counts more than 150,000 members across the country.”

“Friendly Stranger is very pleased to be joining Fire & Flower, the leader in cannabis retail across the country,” shared James Jesty, President of Friendly Stranger. Friendly Stranger will benefit from the best practices set by the market leader including their technology-enabled approach and the scale brought from their operations. Through multiple brands in the Ontario market, Fire & Flower will benefit from the ability to serve diverse customer segments in the growing cannabis market.”

Upon closing of the Transaction, it is expected that the Company will acquire licenses to operate 11 cannabis retail stores currently operating in the province of Ontario under the “Friendly Stranger”, “Hotbox” and “Happy Dayz” brand, including four in the key urban market of Toronto. The stores will continue to operate under the Friendly Stranger, HotBox and Happy Dayz brands.

Pursuant to the terms of the Share Purchase Agreement, an aggregate of 8,339,557 Consideration Shares will be held in escrow following closing and will, subject to certain conditions, be issued to the former shareholders of Friendly Stranger upon receipt of all applicable authorizations at additional cannabis retail store locations in each of Dundas, Midland and Cambridge, Ontario.

Closing of the Transaction is subject to the satisfaction or waiver of certain conditions, including the receipt of all required third-party and regulatory approvals (including the approval of the Toronto Stock Exchange and the Alcohol and Gaming Commission of Ontario, as applicable). The Transaction is expected to close in the fourth quarter of 2020.

Concurrently with the entering into of the Share Purchase Agreement, the Company entered into a loan agreement with Friendly Stranger (the “Loan Agreement”). Pursuant to the terms of the Loan Agreement, Friendly Stranger may borrow from the Company up to an aggregate of $2,000,000 (the “Loan”), such amount to be used for the purchase of certain licensed cannabis retail stores operating in the province of Ontario and as contemplated in the Share Purchase Agreement. Subject to the terms of the Loan Agreement, the Loan matures on the earlier of March 31, 2021 and the date there is a change of control of Friendly Stranger (which will occur upon the completion of the Transaction). The Loan is secured against the assets of Friendly Stranger and bears interest at a rate of 1.0% per annum, which rate will be increased to 13.0% per annum in the event the Share Purchase Agreement is terminated prior to the closing of the Transaction.

Advisors

Stifel GMP is acting as financial advisor to Fire & Flower and Dentons Canada LLP is acting as its legal advisor. Broderick Capital is acting as financial advisor to Friendly Stranger and Chitiz Pathak LLP is acting as legal advisor.

About Fire & Flower

Fire & Flower is a leading purpose-built, independent adult-use cannabis retailer poised to capture significant Canadian market share. The Company guides consumers through the complex world of cannabis through education-focused, best-in-class retailing while the HifyreTM digital platform and SparkTM program connect cannabis consumers with the latest cannabis products and deliver cutting edge insights into evolving consumer behaviours. The Company’s leadership team combines extensive experience in the cannabis industry with strong capabilities in retail operations.

Fire & Flower Holdings Corp. owns all issued and outstanding shares in Fire & Flower Inc., a licensed cannabis retailer that owns cannabis retail store licences in the provinces of Alberta, Saskatchewan, Manitoba and Ontario and the Yukon territory.

Through its strategic investment with Alimentation Couche-Tard Inc., the Company has set its sights on the global expansion as new cannabis markets emerge.

More information on Fire & Flower can be found at www.fireandflower.com.

About Friendly Stranger

A long-standing retail champion of cannabis culture and iconic brand, Friendly Stranger Holdings Corp. is dedicated to ongoing long-term contribution within the Canadian cannabis market through the launch of numerous retail locations across the country. With strategic investments, such as acquiring the other iconic cannabis culture brand Happy Dayz, FSHC has built a portfolio of brands that resonate with cannabis consumers.

For More Information Contact:

Investor Relations
[e-mail]
1-833-680-4948

Media Relations
[e-mail]
780-784-8859

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news release contains certain forward-looking information within the meaning of applicable Canadian securities laws (“forward-looking statements”). All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “anticipate”, “achieve”, “could”, “believe”, “plan”, “intend”, “objective”, “continuous”, “ongoing”, “estimate”, “outlook”, “expect”, “project” and similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking statements in this news release include, but are not limited to, statements in respect of the Transaction, the closing of the Transaction, the acquisition by the Fire & Flower of licensed cannabis retail stores in the province of Ontario and the number of Fire & Flower licensed cannabis retail stores in Canada.

Forward-looking statements are based on the opinions and estimates of management of Fire & Flower at the date the statements are made based on information then available to the Fire & Flower. Various factors and assumptions are applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements, including with respect to the closing of the Transaction on the terms described herein or at all. Forward-looking statements are subject to and involve a number of known and unknown, variables, risks and uncertainties, many of which are beyond the control of Fire & Flower, which may cause Fire & Flower’s actual performance and results to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Such factors, among other things, include: final regulatory and other approvals or consents; fluctuations in general macroeconomic conditions; fluctuations in securities markets; the impact of the COVID-19 pandemic; the ability of the Company to successfully achieve its business objectives and political and social uncertainties.

No assurance can be given that the expectations reflected in forward-looking statements will prove to be correct. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. Additional information regarding risks and uncertainties relating to the Company’s business are contained under the heading “Risk Factors” in the Company’s annual information form dated April 29, 2020 and the heading “Risks and Uncertainties” in the management discussion and analysis for the thirteen and twenty-six weeks ended August 1, 2020 filed on its issuer profile on SEDAR at www.sedar.com.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

SOURCE Fire & Flower Holdings Corp.

[FUNMAN]

What Kind Of Investors Own Most Of Fire & Flower Holdings Corp. (TSE:FAF)?

By Simply Wall St
Published January 07, 2021

https://simplywall.st/stocks/ca/retail/tsx-faf/fire-flower-holdings-shares/news/what-kind-of-investors-own-most-of-fire-flower-holdings-corp

Every investor in Fire & Flower Holdings Corp. (TSE:FAF) should be aware of the most powerful shareholder groups. Institutions often own shares in more established companies, while it's not unusual to see insiders own a fair bit of smaller companies. I generally like to see some degree of insider ownership, even if only a little. As Nassim Nicholas Taleb said, 'Don’t tell me what you think, tell me what you have in your portfolio.

With a market capitalization of CA$196m, Fire & Flower Holdings is a small cap stock, so it might not be well known by many institutional investors. Taking a look at our data on the ownership groups (below), it seems that institutional investors have not yet purchased much of the company. We can zoom in on the different ownership groups, to learn more about Fire & Flower Holdings.

Check out our latest analysis for Fire & Flower Holdings

https://simplywall.st/stocks/ca/retail/tsx-faf/fire-flower-holdings-shares

What Does The Institutional Ownership Tell Us About Fire & Flower Holdings?
Institutional investors commonly compare their own returns to the returns of a commonly followed index. So they generally do consider buying larger companies that are included in the relevant benchmark index.

Since institutions own only a small portion of Fire & Flower Holdings, many may not have spent much time considering the stock. But it's clear that some have; and they liked it enough to buy in. If the business gets stronger from here, we could see a situation where more institutions are keen to buy. It is not uncommon to see a big share price rise if multiple institutional investors are trying to buy into a stock at the same time. So check out the historic earnings trajectory, below, but keep in mind it's the future that counts most.

Earnings and Revenue Growth Forecasts

https://simplywall.st/stocks/ca/retail/tsx-faf/fire-flower-holdings-shares#future-profit

Hedge funds don't have many shares in Fire & Flower Holdings. Alimentation Couche-Tard Inc. is currently the company's largest shareholder with 14% of shares outstanding. Meanwhile, the second and third largest shareholders, hold 7.0% and 6.0%, of the shares outstanding, respectively. Trevor Fencott, who is the third-largest shareholder, also happens to hold the title of Member of the Board of Directors.

A deeper look at our ownership data shows that the top 24 shareholders collectively hold less than half of the register, suggesting a large group of small holders where no single shareholder has a majority.

While it makes sense to study institutional ownership data for a company, it also makes sense to study analyst sentiments to know which way the wind is blowing. There are plenty of analysts covering the stock, so it might be worth seeing what they are forecasting, too.

Insider Ownership Of Fire & Flower Holdings

While the precise definition of an insider can be subjective, almost everyone considers board members to be insiders. The company management answer to the board and the latter should represent the interests of shareholders. Notably, sometimes top-level managers are on the board themselves.

Insider ownership is positive when it signals leadership are thinking like the true owners of the company. However, high insider ownership can also give immense power to a small group within the company. This can be negative in some circumstances.

Our most recent data indicates that insiders own a reasonable proportion of Fire & Flower Holdings Corp.. Insiders own CA$23m worth of shares in the CA$196m company. This may suggest that the founders still own a lot of shares. You can click here to see if they have been buying or selling.

Insider Trading Volume

https://simplywall.st/stocks/ca/retail/tsx-faf/fire-flower-holdings-shares#insider_trading

General Public Ownership
The general public, mostly retail investors, hold a substantial 59% stake in Fire & Flower Holdings, suggesting it is a fairly popular stock. This level of ownership gives retail investors the power to sway key policy decisions such as board composition, executive compensation, and the dividend payout ratio.

Private Equity Ownership
With an ownership of 6.7%, private equity firms are in a position to play a role in shaping corporate strategy with a focus on value creation. Sometimes we see private equity stick around for the long term, but generally speaking they have a shorter investment horizon and -- as the name suggests -- don't invest in public companies much. After some time they may look to sell and redeploy capital elsewhere.

Public Company Ownership
Public companies currently own 13% of Fire & Flower Holdings stock. This may be a strategic interest and the two companies may have related business interests. It could be that they have de-merged. This holding is probably worth investigating further.

Next Steps:
I find it very interesting to look at who exactly owns a company. But to truly gain insight, we need to consider other information, too. Be aware that Fire & Flower Holdings is showing 2 warning signs in our investment analysis , and 1 of those doesn't sit too well with us...

But ultimately it is the future, not the past, that will determine how well the owners of this business will do. Therefore we think it advisable to take a look at this free report showing whether analysts are predicting a brighter future.

https://simplywall.st/stocks/ca/retail/tsx-faf/fire-flower-holdings-shares#executive-summary

NB: Figures in this article are calculated using data from the last twelve months, which refer to the 12-month period ending on the last date of the month the financial statement is dated. This may not be consistent with full year annual report figures.

https://simplywall.st/stocks/ca/retail/tsx-faf/fire-flower-holdings-shares#future