This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

FRANKFURT, Germany & HYDERABAD, India, February 03, 2022–(BUSINESS WIRE)–Dr. Reddy’s Laboratories Ltd. (BSE: 500124, NSE: DRREDDY, NYSE: RDY, NSEIFSC: DRREDDY, along with its subsidiaries together referred to as “Dr. Reddy’s”) today announced that it has entered into a definitive agreement to acquire Nimbus Health GmbH (“Nimbus Health”). Nimbus Health is a privately owned, licensed pharmaceutical wholesaler from Germany focusing on medical cannabis in Germany. Dr. Reddy’s will acquire Nimbus Health for an upfront payment plus performance and milestone-based earn-outs over the next four years

Founded in 2018, Nimbus Health is one of the pioneer companies for medical cannabis in Germany. The acquisition will allow Dr. Reddy’s to build on Nimbus Health’s strengths and introduce medical cannabis-based medicines as a promising treatment option for patients. The company will be operating under the brand Nimbus Health and as a wholly-owned subsidiary of Dr. Reddy’s.

The demand for medical cannabis has increased over the past years with the legalization of medical cannabis by the German Parliament (Bundestag) in 2017. The medical cannabis market in Germany is already valued at ~122 Mio. € with growth of ~25% in 2021 compared to 2020 and a CAGR of ~55 % since 2017, making Germany one of the largest markets in Europe. Around 150,000 German patients benefit from medical cannabis for their unmet health needs¹.

The closing of the transaction is subject to customary closing conditions.

Patrick Aghanian, Head of European Generics, Dr. Reddy’s, commented: “Medical cannabis is increasingly used to address and treat high unmet medical needs, especially in pain management and CNS. Further, with numerous studies being conducted to leverage and introduce medical cannabis, we believe this is a must-be field for future healthcare delivery. Nimbus Health has established itself as a fast-growing, highly reputable, pioneering platform with an excellent network of trade partners and know-how access, where the German sick-funds fully reimburse medical cannabis. As more European countries adopt the usage of medical cannabis, the ability to leverage and access newer geographies will be key. We are very excited that with Nimbus joining Dr. Reddy’s family, together with Linus and Alessandro, we embark on a new, exciting journey of medical cannabis, which supports Dr. Reddy’s mission of meeting unmet patient needs.”

“We were really excited when Dr. Reddy’s approached us and recognized Nimbus’s highly efficient importing, registering, and launching platform for various medical cannabis brands in Germany. The close alignment between the values of Dr. Reddy’s and Nimbus gave us the confidence that we can stay focused on the existing business and grow future endeavors together. We are glad to work with Dr. Reddy’s to activate synergies supporting growth in all sectors,” commented Linus Maximilian Weber, Founder and Managing Director of Nimbus Health.

Dr. Alessandro Rossoni, Co-Founder and Managing Director of Nimbus Health, says: “The relationship between Dr. Reddy’s and Nimbus Health has developed very positively over the past year. It felt like a natural match to make the next steps together. We are excited that Dr. Reddy’s acknowledged the potential of Nimbus in the medical cannabis market. Dr. Reddy’s commitment sets a significant milestone for further developing medical cannabinoid-based medicines and unlocking new possibilities to benefit patients. We are very confident that being part of Dr. Reddy’s will help us strongly take our operations to the next level and further increase our impact in this quickly developing market.”

About Nimbus Health GmbH

Nimbus Health is a fully licensed pharmaceutical wholesaler and manufacturer from Germany with own warehouse facilities and an independent sales force to promote medical cannabis-based products to pharmacists. Its mission is to supply seriously ill patients with the highest grade medical cannabis products from reliable sources consistently and sustainably.

About Dr. Reddy’s: Dr. Reddy’s Laboratories Ltd. (BSE: 500124, NSE: DRREDDY, NYSE: RDY, NSEIFSC: DRREDDY) is an integrated pharmaceutical company, committed to providing affordable and innovative medicines for healthier lives. Through its businesses, Dr. Reddy’s offers a portfolio of products and services including APIs, custom pharmaceutical services, generics, biosimilars and differentiated formulations. Our major therapeutic areas of focus are gastrointestinal, cardiovascular, diabetology, oncology, pain management and dermatology. Dr. Reddy’s operates in markets across the globe. Our major markets include – USA, India, Russia & CIS countries, and Europe. For more information, log on to: www.drreddys.com

Disclaimer: This press release may include statements of future expectations and other forward-looking statements that are based on the management’s current views and assumptions and involve known or unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. In addition to statements which are forward-looking by reason of context, the words “may”, “will”, “should”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential”, or “continue” and similar expressions identify forward-looking statements. Actual results, performance or events may differ materially from those in such statements due to without limitation, (i) general economic conditions such as performance of financial markets, credit defaults , currency exchange rates, interest rates, persistency levels and frequency / severity of insured loss events, (ii) mortality and morbidity levels and trends, (iii) changing levels of competition and general competitive factors, (iv) changes in laws and regulations and in the policies of central banks and/or governments, (v) the impact of acquisitions or reorganization, including related integration issues, and (vi) the susceptibility of our industry and the markets addressed by our, and our customers’, products and services to economic downturns as a result of natural disasters, epidemics, pandemics or other widespread illness, including coronavirus (or COVID-19), and (vii) other risks and uncertainties identified in our public filings with the Securities and Exchange Commission, including those listed under the “Risk Factors” and “Forward-Looking Statements” sections of our Annual Report on Form 20-F for the year ended March 31, 2021. The company assumes no obligation to update any information contained herein.

¹ Source: INSIGHT Health – Green Line NPI (Sell in/Pharmacy purchase)

View source version on businesswire.com: https://www.businesswire.com/news/home/20220202005632/en/

Contacts

Investor Relations
Amit Agarwal
[email protected]

Media Relations
Usha Iyer
[email protected]

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

CALGARY, AB and EDMONTON, AB, Jan. 6, 2022 /CNW/ – Sundial Growers Inc. (NASDAQ: SNDL) (“Sundial“) and Alcanna Inc. (TSX: CLIQ) (“Alcanna“) announce that Sundial has agreed to improve the consideration to be provided to Alcanna shareholders (the “Alcanna Shareholders“) for their common shares of Alcanna (each, an “Alcanna Share“) pursuant to the previously announced plan of arrangement under the Canada Business Corporations Act (the “Arrangement“) by including a cash component.

Sundial and Alcanna have amended the arrangement agreement dated October 7, 2021 (the “Arrangement Agreement“) to reflect the revised consideration, which provides that Alcanna Shareholders will receive, for each Alcanna Share held, 8.85 common shares of Sundial (each whole share, a “Sundial Share“) and $1.50 in cash consideration (the “Revised Consideration“). The Revised Consideration represents a change from all share consideration to a cash and share consideration mix. Based on this exchange ratio, the amount of cash consideration and the closing price of Sundial Shares on January 5, 2022 (converted to CAD$), the Revised Consideration represents a deemed value of approximately $8.43 per Alcanna Share (in comparison to a deemed value of approximately $8.37 per Alcanna Share as at January 5, 2022 pursuant to the prior consideration to be received under the Arrangement of 10.69 Sundial Shares for each Alcanna Share).

The deemed value implies an approximate 15.3% premium from the closing price of Alcanna Shares on the Toronto Stock Exchange as of January 5, 2022.

SPECIAL MEETING OF ALCANNA SHAREHOLDERS AND REVISED PROXY DEADLINE

The special meeting of Alcanna Shareholders remains scheduled on January 7, 2022 at 10 a.m. (Mountain Time) (the “Meeting“) whereby Alcanna Shareholders will be asked to consider, and if deemed advisable, to pass a special resolution approving the Arrangement, as amended (the “Arrangement Resolution“). The Meeting is to be held in a virtual-only live audio webcast via https://web.lumiagm.com/213163286 (password “Alcanna 2021” (case sensitive)).

Alcanna’s board of directors, in consultation with its legal and financial advisors, has unanimously approved the Revised Consideration and the amendment to the Arrangement Agreement and recommends that Alcanna Shareholders vote “FOR” the Arrangement Resolution.

The record date for determining the Alcanna Shareholders eligible to vote at the Meeting remains the close of business on November 9, 2021 (the “Record Date“). All votes previously cast will remain in their current form, however, all holders as of the Record Date will continue to have the flexibility to submit or amend their vote until a revised proxy cutoff time of 6:30 a.m. (MT) on January 7, 2022.

Alcanna will file a material change report describing the amendments to the Arrangement (the “Material Change Report“) on Alcanna’s SEDAR profile at www.sedar.com and on Alcanna’s website at https://www.alcanna.com/ALCANNA-Special-Meeting-Materials.The Material Change Report, which will include a copy of this news release, will be deemed to be incorporated by reference in Alcanna’s management information circular dated November 9, 2021 (the “Circular“) and the Circular shall be deemed to be amended to reflect the amended terms set out in this news release in accordance with the interim order of the Court of Queen’s Bench of Alberta dated November 9, 2021 (the “Interim Order“). The Circular and related meeting and proxy materials (together with the Circular, the “Meeting Materials“) were filed on SEDAR under Alcanna’s profile at www.sedar.com on November 15, 2021, mailed to Alcanna Shareholders as of the Record Date and also posted on Alcanna’s website at https://www.alcanna.com/ALCANNA-Special-Meeting-Materials.

Additionally, a copy of the amending agreement dated January 6, 2022 (the “Amending Agreement“) to the Arrangement Agreement will be filed shortly today and will be available under Alcanna’s profile on SEDAR at www.sedar.com. The amendment to the Arrangement Agreement includes an updated version of the plan of arrangement (the “Plan of Arrangement“), which reflects required revisions to account for the Revised Consideration.

Except as described in this news release, the elements of the Arrangement remain as described in the Circular, in all material respects. Notwithstanding anything to the contrary, all summaries of, and references to, the Arrangement in this news release are qualified in their entirety by reference to the complete text of the Plan of Arrangement (as amended), a copy of which will be attached to the Material Change Report.

Your vote is important regardless of the number of Alcanna Shares you own.

It is very important that you carefully read the Meeting Materials and vote your Alcanna Shares. You will be eligible to vote if you are an Alcanna Shareholder of record at the close of business on November 9, 2021. To ensure that your Alcanna Shares will be represented and voted at the Meeting, you should carefully follow the instructions provided in the Meeting Materials. All Alcanna Shareholders are encouraged to vote by proxy or in person (virtually) at the Meeting. The deadline for the receipt of proxies is 6:30 a.m. (Mountain Time) on January 7, 2022. However, Alcanna Shareholders are encouraged to vote their Alcanna Shares as soon as possible in advance of the Meeting. Detailed instructions on how to vote and how to participate in the Meeting are contained in the Meeting Materials.

HOW TO VOTE

Beneficial Shareholders

INTERNET: Go to www.proxyvote.com and enter your 16-digit control number found on your voting instruction form to vote online.

TELEPHONE: Call 1-800-474-7493 and enter your 16-digit control number found on your voting instruction form to vote by telephone.

Registered Shareholders

INTERNET: Go to http://login.odysseytrust.com/pxlogin, enter the 12-digit control number printed on the form of proxy and follow the instructions on screen to vote your Alcanna Shares.

FAX: Complete, sign and date the form of proxy and send it by fax to: 1-800-517-4553.

For Assistance with Voting

If you have any questions about voting your Alcanna Shares or need more information about the Arrangement, please contact Laurel Hill Advisory Group by email or at one of the numbers below:

Laurel Hill Advisory Group
North American Toll-Free Number: 1-877-452-7184
Outside of North America Collect Calls Number: 416-304-0211

Email: [email protected]

CERTAIN TAX CONSIDERATIONS

THE REVISED CONSIDERATION IS EXPECTED TO HAVE income tax consequences to Alcanna Shareholders which are different than those described in the Circular. OF PARTICULAR NOTE, THE DISPOSITION OF ALCANNA SHARES BY SHAREHOLDERS UNDER THE ARRANGEMENT WILL NOT QUALIFY FOR AN AUTOMATIC TAX-DEFERRED ROLLOVER FOR CANADIAN FEDERAL INCOME TAX PURPOSES AND U.S. FEDERAL INCOME TAX PURPOSES. ALCANNA SHAREHOLDERS SHOULD REFER TO THE MATERIAL CHANGE REPORT THAT WILL BE FILED ON ALCANNA’S SEDAR profile AT WWW.SEDAR.COM And TO BE MADE AVAILABLE on Alcanna’s website at https://www.alcanna.com/ALCANNA-Special-Meeting-Materials FOR UPDATED TAX DISCLOSURE SET OUT THEREIN UNDER THE HEADINGS “CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS” AND “CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS” WHICH SUPERSEDES IN ITS ENTIRETY THE TAX DISCLOSURE SET OUT UNDER THE HEADINGS “CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS” AND “CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS” IN THE CIRCULAR. SHAREHOLDERS ARE ADVISED TO DISREGARD THE SECTIONS OF THE CIRCULAR WITH THE HEADINGS “CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS” AND “CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS” AND TO CONSULT THEIR OWN TAX ADVISORS TO DETERMINE THE PARTICULAR CANADIAN INCOME TAX CONSEQUENCES AND UNITED STATES INCOME TAX CONSEQUENCES TAX CONSEQUENCES TO THEM OF THE ARRANGEMENT IN LIGHT OF THEIR PARTICULAR SITUATION, AS WELL AS ANY TAX CONSEQUENCES THAT MAY ARISE UNDER THE LAWS OF ANY OTHER RELEVANT FOREIGN, PROVINCIAL, STATE, LOCAL, OR OTHER TAXING JURISDICTION.

About Sundial Growers Inc.

Sundial is a public company with the Sundial Shares traded on Nasdaq under the symbol “SNDL”. Its business is reported and analyzed under three operating segments: Cannabis Operations, Cannabis Retail and Investments.

As a licensed producer that crafts small-batch cannabis using state-of-the-art indoor facilities, Sundial’s ‘craft-at-scale’ modular growing approach, award-winning genetics and experienced growers set us apart. Sundial’s brand portfolio includes Top Leaf, Sundial Cannabis, Palmetto and Grasslands. Sundial also operates the Spiritleaf retail banner. Spiritleaf aims to be the most knowledgeable and trusted source of recreational cannabis by offering a premium consumer experience and quality curated cannabis products.

Sundial’s investment operations seek to deploy strategic capital through direct and indirect investments and partnerships throughout the global cannabis industry.

Sundial is proudly Albertan, headquartered in Calgary, AB, with operations in Olds and Rocky View County, Alberta, Canada. For more information on Sundial, please go to www.sndlgroup.com.

About ALCANNA INC.

Alcanna is one of the largest private sector retailers of alcohol in North America and the largest in Canada by number of stores – operating locations in Alberta and British Columbia. Alcanna’s majority-owned subsidiary, Nova Cannabis Inc. (TSX: NOVC), also operates approximately 74 cannabis retail stores in Alberta, Ontario, and Saskatchewan. The Alcanna Shares trade on the TSX under the symbol “CLIQ”.

Additional information about Alcanna Inc. is available on SEDAR at www.sedar.com and its website at www.alcanna.com.

Forward-Looking Information

This news release contains statements and information that, to the extent that they are not historical fact, may constitute “forward-looking information” or “forward-looking statements” within the meaning of applicable securities legislation (“forward-looking information“). Forward-looking information is typically, but not always, identified by the use of words such as “will”, “expected”, “projected”, “to be” and similar words, including negatives thereof, or other similar expressions concerning matters that are not historical facts. Forward-looking information in this news release includes, but is not limited to, statements regarding: the current terms of the Arrangement; the market value of the consideration to be received by Alcanna Shareholders; and the anticipated timing and date of the Meeting.

Such forward-looking information is based on various assumptions and factors that may prove to be incorrect, including, but not limited to, factors and assumptions with respect to: the Arrangement being completed on the terms and timeline currently anticipated or at all; all necessary shareholder, court and regulatory approvals being obtained on the timelines and in the manner currently anticipated or at all; the anticipated benefits of the Arrangement; and the receipt by Alcanna of necessary retail liquor and retail cannabis licences, approvals and authorizations (as applicable) from regulatory authorities, and the timing thereof.

Although Sundial believes that the assumptions and factors on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because Sundial can give no assurance that it will prove to be correct or that any of the events anticipated by such forward-looking information will transpire or occur, or if any of them do so, what benefits Alcanna and/or Sundial will derive therefrom. Actual results could differ materially from those currently anticipated due to a number of factors and risks including, but not limited to: the risk that the Arrangement is not completed as anticipated or at all, including the timing thereof, and if completed, that the benefits thereof will not be as anticipated; the risk that necessary shareholder, court or regulatory approvals are not obtained as anticipated or at all, and the timing thereof; the risk that the conditions to closing of the Arrangement are not satisfied or waived; risks associated with general economic conditions; adverse industry events; future legislative, tax and regulatory developments, including developments that may impact the closing of the Arrangement as anticipated or at all; conditions in the liquor and cannabis industries; the risk that Alcanna does not receive the necessary retail liquor or cannabis approvals and/or authorizations or that they are not able to open additional retail liquor or cannabis stores, directly or indirectly, as anticipated or at all; the ability of management to execute its business strategy, objectives and plans; the availability of capital to fund the build-out and opening of additional retail liquor or cannabis stores; and the impact of general economic conditions and the COVID-19 pandemic in Canada.

Additional information regarding risks and uncertainties relating to Alcanna’s business are contained under the heading “Risk Factors” in Alcanna’s annual information form for the financial year ended December 31, 2020 dated March 25, 2021. Additional information regarding risks and uncertainties relating to Sundial’s business are contained under “Item 3D Risk Factors” in Sundial’s Annual Report on Form 20-F, which was filed with the Securities and Exchange Commission on March 17, 2021. The forward-looking information included in this news release is made as of the date of this news release. Sundial does not undertake any obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise, except as required by applicable law.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.

• With almost 5 million site visits in 2020, Blessed CBD is one of the most popular direct-to-consumer CBD brands in the U.K.¹
• Blessed has been featured as the best U.K. CBD Oil in several publications including The Mirror, Reader’s Digest, and Maxim Magazine.²
• Blessed has a strong financial profile which generated 81% gross margins and 54% EBITDA margins for the 12 months ended August 2021.³
• Highly accretive transaction for shareholders, as Blessed generated revenue of £5.1 Million and £2.8 Million in EBITDA for the 12 months ended August 2021.⁴
• Complementary acquisition adding a fully direct-to-consumer e-commerce platform, which is in line with High Tide’s retail strengths.
• The acquisition creates meaningful synergies and cross-selling opportunities across all of High Tide’s e-commerce platforms.

CALGARY, Alberta–(BUSINESS WIRE)–High Tide Inc. (“High Tide” or the “Company”) (TSXV: HITI) (Nasdaq: HITI) (FSE: 2LYA), a retail-focused cannabis company enhanced by the manufacturing of proprietary and licensed consumption accessories, is pleased to announce that it is taking another step towards solidifying itself as a major player within the global e-commerce marketplace for hemp-derived CBD products, by entering into a definitive agreement (the “Acquisition Agreement”), pursuant to which High Tide will acquire 80% of Enigmaa Ltd., operating as Blessed CBD, (“Blessed”) for £9.06 Million (the “Transaction”), and will have a three-year option to acquire the remaining 20% of Blessed at any time.

Founded in 2019 with its headquarters in Scotland, Blessed has quickly grown to become one of the most popular brands for hemp-derived CBD products across the U.K., including CBD oils, creams, gummies, and capsules. In 2020 Blessed had almost 5 million site visits and an average order value of approximately £75. Blessed’s founder and Chief Executive Officer, Vithurs Thiru (known more commonly as “V”), will join the High Tide team as Senior Manager of Search (SEO) of the Company, and will help grow High Tide’s CBD business globally.

“I’m very pleased to announce the addition of Blessed CBD, the U.K.’s top CBD brand as designated by several prominent publications, into the High Tide family. We continue to increase our online prowess by adding asset-light businesses to our growing global e-commerce portfolio. Blessed is a fully direct-to-consumer platform that generates industry-leading gross margins as well as EBITDA margins that will continue to add to our consolidated margin profile,” said Raj Grover, President and Chief Executive Officer of High Tide. “This acquisition marks our entry into the highly lucrative and rapidly-growing U.K. CBD space which we expect to serve as a launching pad for High Tide to further penetrate the E.U. market for hemp-derived CBD products, while also taking advantage of cross-selling opportunities related to our in-house product lines. I have been very impressed with the amazing business that V has been able to build within just two years, and look forward to welcoming him and the rest of the Blessed team into our company,” added Mr. Grover.

“Blessed CBD has experienced rapid growth and success from inception, and our goal is to become the most sought-after CBD brand globally. Our team is super excited to be joining hands with Raj, and by leveraging High Tide’s existing resources and reach, I couldn’t be more excited about the future,” said Vithurs Thiru, CEO of Blessed. “I look forward to working with Raj and his team to accelerate the digital presence of High Tide’s brands, and to position High Tide as one of the leading vertically-integrated cannabis companies in the industry. This acquisition provides unparalleled opportunities for growth to serve our current and future customers, expand into emerging new markets, and introduce new products unmatched in quality,” added Mr. Thiru.

Strategic Highlights

Accelerates High Tide’s U.K. Exposure – The addition of Blessed will turn High Tide into a major player in the U.K. CBD market.

Direct to Consumer Platform Compliments High Tide’s Existing E-Commerce Portfolio – Blessed carries multiple product formulations that are exclusive to Blessed and are manufactured by reputable contract manufacturers. 100% of sales are direct-to-consumer online from the Blessed.co.uk website. Since its founding two years ago Blessed has fulfilled over 120,000 orders to approximately 87 thousand customers.

Novel Foods Authorization – Blessed has submitted their novel food applications to the U.K. government’s Food Standards Agency. This is a key step in ensuring continued compliance for their products in the U.K. and other markets.

Large Global Potential – A recent report from Global Market Insights found that the international CBD Market size surpassed USD $7.1 billion in 2020 and is estimated to grow at a compound annual growth rate (CAGR) of over 35% between 2021 and 2027.⁵ The European Business review recently cited a study by Grandview Research which predicts that, “over the next five years, the global CBD industry is projected to accelerate to $23.6 billion.”⁶

Transaction Details

The Transaction, which is an arm’s length transaction, is subject to, among other things, receipt of required TSX Venture Exchange (“TSXV”) approval, and other customary conditions of closing, is expected to close during October 2021, implies an enterprise valuation of £11.3 Million, representing 4.0x EBITDA generated during the 12 months ended August 2021. The consideration for the 80% acquired will be comprised of: (i) £4.9 Million (the “Share Consideration”) in common shares of High Tide (“High Tide Shares”) on the basis of a deemed price per High Tide Share equal to the volume weighted average price per High Tide Share on the TSXV for the ten (10) consecutive trading days preceding closing of the Transaction (“Closing”); and (ii) £4.2 Million in cash (collectively with the Share Consideration, the “Consideration”). The cash portion of the transaction will be funded entirely with cash on hand.

In addition to the foregoing, Blessed’s founder has agreed to grant High Tide an option to acquire all the remaining shares in Blessed not held by High Tide, and become the sole shareholder of Blessed (the “Call Option”), at an enterprise value equal to the trailing twelve (12) months of revenue at that time multiplied by 2.2. The Call Option will be exercisable at any time for a period of three (3) years following the Closing. In addition, High Tide has agreed to grant Blessed’s founder an option to put to High Tide the remaining shares in Blessed not held by High Tide (the “Put Option”), at the same enterprise value of the Call Option. The Put Option will be exercisable by Blessed’s founder for a period of two (2) years following the first anniversary of the Closing. The consideration under the Call Option or the Put Option, if exercised, will be satisfied in High Tide Shares, on the basis of a deemed price per High Tide Share equal to the volume weighted average price per High Tide Share on the TSXV for the ten (10) consecutive trading days preceding closing of the Call Option or Put Option, as the case may be.

The High Tide Shares issued pursuant to the Share Consideration are subject to a statutory hold period of four (4) months and one (1) day.

KPMG LLP conducted financial due diligence on behalf of High Tide for the Transaction. Garfinkle Biderman LLP and Ince Gordon Dadds LLP are acting as legal advisors for High Tide in connection with the Transaction and Carlsquare and Addleshaw Goddard LLP acted for Blessed in connection with the Transaction.

ABOUT BLESSED CBD

Enigmaa Ltd., operating as Blessed CBD is one of the leading online retailers of hemp-derived CBD products in the U.K. The company provides a marketplace with a wide variety of high-quality products and formulas, affordable pricing, rapid dependable shipping, and surprisingly personable customer service. Blessed CBD has been featured as the best UK CBD Oil in several publications including The Mirror, Reader’s Digest, and Maxim Magazine.

ABOUT HIGH TIDE

High Tide is a retail-focused cannabis company enhanced by the manufacturing of proprietary and licensed consumption accessories. The Company is the largest Canadian retailer of recreational cannabis as measured by revenue, with 101 current locations spanning Ontario, Alberta, Manitoba and Saskatchewan, and was featured in the third annual Report on Business Magazine’s ranking of Canada’s Top Growing Companies in 2021. High Tide’s retail segment features the Canna Cabana, 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 ecommerce platforms including Grasscity.com, Smokecartel.com, Dailyhighclub.com, and Dankstop.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. (TSX: TLRY) (Nasdaq: TLRY) and Aurora Cannabis Inc. (TSX: 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.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This news release contains “forward-looking statements” within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking statements.

Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur” or “will be achieved”. The forward-looking information and forward- looking statements contained herein include, but are not limited to, statements regarding: the creation of synergies and cross-selling across High-Tide’s e-commerce platforms; High Tide’s ability to become a global leader in the e-commerce marketplace for hemp-derived CBD products; the ability of High Tide to complete the Transaction; the ability of V to grow High Tide’s CBD business globally; the ability of the Transaction to serve as an entry point into the EU marketplace for the Company; V joining the Company as General Manager of Digital Marketing and SEO; Blessed’s working capital upon closing of the Transaction; and the ability of Blessed to obtain authorization from the Food Standards Agency; and the growth-rate of the global CBD market.

Forward-looking information in this news release are based on certain assumptions and expected future events, namely: that High Tide will successfully complete the Transaction (and will obtain all requisite approvals) on the terms and within the timelines anticipated by High Tide; High Tide’s financial condition and development plans do not change as a result of unforeseen events; there will continue to be a demand, and market opportunity, for High Tide’s product offerings; V will join the Company as General Manager of Digital Marketing and SEO; Blessed will have the stated working capital upon closing of the Transaction; and current and future economic conditions will neither affect the business and operations of High Tide nor High Tide’s ability to capitalize on anticipated business opportunities). Although considered reasonable by management of High Tide at the time of preparation, these assumptions may prove to be imprecise and result in actual results differing materially from those anticipated, and as such, undue reliance should not be placed on forward-looking statements.

These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to: the potential inability of the Company to continue as a going concern; the risks associated with the cannabis and CBD industries in general; the inability of High Tide to create synergies across it’s e-commerce platforms; High Tide’s inability to become a global leader in the e-commerce marketplace for hemp-derived CBD products; the inability of High Tide to close the Transaction and/or receive all necessary approvals; the inability of V to grow High Tide’s CBD business globally; the inability of the Transaction to serve as an entry point into the EU marketplace; the inability of Blessed to obtain authorization from the Food Standards Agency; risks that the global CBD market will not grow at the anticipated growth-rate; risks associated with potential legislative and/or regulatory changes by the relevant governmental and/or regulatory bodies; risk that V will not join the Company as General Manager of Digital Marketing and SEO; risk that Blessed will not have the requisite working capital upon closing of the Transaction; and risks associated with High Tide’s and/or Blessed’s inability to obtain board of director and/or shareholder approval of the Transaction.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.