/NOT FOR DISSEMINATION IN THE UNITED
STATES OR FOR DISTRIBUTION TO UNITED
STATES WIRE SERVICES/
EDMONTON, May 2, 2019 /CNW/ - Fire & Flower Holdings
Corp. ("Fire & Flower" or the "Company") (TSXV: FAF), today
announced it has entered into a definitive agreement (the
"Agreement") pursuant to which Fire & Flower will acquire
certain assets of Prairie Sky Cannabis Inc. (the "Vendor").
The Vendor currently operates four licensed retail cannabis
shops in the province of Saskatchewan in the communities of
Battleford, Estevan, Martensville and Moosomin, Saskatchewan (the "Locations") under
the name Jimmy's Cannabis Shop.
"The acquisition of four additional retail cannabis stores in
the province of Saskatchewan is
the first in Fire & Flower's aggressive acquisition strategy
for 2019. In conjunction with our Open Fields wholesale
distribution platform in the province, it cements our leadership
position in this strategic market. Along with our existing
portfolio of organic growth opportunities, the acquisition puts us
in a good position to meet our growth goals for the year." shared
Trevor Fencott, Chief Executive
Officer of Fire & Flower. "We look forward to becoming trusted
members of these local communities and effecting a smooth
transition of existing local staff to serve consumers in the
communities in which we operate."
Following the closing of the transaction contemplated in the
Agreement, Fire & Flower anticipates that the acquisition of
the four Jimmy's Cannabis Shop locations will:
- Grow the Fire & Flower brand presence across the province
of Saskatchewan;
- Strengthen Fire & Flower's Open Fields Distribution network
in the province;
- Increase Fire & Flower's geographic ability to serve the
province through its bricks and mortar, e-commerce, delivery and
click and collect sales channels; and
- Provide additional insights into consumer behaviours and
preferences through Fire & Flower's proprietary HiFyre digital
retail platform.
"Fire & Flower are exemplary operators of cannabis retail
stores and we are pleased that our customers will be well served by
the Fire & Flower team," shared John
Thomas, President of Prairie Sky Cannabis Inc. "Fire &
Flower has demonstrated its commitment to the province of
Saskatchewan and we wish the
company success in its pursuit as Canada's leading cannabis retailer."
Pursuant to the Agreement, Fire & Flower Inc., a
wholly-owned subsidiary of the Company, will acquire the assets of
the Vendor, including its interest in the leases, equipment,
furnishings, inventory and provincial and municipal licences and
permits, used to operate licensed Locations for an aggregate
purchase price of $13,000,000. The
purchase price will be paid on the completion of certain milestones
and will consist of $6,500,000 in
cash and $6,500,000 in the form of
common shares in the capital of the Company.
Completion of the proposed transaction is subject to approval of
the TSX Venture Exchange.
Fire & Flower anticipates closing the transaction on or
about May 13, 2019. At that time, the
stores will be re-branded as Fire & Flower which will bring
Fire & Flower's store count to 17 stores across Alberta, Saskatchewan and Ontario.
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 that is centered around
its proprietary HiFyre digital platform. 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 licenced cannabis retailer in
the provinces of Alberta and
Saskatchewan and is a consultant
and licensor to Fire & Flower-branded retail locations in
province of Ontario.
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 regarding the proposed
transaction and the completion thereof, the receipt of regulatory
approvals (including the approvals of the SLGA and the TSX Venture
Exchange) and Fire & Flower's current and proposed operations
in Saskatchewan and elsewhere in
Canada.
Forward-looking statements are based on the opinions and
estimates of management of the Company at the date the statements
are made based on information then available to the Company.
Various factors and assumptions are applied in drawing conclusions
or making the forecasts or projections set out in forward-looking
statements. Forward-looking statements are subject to and
involve a number of known and unknown risks and uncertainties, many
of which are beyond the control of the Company, which may cause the
Company's actual performance and results to differ materially from
any projections of future performance or results expressed or
implied by such forward-looking statements. No assurance can be
given that the expectations reflected in forward-looking statements
will prove to be correct.
The Company assumes no obligation to publicly update or
revise forward-looking statements to reflect new information,
future events or otherwise, except as expressly required by
applicable law.
SOURCE Fire & Flower Holdings Corp.