TORONTO, Nov. 6, 2020 /CNW/ - As previously reported by
Meta Growth Corp. (TSXV: META) ("Meta Growth", "META" or
the "Company"), a leading Canadian recreational cannabis retailer,
it is expected that, subject to receipt of regulatory and
other approvals, the proposed business combination pursuant to
which High Tide Inc. ("High Tide") will acquire all of the issued
and outstanding common shares of META by way of a plan of
arrangement (the "Plan of Arrangement"), will be completed on
or before the end of November, 2020.
Pursuant to the terms of the convertible debenture
indenture (the "Debenture Indenture") made as of November 23, 2018, between the Company and TSX
Trust Company, as trustee (the "Trustee"), META has a semi-annual
interest payment of $846,000 due and
payable on November 30, 2020 (the
"Current Interest Obligation") owing to the holders of the 8.0%
convertible secured senior debentures ("Debentureholders") issued
pursuant to the Debenture Indenture. With the expectation that the
Plan of Arrangement will be completed prior to the Current Interest
Obligation, the Company has provided notice to the registered
Debentureholders, as required pursuant to the terms of the
Debenture Indenture, to allow High Tide the option, at its
choosing, to satisfy the entirety of the Current Interest
Obligation by the delivery of common shares.
In accordance with terms of the Debenture Indenture, the common
shares would be payable to the registered Debentureholders
appearing on the registers marked by the Trustee at the close of
business on November 23, 2020, being
the fifth business day prior to the applicable interest payment
date. No fractional common shares would be issued in satisfaction
of the Current Interest Obligation.
The Company reserves the right to withdraw (in whole or in part)
its election to satisfy the Current Interest Obligation by the
delivery of common shares, at any time prior to the consummation of
the delivery of the common shares to the Debentureholders on
November 30, 2020.
Neither META or High Tide common shares have or will be
registered under the U.S. Securities Act of 1933, as amended (the
"Act"), and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements under the
Act.
About Meta Growth
META is a leader in secure, safe
and responsible access to legal recreational cannabis in
Canada. Through its Canada-wide network of Meta Cannabis Co.™,
Meta Cannabis Supply Co.™ and NewLeaf Cannabis™ recreational
cannabis retail stores, Meta Growth enables the public to gain
knowledgeable access to Canada's
network of authorized Licensed Producers of cannabis. META is
listed on the TSX Venture Exchange under the symbol (TSXV:
META).
For more information on Meta Growth, visit:
metagrowth.com
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Not for distribution to U.S. Newswire Services or for
dissemination in the United
States. Any failure to comply with this restriction may
constitute a violation of U.S. Securities Laws.
Cautionary Statements
This news release contains
forward-looking statements and forward-looking information within
the meaning of applicable securities laws. The use of any of the
words "expect", "anticipate", "continue", "estimate", "objective",
"ongoing", "may", "will", "project", "should", "believe", "plans",
"intends" and similar expressions are intended to identify forward
looking statements or information. Forward-looking statements and
information in this news release includes, but is not limited to,
payment of the Current Interest Obligation, including the timing
thereof and the method of payment to be received by
Debentureholders; and statements regarding the closing of the Plan
of Arrangement, including the timing thereof and the satisfaction
of applicable closing conditions, including receipt of all
regulatory and other approvals in connection with the Plan of
Arrangement. Forward-looking statements are based on current
expectations, estimates, projections, and assumptions of the
Company and High Tide described herein regarding the Company and
High Tide. Although the Company believes that the expectations and
assumptions on which the forward-looking statements and information
are based are reasonable, undue reliance should not be placed on
the forward-looking statements and information because the Company
cannot give any assurance that they will prove to be correct. Since
forward-looking statements and information address future events
and conditions, by their very nature they involve inherent risks
and uncertainties. Actual results and developments may differ
materially from those that are currently contemplated by these
statements depending on, among other things, risks relating to:
the delay or failure to receive regulatory approvals with
respect to the Plan of Arrangement; the Plan of Arrangement not
proceeding or anticipated synergies not materializing as planned or
at all; inability to access sufficient capital from internal and
external sources, and/or inability to access sufficient capital on
favourable terms; the retail cannabis industries generally,
including changing industry trends; income tax and regulatory
matters; the ability of the Company and High Tide to implement
their business strategies; competition; crop failure/conditions;
general business, economic, competitive, political, regulatory and
social uncertainties and conditions; adverse industry events;
marketing costs; loss of markets; the COVID-19 pandemic nationally
and globally, which could have a material adverse impact on the
Company's business, operations and financial results and on public
markets generally, including disruptions in supply chains, as well
as a deterioration of general economic conditions, including
national and/or global recessions; the response of governments to
the COVID-19 pandemic in respect of the operation of retail stores;
and currency and interest rate fluctuations and other
risks. The Company cautions that the foregoing list of risks
and uncertainties is not exhaustive. The forward-looking statements
and information contained in this news release are made as of the
date hereof and the Company undertakes no obligation to update
publicly or revise any forward-looking statement or information,
whether as a result of new information, future events or otherwise,
unless so required by applicable securities laws.
SOURCE Meta Growth Corp.
