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Alimentation Couche-Tard Increases Ownership In Fire & Flower To 35.32%

Fire & Flower Holdings Corp.

Benzinga · 04/30/2022 12:31

Fire & Flower Holdings Corp. (OTCQX:FFLWF) (TSX:FAF) announced that further to a notice of intent to exercise delivered on April 20, 2022, 2707031 Ontario Inc., an indirect wholly-owned subsidiary of Alimentation Couche-Tard Inc. (OTCPK:ANCTF) (collectively "ACT"), has exercised warrants effective April 28, 2022, to acquire 8.29 million common shares of Fire & Flower pursuant to the terms of a second amended and restated warrant certificate dated January 18, 2022.

The company received gross proceeds of $37.79 million from the exercise of the series B warrants, comprising 6.72 million series B warrants exercised at a price of $4.5103, representing the 20-day volume-weighted average price of the common shares of the company and 1.58 million series B warrants exercised at a price of $4.7732, in each case, in accordance with the terms of the series B warrant certificate.

Pursuant to the terms of the loan agreement dated December 13, 2021 between the company and ACT, a portion of the proceeds was used to repay all amounts owing to ACT pursuant to the Loan agreement. There are no further amounts owing under the loan Agreement. The remaining proceeds from the exercise of the series B warrants will be used for general corporate purposes, working capital needs and to fund further strategic initiatives of the company.

"We are excited to further strengthen our relationship with Alimentation Couche-Tard, whose unwavering support has enabled Fire & Flower to execute on our technology-focused differentiation strategy and to ultimately achieve our vision to Deliver Cannabis to the World," stated Trevor Fencott, CEO of Fire & Flower.

Following the exercise of the series B warrants, ACT's ownership of common shares of Fire & Flower increased by approximately 14.48% to approximately 35.32%. The company has also granted to ACT certain participation and top-up rights pursuant to an amended and restated investor rights agreement dated September 16, 2020 to receive additional securities of Fire & Flower which, if exercised, entitle ACT to a minimum aggregate direct and indirect ownership of 50.1% of the issued and outstanding common shares of Fire & Flower on a fully diluted basis.

Photo: Courtesy of Fire & Flower Holdings Corp.

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