UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
The Warrants (as defined herein) shall be created and issued pursuant to a warrant indenture (the “Warrant Indenture”) in a form acceptable to the Lead Underwriters, on behalf of the Underwriters, to be dated as of the Closing Date between the Company and the Warrant Agent (as defined herein), in its capacity as warrant agent. The description of the Warrants herein is a summary only and is subject to the specific attributes and detailed provisions of the Warrants to be set forth in the Warrant Indenture. In case of any inconsistency between the description of the Warrants in this Agreement and the terms of the Warrants set forth in the Warrant Indenture, the provisions of the Warrant Indenture will govern.
Support and Voting AgreementSupport and Voting Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
This Support and Voting Agreement (this “Agreement”), dated as of August 20, 2020 is entered into between the undersigned shareholder (the “Shareholder”) of Meta Growth Corp., a corporation incorporated under the laws of the Province of Alberta (the “Company”) and High Tide Inc., a corporation incorporated under the laws of the Province of Alberta (the “Buyer”).
HIGH TIDE INC. as the Buyer and META GROWTH CORP. as the Company ARRANGEMENT AGREEMENT AUGUST 20, 2020Arrangement Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
This Arrangement Agreement (this “Agreement”), dated as of August 20, 2020 is entered into between Meta Growth Corp., a corporation incorporated under the laws of the Province of Alberta (the “Company”) and High Tide Inc., a corporation incorporated under the laws of the Province of Alberta (the “Buyer”).
THIS FIRST SUPPLEMENTAL WARRANT INDENTURE is made as of the 16th day of November, 2020 BETWEEN: META GROWTH CORP., a corporation incorporated under the laws of Alberta (the “META”) AND:First Supplemental Warrant Indenture • March 22nd, 2021 • High Tide Inc. • Alberta
TSX TRUST COMPANY, a trust company existing under the laws of Canada and authorized to carry on business in all of the Provinces of Canada (the “Warrant Agent”)
THIS FIRST SUPPLEMENTAL DEBENTURE INDENTURE is made as of the 16th day of November, 2020 BETWEEN: META GROWTH CORP., a corporation incorporated under the laws of Alberta (“META”) AND:First Supplemental Debenture Indenture • March 22nd, 2021 • High Tide Inc. • Alberta
TSX TRUST COMPANY, a trust company existing under the laws of Canada and authorized to carry on business in all of the Provinces of Canada (the “Trustee”)
SECURITY AGREEMENTSecurity Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
ContractHigh Tide Inc. • March 22nd, 2021 • Ontario
The amended and restated term sheet dated February 2, 2021, which is included as a schedule in this amended and restated bought deal engagement agreement, has been amended on February 9, 2021, to correct the heading which incorrectly stated “$15,000,000 Bought Deal Offering of Units” instead of “Approximately $20,000,000 Bought Deal Offering of Units”. This amended and restated bought deal engagement agreement replaces and supersedes the amended and restated bought deal engagement agreement filed on February 5, 2021.
AMENDED AND RESTATED ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 22nd, 2021 • High Tide Inc. • Ontario
NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby conclusively acknowledged, the parties hereto agree as follows:
Support and Voting AgreementSupport and Voting Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
This Support and Voting Agreement (this “Agreement”), dated as of November 18, 2020 is entered into between the undersigned shareholder (the “Shareholder”), High Tide Inc., a corporation incorporated under the laws of the Province of Alberta (the “Buyer”), Christian Sinclair (“Mr. Sinclair”) and Michael Cosic (“Mr. Cosic”, and together with Mr. Sinclair, the “Company Nominees”).
DEBT RESTRUCTURING AGREEMENTDebt Restructuring Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
THIS DEBT RESTRUCTURING AGREEMENT (this “Agreement”), dated as of July 22, 2020, is entered into by and between High Tide Inc. (“High Tide”) and (“ ”) (each a “Party” and together, the “Parties”).
ONTARIO INC.Share Purchase Agreement • March 22nd, 2021 • High Tide Inc. • Alberta
THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of December 9, 2019, is entered into between Ontario Inc., a corporation existing under the laws of the Province of Ontario (the “Vendor”), High Tide Inc., a corporation existing under the laws of the Province of Alberta (the “Purchaser”), and KushBar Inc., a corporation existing under the laws of the Province of Alberta (the “Corporation”) (each a “Party” and together, the “Parties”).
Loan Agreement dated as of JANUARY 6, 2020 between HIGH TIDE INC. as Borrower and Windsor Private Capital Limited Partnership as Lender CDN $6,000,000 Loan TORKIN MANES LLPLoan Agreement • March 22nd, 2021 • High Tide Inc.
THIS AGREEMENT is made as of January 6, 2020 among High Tide Inc., a corporation formed under the laws of the Province of Alberta, as borrower, and Windsor Private Capital Limited Partnership by its general partner, Windsor Private Capital Inc., as lender.
