UNDERWRITING AGREEMENTUnderwriting Agreement • May 25th, 2021 • High Tide Inc. • Retail-retail stores, nec • Ontario
The Initial Warrants and Additional Warrants (as defined herein) shall be created and issued pursuant to a warrant indenture (the “Warrant Indenture”) in a form acceptable to the Co-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 Initial Warrants and Additional Warrants herein is a summary only and is subject to the specific attributes and detailed provisions of the Initial Warrants and Additional Warrants to be set forth in the Warrant Indenture. In case of any inconsistency between the description of the Initial Warrants and Additional Warrants in this Agreement and the terms of the Initial Warrants and Additional Warrants set forth in the Warrant Indenture, the provisions of the Warrant Indenture will govern.
ACQUISITION AGREEMENTAcquisition Agreement • May 25th, 2021 • High Tide Inc. • Retail-retail stores, nec • Delaware
This Acquisition Agreement (this “Agreement”), is entered into as of May 2, 2021 (the “Execution Date”) by and among High Tide Inc., an Alberta corporation (“High Tide”), High Tide USA, Inc.,, a Nevada Corporation, (“Acquisition Sub”; collectively, High Tide and Acquisition Sub, are referred to herein as the “High Tide Parties”), Fab Nutrition, LLC, a Wisconsin limited liability corporation ( “Fab CBD”), and Josh Delaney, as the sole shareholder and owner of Fab CBD (the “Shareholder”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.
