Edmonton, Alberta (July 29, 2019) – Fire & Flower Holdings Corp. ("Fire & Flower" or the "Company") (TSXV: FAF) today announced that shareholders representing more than 50% of the issued and outstanding common shares of the Company (the "Shares") have delivered written consents approving the proposed transaction (the "Transaction") contemplated by the subscription agreement (the "Subscription Agreement") entered into by the Company on July 23, 2019, with an indirect wholly-owned subsidiary of Alimentation Couche-Tard Inc. (the "Investor") (TSX: ATD.A; ATD.B).
Pursuant to the terms of the Subscription Agreement and upon completion of the Transaction, the Investor will have the right to acquire up to 50.1% of the Shares (on a pro-forma fully-diluted basis) as further described in the Company's press release dated July 24, 2019. The Company is relying on an exemption in the Toronto Stock Exchange Company Manual which permits the Company to obtain shareholder approval for the Transaction by way of a written consent instrument executed by the holders of more than 50% of the issued and outstanding Shares.
The Transaction is expected to close and the Shares are expected to commence trading on the Toronto Stock Exchange on or about August 7, 2019, subject to the satisfaction or waiver of customary conditions.
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 while the Hifyre™ digital platform connects consumers with cannabis products. 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 licensed cannabis retailer in the provinces of Alberta and Saskatchewan and is a consultant and licensor to Fire & Flower-branded retail locations in the province of Ontario.
About Alimentation Couche-Tard Inc.
Couche-Tard is the leader in the Canadian convenience store industry. In the United States, it is the largest independent convenience store operator in terms of the number of company-operated stores. In Europe, Couche-Tard is a leader in convenience store and road transportation fuel retail in the Scandinavian countries (Norway, Sweden and Denmark), in the Baltic countries (Estonia, Latvia and Lithuania), as well as in Ireland, and has an important presence in Poland.
In addition, under licensing agreements, more than 2,100 stores are operated under the Circle K banner in 14 other countries and territories (Cambodia, China, Costa Rica, Egypt, Guam, Honduras, Hong Kong, Indonesia, Macau, Mexico, Mongolia, Saudi Arabia, the United Arab Emirates and Vietnam), which brings the worldwide total network to more than 16,000 stores.
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