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[PRESS RELEASE] – CALGARY, Alberta, Aug. 12, 2025 – High Tide Inc., the high-impact, retail-forward enterprise built to deliver real-world value across every component of cannabis, provided several corporate updates.
Germany Update
High Tide is pleased to share that it continues to make solid progress on the previously disclosed proposed transaction with a leading German medical cannabis importer and wholesaler. This contemplated transaction is already fully funded following the junior secured loan the company closed last month. As one of the most significant and complex transactions in the company’s history, High Tide is taking the necessary time and diligence to ensure it delivers maximum long-term value for shareholders. The company looks forward to executing definitive agreements in the near term and believes this milestone will represent a pivotal step forward in its global growth strategy.
www.sedarplus.ca and www.sec.gov/edgar.
The company has also filed a corresponding shelf registration statement relating to the securities with the United States of America Securities and Exchange Commission under the U.S. Canada Multijurisdictional Disclosure System.
The company may also use the prospectus in connection with an “at-the-market distribution” in accordance with applicable securities laws, which would permit securities to be sold on behalf of the company through the TSX Venture Exchange, the Nasdaq Stock Exchange (or other existing trading markets), as further described in the applicable prospectus supplement. To date, no agreement has been entered into with respect to such a distribution.
The company may use the net proceeds from the sale of securities for general corporate purposes, capital projects, internal expansion or for the acquisition of other businesses, assets or securities by the company or one of its subsidiaries.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under securities laws of any such jurisdiction. If any securities are offered under the[rospectusthetermsofanysuchsecuritiesandtheintendeduseofthenetproceedsresultingfromsuchofferingwouldbeestablishedatthetimeofanyofferingandwouldbedescribedinaprospectussupplementfiledwiththeapplicablesecuritiesregulatoryauthoritiesatthetimeofsuchofferingandwouldbemadeavailablebythecompany[rospectusthetermsofanysuchsecuritiesandtheintendeduseofthenetproceedsresultingfromsuchofferingwouldbeestablishedatthetimeofanyofferingandwouldbedescribedinaprospectussupplementfiledwiththeapplicablesecuritiesregulatoryauthoritiesatthetimeofsuchofferingandwouldbemadeavailablebythecompany
Filing this new base shelf prospectus is a routine step to replace the company’s existing shelf, which is set to expire next month. As always, the company remains disciplined in its approach to growth, raising funds only when it aligns with its strategic objectives and on terms that are value-add to shareholders. The company highlights that over the past two years, it has only used approximately $4 million of the $100 million available under its current shelf, which demonstrates its commitment to minimizing shareholder dilution. Given its strong positive free cash flow trajectory, the company has been able to accelerate organic growth by reinvesting its cash flows.
Investor Communications Update
In addition, the company is pleased to announce that it has retained IR Agency (the “agency”) effective Aug. 12, 2025, to provide investor relations services, supporting the company’s communications with existing and prospective shareholders, the investment community and stakeholders. Pursuant to the agreement, which begins Aug. 14, 2025, for a term of one month, the agency will undertake activities including communicating information about the company to the financial community, creating company profiles, media distribution and building a digital community, all in compliance with applicable laws.
In consideration for these services, the agency will receive a fee of USDÂ $140,000, paid strictly on a fee-for-service basis, consistent with TSX Venture Exchange Policy 3.4 and in proportion to the company’s operational scope and financial resources.
The agency, located in Newark, N.J., with Rafael Pereira as the principal, is arm’s-length to the company and neither the agency nor its principals hold an equity interest in the company’s securities, either directly or indirectly, or the right to acquire any equity interest.
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