TORONTO, Oct. 21, 2020 /CNW/ – Meta Growth Corp. (TSXV: META) (“Meta Growth”, “META” or the “Company”) is pleased to announce that in connection with the previously announced proposed acquisition pursuant to which High Tide Inc. (“High Tide”) will acquire all of the issued and outstanding common shares of META (“META Shares”) by way of a plan of arrangement under the Business Corporations Act (Alberta) (the “Arrangement”), it has received strong preliminary support from META shareholders for the Arrangement, including, as previously announced, voting support agreements entered into by certain directors, officers and significant shareholders that collectively hold 14.1% of the outstanding META Shares. In addition, META is pleased to announce that Michael Cosic and Christian Sinclair will act as META’s nominees to the board of directors of High Tide (the “High Tide Board”) upon closing of the Arrangement, subject to receipt of all necessary regulatory approvals.
As an update to the disclosure provided in the management information circular (the “Information Circular”) for the special meeting of holders of META Shares to be held on October 27, 2020 (the “Meeting”), Michael Cosic replaces Chris Brawn as one of META’s board nominees. Mr. Brawn has decided not to proceed as one of META’s board nominees for personal reasons but is expected to continue as an advisor to the High Tide Board upon closing of the Arrangement. As META’s current Chief Financial Officer, Mr. Cosic’s appointment is expected to provide continuity to the combined company through his ability to assist in post-closing transition and integration matters.
It is expected that, subject to receipt of all regulatory, court, shareholder and other approvals, the Arrangement will be completed in the fourth quarter of 2020.
Voting and Participation
Amid ongoing concerns about the Coronavirus (COVID-19) outbreak, META remains mindful of the well-being of its shareholders and their families, its industry partners and other stakeholders as well as the communities in which META operates. Accordingly, META will hold the Meeting virtually via live audio webcast, available online using the LUMI meeting platform at https://web.lumiagm.com/232399830, on Tuesday, October 27, 2020 at 11:00 a.m. (EST). Holders of META Shares (“META Shareholders”) will not be able to attend the Meeting in person. A summary of the information META Shareholders will need to attend the Meeting online is provided in the Information Circular.
Your vote is important regardless of the number of META Shares you own. All META Shareholders are encouraged to vote their proxies before 11:00 a.m. (EST) on October 23, 2020.
For META Shareholders with Questions or Requiring Assistance Voting
If you have any questions regarding the submission of your proxy, please contact Kingsdale Advisors, the strategic advisor and the proxy solicitation agent for META, by telephone at 1-800-749-9052 toll-free in North America (+1-416-867-2272 collect) or by e-mail at email@example.com.
About Meta Growth
Meta Growth is a leader in secure, safe and responsible access to legal recreational cannabis in Canada. Through its Canada-wide network of Meta Cannabis Co.™, Meta Cannabis Supply Co.™ and NewLeaf Cannabis™ recreational cannabis retail stores, Meta Growth enables the public to gain knowledgeable access to Canada’s network of authorized Licensed Producers of cannabis. Meta Growth is listed on the TSX Venture Exchange under the symbol (TSXV: META).
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to META’s board nominees to the High Tide Board and the appointment of a High Tide board advisor, the anticipated timing for the Meeting and closing of the Arrangement, and the satisfaction of closing conditions for the Arrangement including, without limitation: (i) required META Shareholder approval; (ii) necessary court approval in connection with the Arrangement, (iii) High Tide obtaining the necessary approvals from the Canadian Securities Exchange for the delisting of securities, and the necessary approvals from the TSX Venture Exchange for the listing of securities in connection with the Arrangement; (iv) the Company obtaining the necessary approvals from the TSX Venture Exchange for the delisting of the META Shares; and (v) other closing conditions, including, without limitation, obtaining certain consents and the operation and performance of the High Tide and the Company businesses in the ordinary course until closing of the Arrangement. In particular, there can be no assurance that the Arrangement will be completed.
Forward-looking statements are based on current expectations, estimates, projections, and assumptions of the Company and High Tide described herein including, without limitation, expected growth, results of operations, performance and industry trends. While the Company considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements also necessarily involve known and unknown risks, including, without limitation, risks associated with the delay or failure to receive regulatory approvals with respect to the Arrangement or the Arrangement not proceeding. Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.
Forward-looking statements contained in this news release are expressly qualified by this cautionary statement and reflect the Company’s expectations as of the date hereof, and thus are subject to change thereafter. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Factors that could cause anticipated opportunities and actual results to differ materially include, but are not limited to, matters referred to above and elsewhere in the Company’s and High Tide’s public filings.