High Tide Inc 6-K, filed Oct 4, 2022
High Tide Inc. (HITI)
About this 6-K
High Tide Inc filed this 6-K on October 4, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2022
Commission File Number: 001-40258
HIGH TIDE INC.
(Registrant)
11127 - 15 Street N.E., Unit 112
Calgary, Alberta
Canada T3K 2M4
(Address of Principal Executive Offices)
Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐ Form 40-F ☒
Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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HIGH TIDE INC. |
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(Registrant) |
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Date: October 3, 2022 |
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By |
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/s/ Raj Grover |
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Raj Grover |
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President and Chief Executive Officer |
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EXHIBIT INDEX
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Exhibit 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1: Name and Address of Company
High Tide Inc. (the “Company”)
Unit 112. 11127 – 15 Street N.E.
Calgary, Alberta T3K 2M4
Item 2: Date of Material Change
September 16, 2022.
Item 3: News Release
A news release was issued and disseminated via Canadian Newswire on September 19, 2022, a copy of which was filed under the Company’s profile on SEDAR at www.sedar.com.
Item 4: Summary of Material Change
On September 16, 2022, the Company secured a $19 million senior secured credit facility (the “Credit Facility”) with connectFirst Credit Union Ltd. (“connectFirst”), upon completion of customary conditions. The Credit Facility is for an initial 5-year term at connectFirst’s floor interest rate. Echelon Capital Markets (“Echelon”) acted as the exclusive financial advisor to the Company in connection with setting up the Credit Facility.
Item 5.1: Full Description of Material Change
The Credit Facility has a quarterly tested financial covenant of debt service coverage ratio of not less than 1.40:1, a monthly current ratio covenant of not less than 1.25:1, and a quarterly tested covenant of funded debt to earnings before interest, taxes, depreciation and amortization ratio of not more than 3:1, beginning with the quarter ending January 31, 2023.
The Company intends to use the Credit Facility to open more stores organically, hoping to increase their store count to 150 by the end of the 2022 calendar year and 200 by the end of the 2023 calendar year, invest in working capital and capital expenditures.
In connection with their services, Echelon is entitled to a cash commission equal to: (i) 1% of the aggregate amount of the Credit Facility and (ii) 1% of the amount drawdown on the Credit Facility.
Item 5.2: Disclosure for Restructuring Transactions
Not applicable
Item 6: Reliance on subsection 7.1(2) of National Instrument 51-102 (Confidentiality)
Not applicable.
Item 7: Omitted Information
No information has been omitted on the basis that it is confidential information.
Item 8: Executive Officer
For additional information with respect to this material change, the following person may be contacted:
Raj Grover
President, Chief Executive Officer and Director
T: 403-770-9435
E: raj@hightideinc.com
Item 9: Date of Report
September 23, 2022.