/NOT FOR DISSEMINATION IN THE UNITED
STATES OR FOR DISTRIBUTION TO UNITED
STATES WIRE SERVICES/
EDMONTON, AB, June 15, 2020 /CNW/ - Fire & Flower Holdings
Corp. ("FFHC", "Fire & Flower" or the "Company") (TSX:
FAF) (OTCQX: FFLWF), today announced the voting results from
its Annual General and Special Meeting of the Company's
shareholders (the "Shareholders"), held earlier today (the
"Meeting"). The Company is pleased to announce that all matters put
forward before the Shareholders for consideration and approval as
set of in the Company's Management Information Circular dated
May 11, 2020 (the "Circular"), were
approved.
As further set out in the Circular, in connection with the
approval at the Meeting of:
(a) the issuance of 8,200
8.0% $1,000 principal amount of
secured convertible debentures of the Corporation upon the exchange
of 8,200 subscription receipts and the issuance of up to 16,400,000
common shares of the Corporation ("Common Shares") upon due
conversion of the principal amount of such convertible debentures;
and
(b) the proposed issuance of
up to 5,650,000 Common Shares in satisfaction of certain interest
payable on up to 28,000 8.0% $1,000
principal amount secured convertible debentures of the
Corporation,
the Corporation will make application to the Toronto Stock
Exchange to seek approval of the listing of the aforementioned
Common Shares and deliver an escrow release notice pursuant to the
subscription receipt agreement between the Corporation and
Computershare Trust Company of Canada (the "Subscription Receipt Agent")
dated April 28, 2020 (the
"Subscription Receipt Agreement"). Pursuant to the terms of
the Subscription Receipt Agreement, upon delivery of the escrow
release notice by the Corporation, the Subscription Receipt Agent
will release to the Corporation approximately $8,200,000 in escrowed funds.
The details of the voting results for the election of directors
are set out below:
Nominee
|
Votes
For
|
%
|
Votes
Withheld
|
%
|
Harvey
Shapiro
|
42,370,576
|
92.39
|
3,487,982
|
7.61
|
Trevor
Fencott
|
45,824,738
|
99.93
|
33,820
|
0.07
|
Norman
Inkster
|
45,822,688
|
99.92
|
35,920
|
0.08
|
Sharon
Ranson
|
45,817,458
|
99.91
|
41,100
|
0.09
|
Donald
Wright
|
45,786,458
|
99.84
|
72,100
|
0.16
|
Avininder
Grewal
|
37,979,584
|
82.82
|
7,879,024
|
17.18
|
Jeremy
Bergeron
|
0
|
0.00
|
45,858,608
|
100.00
|
Stéphane
Trudel
|
45,858,608
|
100.00
|
0
|
0.00
|
As further set out in the Corporation's June 8, 2020 press release, all management
proxies voted in favour of the election of Stéphane Trudel as opposed to Jeremy Bergeron in light of Mr. Bergeron's
recent resignation and his decision not to stand for re-election.
Notwithstanding the foregoing, Mr. Bergeron was included on the
ballot as Mr. Bergeron's name was included in the Circular. As such
Harvey Shapiro, Trevor Fencott, Norman
Inkster, Sharon Ranson,
Donald Wright, Avininder Grewal and
Stéphane Trudel were elected as
directors of the Corporation to serve until the end of the next
annual meeting of shareholders.
The Company has filed a report of the voting results on all
resolutions voted on the Meeting on the Company's SEDAR profile at
www.sedar.com.
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
HifyreTM 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 that
owns or has interest in cannabis retail store licences in the
provinces of Alberta, Saskatchewan, Manitoba and Ontario and the Yukon territory.
Through its strategic investment with Alimentation Couche-Tard
Inc., the Company has set its sights on the global expansion as new
cannabis markets emerge.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
INFORMATION
This news release contains certain
forward-looking information within the meaning of applicable
Canadian securities laws ("forward-looking statements"). All
statements other than statements of present or historical fact are
forward-looking statements. Forward-looking statements are often,
but not always, identified by the use of words such as
"anticipate", "achieve", "could", "believe", "plan", "intend",
"objective", "continuous", "ongoing", "estimate", "outlook",
"expect", "project" and similar words, including negatives thereof,
suggesting future outcomes or that certain events or conditions
"may" or "will" occur. These statements are only
predictions.
Forward-looking statements are based on the opinions and
estimates of management of FFHC at the date the statements are made
based on information then available to FFHC. Various factors and
assumptions are applied in drawing conclusions or making the
forecasts or projections set out in forward-looking
statements. Forward-looking statements are subject to and
involve a number of known and unknown risks and uncertainties, many
of which are beyond the control of FFHC, which may cause FFHC's
actual performance and results to differ materially from any
projections of future performance or results expressed or implied
by such forward-looking statements. No assurance can be given that
the expectations reflected in forward-looking statements will prove
to be correct, including when or whether the financing will be
completed.
FFHC assumes no obligation to publicly update or revise
forward-looking statements to reflect new information, future
events or otherwise, except as expressly required by applicable
law.
SOURCE Fire & Flower Holdings Corp.