High Tide Acquires Majority Stake in Remexian Pharma GmbH

High Tide Inc. logo

CALGARY, AB – High Tide Inc. has completed the acquisition of a 51% interest in Remexian for an estimated purchase price of €26.4 million. The amount will be finalized in 30 days once the final closing balance sheet is available. High Tide will have a five-year option to acquire the remaining 49% of Remexian at any time after 24 months.

Transaction details

The Transaction implies an enterprise valuation of €53.4 million, representing 3.64065 times annualized Adjusted EBITDA generated during the six months ended March 31, 2025. The estimated purchase price of €26.4 million for the 51% of equity acquired was satisfied as follows.

Advertisement
prodigyusa.com

High Tide acquired 51% of Remexian for (i) €7.65 million in cash (ii) €7.65 million via a Loan with the sellers. The Loan will mature on December 31, 2029, bear 7% annual interest (paid quarterly), and be prepayable at any time by the Company with no penalty, and (iii) 5,864,373 High Tide Shares valued at €11.1 million, on the basis of a deemed price of US$2.1912 per share, representing the volume weighted average price per High Tide Share on the Nasdaq for the 10 trading days ending August 8, 2025. The High Tide Shares issued are subject to a hold period of four months and one day. The Transaction has been conditionally approved by the TSXV and is awaiting final approval.

Remexian’s owners have agreed to grant High Tide a Call Option to acquire the remaining interests in Remexian. The Call Option will be exercisable at any time for a period of five (5) years, following the Call Option Term. The Call Option is exercisable at an enterprise value equal to the trailing twelve months of Adjusted EBITDA multiplied by (i) 4 if the Call Option is exercised in the first twelve (12) months of the Call Option Term, or (ii) 3.64065 if exercised thereafter. In addition, High Tide has agreed to grant Remexian’s owners a Put Option to put to High Tide the remaining interests in Remexian not held by High Tide, at an enterprise value equal to the trailing twelve months of Adjusted EBITDA multiplied by 3.64065. The consideration under the Call Option or the Put Option, if exercised, will be satisfied in a combination of cash and High Tide Shares, at High Tide’s discretion. The Call Option has a minimum price of €15 million, and is subject to a minimum cash payment of at least 40%, and the Put Option is subject to a minimum cash payment of at least 30%.

About High Tide

High Tide (HITI) is built around the cannabis consumer, with wholly diversified and fully-integrated operations across all components of cannabis.

Advertisement
prodigyusa.com