OAKLAND, Calif., and TORONTO – Harborside Inc. (“Harborside”, or the “Company”) (CSE: HBOR), (OTCQX: HBORF), a California-focused, vertically-integrated cannabis enterprise, announces the closing of the transactions contemplated by the previously announced agreement to acquire 50.1% of the equity (the “Shares”) of FGW Haight, Inc. (“FGW”), a California corporation which has the conditional use approval necessary to operate a cannabis dispensary and related businesses in the Haight Ashbury area of San Francisco, California (the “Acquisition”).
With the completion of the Acquisition, Harborside expands its retail dispensary footprint in the state of California to five and solidifies a strong presence in the historic and culturally-significant Haight-Ashbury district of San Francisco. The Company expects to complete the build-out, receive all necessary regulatory approvals, and open the social equity retail dispensary in the third quarter of 2021.
“I’m excited to continue to expand our footprint in California and look forward to serving consumers in Haight Ashbury,” said Peter Bilodeau, Interim CEO of Harborside. “Together, we will work with the team from FGW to give back to the community and support initiatives to address the negative impact of past cannabis policies which have disproportionally impacted low income and minority community members. This new location will also introduce the best-in-class service and unbeatable product selection that Harborside has become famous for to an iconic area of San Francisco.”
Upon closing of the Acquisition, Harborside paid an aggregate purchase price of USD $2,179,350 based on a post-build-out and proforma working capital enterprise value of USD $4,350,000 (the “Purchase Price”). The Purchase Price is comprised of: (a) USD $1,265,000 as consideration for convertible notes of FGW entitling the Company to such number of underlying Shares equal to 29.1% of the Shares; and (b) the balance of the Purchase Price in multiple voting shares (“MVS”) valued at CAD$125 per MVS as consideration to certain selling shareholders of FGW for 21% of the issued and outstanding Shares.
Subject to regulatory approval, Harborside has also agreed to purchase an additional 29.9% of the issued and outstanding Shares (the “Subsequent Shares”) to get to an 80% ownership of FGW, subject to regulatory approvals. The aggregate purchase price for the Subsequent Shares will be USD $1,300,650, which will be satisfied in MVS valued at the greater of: (i) the 30 day VWAP of the subordinate voting shares of the Company on the Canadian Securities Exchange (“CSE”) at the time of issuance less a discount multiplied by 100; (ii) CAD$150 per MVS; or (iii) such other price as may be approved by the CSE. Harborside also retains the right of first refusal to purchase, in its discretion, in whole or in part and in one or more closings, the remaining 20% of the Shares, subject to regulatory approvals.
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Harborside Inc. is one of the oldest and most respected cannabis retailers in California, operating three of the major dispensaries in the San Francisco Bay Area, a dispensary in the Palm Springs area outfitted with Southern California’s only cannabis drive-thru window, a dispensary in Oregon and a cultivation/production facility in Salinas, California. Harborside has played an instrumental role in making cannabis safe and accessible to a broad and diverse community of California consumers. In 2006, Harborside was awarded one of the first six medical cannabis licenses granted in the United States and today holds cannabis licenses for retail, distribution, cultivation, nursery and manufacturing. Harborside is currently a publicly listed company on the CSE trading under the ticker symbol “HBOR”. Additional information regarding Harborside is available under Harborside’s SEDAR profile at www.sedar.com