EX-99.1 2 hiti-ex991condensedinterim.htm EX-99.1 Document
Exhibit 99.1








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Condensed Interim Consolidated
Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Stated in thousands of Canadian dollars, except share and per share amounts)
(Unaudited)

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High Tide Inc.
Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023






Condensed Interim Consolidated Financial Statements for the three and six months ended April 30, 2024 and 2023.

The accompanying unaudited condensed interim consolidated financial statements of High Tide Inc. (“High Tide” or the “Company”) have been prepared by and are the responsibility of the Company’s management and have been approved by the Audit Committee and Board of Directors of the Company.









Approved on behalf of the Board:


(Signed) "Harkirat (Raj) Grover"            (Signed) "Nitin Kaushal"
President and Chair of the Board            Director and Chair of the Audit Committee









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High Tide Inc.
Condensed Interim Consolidated Statements of Financial Position
As at April 30, 2024 and October 31, 2023
(Unaudited — In thousands of Canadian dollars)

    
Notes
    2024 2023 
$$
Assets
Current assets
Cash and cash equivalents34,540 30,121 
Marketable securities725 141 
Trade and other receivables114,104 7,573 
Inventory1028,115 25,974 
Prepaid expenses and deposits94,895 4,836 
Total current assets72,379 68,645 
Non-current assets
Property and equipment727,208 27,142 
Net investment - lease- 179 
Right‐of‐use assets2534,521 30,643 
Long term prepaid expenses and deposits92,206 3,307 
Intangible assets and goodwill898,148 103,485 
Total non-current assets162,083 164,756 
Total assets234,462 233,401 
Liabilities
Current liabilities
Accounts payables and accrued liabilities1321,193 20,902 
Deferred revenue2,024 1,361 
Interest bearing loans and borrowings 1514,565 16,141 
Current portion of notes payable1414,223 136 
Convertible debentures16890 8,708 
Current portion of lease liabilities257,797 7,214 
Put option liability121,130 3,675 
Total current liabilities61,822 58,137 
Non-current liabilities
Notes payable14361 12,508 
Lease liabilities2529,791 27,823 
Deferred tax liability279 1,267 
Total non-current liabilities30,431 41,598 
Total liabilities92,253 99,735 
Shareholders' equity
Share capital18296,301 288,027 
Warrants207,121 12,740 
Contributed surplus36,564 30,749 
Convertible debentures - equity192 717 
Accumulated other comprehensive income5,689 5,257 
Accumulated deficit(206,103)(205,934)
Equity attributable to owners of the Company139,764 131,556 
Non-controlling interest282,445 2,110 
Total shareholders' equity142,209 133,666 
Total liabilities and shareholders' equity234,462 233,401 
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High Tide Inc.
Condensed Interim Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)

        Three months ended    Six months ended
Notes
2024     2023     2024    2023
$$$$
Revenue 6, 23 124,259  118,136  252,327 236,212 
Cost of sales (88,960) (86,567) (181,034) (172,461)
Gross profit 35,299  31,569  71,293  63,751 
Expenses          
Salaries, wages and benefits (15,429) (13,940) (31,332) (28,242)
Share-based compensation 19 (549) (1,532) (1,344) (2,968)
General and administration (5,559) (6,191) (11,165) (13,688)
Professional fees (1,995) (2,684) (4,066) (5,112)
Advertising and promotion (1,154) (1,048) (1,976) (2,537)
Depreciation and amortization 7, 8, 25 (7,505) (7,699) (14,353) (15,685)
Interest and bank charges(1,121)(1,117)(2,278)(2,082)
Total expenses(33,312)(34,211)(66,514)(70,314)
Income (loss) from operations 1,987  (2,642) 4,779  (6,563)
Other income (expenses)     
Gain (loss) on extinguishment financial liability  314  (78) 79  (60)
(Loss) gain on revaluation of marketable securities -  19  (77) 27 
Finance and other costs 17 (3,026) (2,194) (5,284) (4,672)
Gain on revaluation of put option liability12110 1,288 410 2,549 
(Loss) gain on debentures240 (515)
Gain (loss) on foreign exchange5 (2)13 
Other gains(337)(337)
Total other expenses (2,694) (967) (5,724)(2,143)
Loss before taxes (707) (3,609) (945) (8,706)
Income tax (expense) recovery 236  1,737  (5) 1,395 
Deferred income tax recovery642 304 1,116 1,882 
Net income (loss) 171  (1,568) 166  (5,429)
Other comprehensive income (loss)    
Translation difference on foreign subsidiary 1,169  533  432  (2,173)
Total comprehensive income (loss) 1,340  (1,035) 598  (7,602)
      
Net income (loss) attributed to:
Owners of the company(25)(1,544)(365)(5,323)
Non-controlling interest28196 (24)531 (106)
171 (1,568)166 (5,429)
Comprehensive income (loss) attributed to:
Owners of the company592 (811)(205)(7,687)
Non-controlling interest748 (224)803 85 
1,340 (1,035)598 (7,602)
Loss per share
Basic and diluted21(0.00)(0.02)(0.00)(0.07)
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High Tide Inc.
Condensed Interim Consolidated Statements of Changes in Equity
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars)

Equity
Accumulated
portion of
other
Attributable
Contributed
convertible
comprehensive
Accumulated
 to owners of
Note
Share capital
Warrants
surplus
debt
income (loss)
deficit
the Company
NCI
Total
$$$$$$$$$
Opening balance, November 1, 2022279,513 15,497 23,051 717 5,665 (168,093)156,350 5,683 162,033 
Acquisition - Jimmy's Cannabis4,932 4,932 4,932 
Acquisition of non-controlling interest - FABCBD729 1,469 2,198 (1,469)729 
Issuance of shares through ATM2,442 2,442 2,442 
Issued to pay fees in shares278 278 278 
Share-based compensation5,034 5,034 5,034 
Share issuance costs(28)(28)(28)
Exercise options161 (93)68 68 
Warrants expired(2,757)2,757 
Partner distributions(462)(462)
Cumulative translation adjustment2,027 2,027 2,027 
Adjustment for foreign exchange on impairment(2,435)(2,435)(2,435)
Net loss for the period(39,310)(39,310)(1,642)(40,952)
Balance, October 31, 2023288,027 12,740 30,749 717 5,257 (205,934)131,556 2,110 133,666 
Opening balance, November 1, 2023
Issued to pay fees in shares 181,331 1,331 1,331 
Purchase of Queen of bud - paid in shares18900 900 900 
Acquisition of non-controlling interest - NuLeaf18196 196 (196)
Issuance of share for settlement of convertible debentures185,025 5,025 5,025 
Issuance of shares through ATM18
Revaluation of Convertible Debt16(525)(525)(525)
Clear gain/loss of settlement18
Share-based compensation181,344 1,344 1,344 
Share issuance costs18(27)(27)(27)
RSUs vested18929 (929)
Warrants exercised2079 (28)28 79 79 
Warrants expired20(5,591)5,591 
Options exercised34 34 34 
Settlement of escrow shares(219)(219)(219)
Cumulative translation adjustment 432 432 432 
Net loss for the period(365)(365)531 166 
Balance, April 30, 2024296,301 7,121 36,564 192 5,689 (206,103)139,764 2,445 142,209 
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High Tide Inc.
Condensed Interim Consolidated Statements of Cash Flows
For the six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
Notes
2024 2023 
$$
Operating activities      
Net income (loss)  166  (5,429)
Adjustments for items not effecting cash and cash equivalents  
Income tax (expense) recovery   5  (1,395)
Deferred income tax recovery (1,116)(1,882)
Accretion expense 17  2,025  2,227 
Lease investment write-off179 
Fee for services and interest paid in shares and warrants  -  278 
Depreciation and amortization 7, 8, 25 14,353  15,685 
Share-based compensation19 1,344 2,968 
(Gain) loss on extinguishment financial liability(79)60 
Loss (gain) on revaluation of marketable securities77 (27)
Gain on revaluation of put option liability12  (410) (2,549)
Gain (loss) on extinguishment of debenture  515  
Gain (loss) on foreign exchange  - (13)
Other gains336 
  17,395  9,923 
Changes in non-cash working capital  
Trade and other receivables3,469 (1,517)
Inventory(2,141)(4,089)
Prepaid expenses and deposits1,042 4,314 
Accounts payables and accrued liabilities(321)(5,875)
Deferred revenue237 724 
Net cash provided by operating activities  19,681  3,480 
 
Investing activities  
Purchase of property and equipment(3,994)(2,540)
Purchase of intangible assets(283)(254)
Proceeds from the sale of marketable securities(54)
Business combinations, net of cash acquired- 270 
Net cash used in investing activities  (4,331) (2,524)
 
Financing activities  
Repayment of interest bearing loans and borrowings 15 (1,576)(1,337)
Proceeds from interest bearing loans net of issue costs 15 - 2,673 
Repayment of notes payable (142)
Repayment of convertible debentures 16 (2,852)(1,347)
Lease liability payments 25 (5,652)(5,406)
Share issuance costs 18 (27)(28)
Partner distributions - (163)
Proceeds from equity financing through ATM  18  3  1,894 
Warrants exercised  20  79  
Options exercised 19  34  161 
Net cash used in financing activities  (10,133) (3,553)
 
Effect of foreign exchange on cash(798)
Net increase (decrease) in cash  4,419  (2,597)
Cash and cash equivalents, beginning of period  30,121  25,084 
Cash and cash equivalents, end of period  34,540  22,487 
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
1. Nature of operations
High Tide Inc. (the “Company” or “High Tide”) is a retail-focused cannabis company enhanced by the manufacturing and distribution of consumption accessories. The Company’s shares are listed on the Nasdaq Capital Market (“Nasdaq”) under the symbol “HITI”(listed as of June 2, 2021), the TSX Venture Exchange (“TSXV”) under the symbol “HITI”, and on the Frankfurt Stock Exchange (“FSE”) under the securities identification code ‘WKN: A2PBPS’ and the ticker symbol “2LYA”. The address of the Company’s corporate and registered office is # 112 – 11127 15 Street NE, Calgary, Alberta T3K 2M4.
High Tide does not engage in any U.S. cannabis-related activities as defined by the Canadian Securities Administrators Staff Notice 51-352.
2. Basis of preparation
A. Statement of compliance
These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”). They are condensed as they do not include all of the information required for full annual financial statements, and they should be read in conjunction with the audited annual consolidated financial statements ("annual consolidated financial statements") of the Company for the year ended October 31, 2023 which are available on SEDAR at www.sedarplus.ca and with the SEC at www.sec.gov.
These condensed interim consolidated financial statements were approved and authorized for issue by the Board of Directors on June 13, 2024.
B. Basis of measurement
These condensed interim consolidated financial statements have been prepared on a historical cost basis, except for certain financial instruments which are measured at fair value. The accounting policies set out below have been applied consistently by the Company and its wholly owned subsidiaries for the periods presented.
C. Currencies and foreign exchange
The Company’s condensed interim consolidated financial statements are presented in Canadian dollars, which is the functional and presentation currency of the Company and its Canadian subsidiaries. The functional currency of the Company’s United States (“U.S.”) subsidiaries is the U.S. dollar (“USD”), of the Company’s European subsidiaries is the Euro (“EUR”), and of the Company’s United Kingdom subsidiaries is the British Pound Sterling (“GBP”). Transactions denominated in currencies other than the functional currency are translated at the rate prevailing at the date of transaction. Monetary assets and liabilities that are denominated in foreign currencies are translated at the rate prevailing at each reporting date. Income and expense amounts are translated at the dates of the transactions.
In preparing the Company’s condensed interim consolidated financial statements, the financial statements of the foreign subsidiaries are translated into Canadian dollars. The assets and liabilities of foreign subsidiaries are translated into Canadian dollars using exchange rates at the reporting date. Revenues and expenses of foreign operations are translated into Canadian dollars using average foreign exchange rates. Translation gains and losses resulting from the consolidation of operations into the Company’s functional currency, are recognized in other comprehensive income in the condense interim consolidated statement of income (loss) and other comprehensive income (loss) and as a separate component of shareholders’ equity on the consolidated statement of changes in equity.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
D. Basis of consolidation
Subsidiaries are entities controlled by High Tide Inc. Control is achieved when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries acquired or disposed of during the year are included in the condensed interim consolidated statements of loss and other comprehensive loss from the effective date of acquisition and up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the annual consolidated financial statements of subsidiaries to bring their accounting policies into line with those used by the Company. Intra‐group balances and transactions, and any unrealized gains or losses or income and expenses arising from intra‐group transactions are eliminated in preparing the condensed interim consolidated financial statements.
SubsidiariesPercentage OwnershipFunctional Currency
Canna Cabana Inc.100 %Canadian Dollar
2680495 Ontario Inc.100 %Canadian Dollar
Saturninus Partners GP50 %Canadian Dollar
Valiant Distribution Canada Inc.100 %Canadian Dollar
META Growth Corp.100 %Canadian Dollar
NAC Thompson North Ltd. Partnership49 %Canadian Dollar
NAC OCN Ltd. Partnership49 %Canadian Dollar
HT Global Imports Inc.100 %Canadian Dollar
2049213 Ontario Inc.100 %Canadian Dollar
1171882 B.C. Ltd.100 %Canadian Dollar
High Tide BV (Grasscity)100 %European Euro
Valiant Distribution Inc.100 %U.S. Dollar
Smoke Cartel USA, Inc.100 %U.S. Dollar
Fab Nutrition, LLC100 %U.S. Dollar
Halo Kushbar Retail Inc.100 %Canadian Dollar
Nuleaf Naturals LLC100 %U.S. Dollar
DHC Supply, LLC100 %U.S. Dollar
DS Distribution Inc.100 %U.S. Dollar
Enigmaa Ltd.80 %British Pound Sterling
3. Accounting policies
The significant accounting policies applied in the preparation of the condensed interim consolidated financial statements for the three and six months ended April 30, 2024, and 2023 are consistent with those applied and disclosed in Note 3 of the Company’s annual consolidated financial statements for the year ended October 31, 2023.
For comparative purposes, the Company has reclassified certain items on the comparative condensed interim consolidated statements of income (loss) and comprehensive income (loss) to conform with current period’s presentation.
4. Significant accounting judgement, estimates and assumptions
The estimates and assumptions are reviewed on an ongoing basis. Revisions in accounting estimates are recognized in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years. Significant judgements, estimates, and assumptions within these condensed interim consolidated financial statements are consistent as those applied to the annual consolidated financial statements for the year ended October 31, 2023 in Note 4.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
5. Business combinations
In accordance with IFRS 3, Business Combinations, these transactions meet the definition of a business combination and, accordingly, the assets acquired, and the liabilities assumed have been recorded at their respective estimated fair values as of the acquisition date.
Total consideration$
Common Shares4,932 
Working Capital Adjustment352 
5,284 
Purchase price allocation
Cash 622 
Inventory308 
Prepaid expenses11 
Property, plant and equipment111 
Right of use asset129 
Intangible assets - business license rights1,487 
Goodwill3,416 
Accounts payable and accrued liabilities(318)
Lease liabilities(130)
Income tax payables(110)
Deferred tax liability(242)
5,284 
On December 29, 2022, the Company closed the acquisition of 100% of the equity interest of 1171882 B.C. Ltd., operating as Jimmy’s Cannabis Shop BC (“Jimmy’s”) which operates two retail cannabis stores in British Columbia. Pursuant to the terms of the Arrangement, the consideration was comprised of 2,595,533 common shares of the Company having an aggregate value of (i) $4,932 in shares and (ii) working capital adjustment of $352.
In accordance with IFRS 3, Business Combinations (“IFRS 3”), the substance of this transaction constituted a business combination. The purchase price was allocated based on the Company’s estimated fair value of the identifiable net assets acquired on the acquisition date. Management finalized its purchase price allocation for the fair value of identifiable intangible assets, income taxes and the allocation of goodwill. The goodwill is primarily related to the opportunities to grow the business, expanded access to capital and greater financial flexibility. Goodwill is not deductible for tax purposes. For the year ended October 31, 2023, Jimmy accounted for $4,660 in revenues and $203 in net loss.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
6. Revenue from contracts with customers
For the three months ended April 30202420232024202320242023
Bricks-and-MortarBricks-and-MortarE-commerceE-commerceTotalTotal
$$$$$$
Primary geographical markets (i)
Canada115,130 103,606 - 115,130 103,606 
USA- 8,716 13,661 8,716 13,661 
International- 413 869 413 869 
Total revenue115,130 103,606 9,129 14,530 124,259 118,136 
Major products and services
Cannabis and CBD products103,852 94,695 4,107 5,477 107,959 100,172 
Consumption accessories2,301 2,273 5,022 9,019 7,323 11,292 
Data analytics, advertising and other revenue8,977 6,638  34 8,977 6,672 
Total revenue115,130 103,606 9,129 14,530 124,259 118,136 
Timing of revenue recognition
Transferred at a point in time115,130 103,606 9,129 14,530 124,259 118,136 
Total revenue115,130 103,606 9,129 14,530 124,259 118,136 
For the six months ended April 30202420232024202320242023
Bricks-and-MortarBricks-and-MortarE-commerceE-commerceTotalTotal
$$$$$$
Primary geographical markets (i)
Canada230,831 203,368 - 230,831 203,368 
USA- 20,531 30,734 20,531 30,734 
International- 965 2,110 965 2,110 
Total revenue230,831 203,368 21,496 32,844 252,327 236,212 
Major products and services
Cannabis and CBD products207,557 185,550 9,310 12,164 216,867 197,714 
Consumption accessories6,699 4,492 12,002 20,628 18,701 25,120 
Data analytics, advertising and other revenue 16,575 13,326 184 52 16,759 13,378 
Total revenue230,831 203,368 21,496 32,844 252,327 236,212 
Timing of revenue recognition
Transferred at a point in time230,831 203,368 21,496 32,844 252,327 236,212 
Total revenue230,831 203,368 21,496 32,844 252,327 236,212 
(i)Represents revenue based on geographical locations of the customers who have contributed to the revenue generated in the applicable segment.
(ii)During the fiscal year 2024, the Company changed segment allocation and reporting, see Note 23.


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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
7. Property and equipment
Office equipmentProductionLeasehold
and computersequipmentimprovementsVehiclesBuildingsTotal
Cost$$$$$$
Opening balance, November 1, 20224,514 2,915 38,351 37 2,800 48,617 
Additions1,068 4,718 5,786 
Additions from business combinations 111 111 
Transfers(775)775 
Impairment loss(126)(126)
Foreign currency translation157 944 54 1,156 
Balance, October 31, 20235,739 3,859 42,333 38 3,575 55,544 
Additions(i)
427 3,464 99 3,994 
Foreign currency translation(7)(5)69 57 
Balance, April 30, 20246,159 3,854 45,866 42 3,674 59,595 
Accumulated depreciation
Opening balance, November 1, 20222,131 486 14,230 14 273 17,134 
Depreciation992 539 8,820 217 10,569 
Foreign currency translation44 604 51 699 
Balance, October 31, 20233,167 1,629 23,101 15 490 28,402 
Depreciation543 130 3,073 18 109 3,873 
Foreign currency translation102 (27)37 112 
Balance, April 30, 20243,812 1,732 26,211 33 599 32,387 
Balance, October 31, 20232,572 2,230 19,232 23 3,085 27,142 
Balance, April 30, 20242,347 2,122 19,655 9 3,075 27,208 
(i)As at April 30, 2024, the Company had a balance of $936 (October 31, 2023 - $711) in assets under construction, largely related to cannabis retail locations not yet in operations.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
8. Intangible assets and goodwill
SoftwareLicensesBrand nameGoodwillTotal
Cost$$$$$
Opening balance, November 1, 202210,659 44,782 32,573 83,419 171,433 
Additions273 22 295 
Additions from business combinations1,487 3,416 4,903 
Impairment loss(23,257)(10,292)(33,549)
Foreign currency translation378 (390)(340)(352)
Balance, October 31, 202311,310 46,269 8,948 76,203 142,730 
Addition/(disposal)(i)
183 (370)1,000 813 
Foreign currency translation39 (944)737 (168)
Balance, April 30, 202411,532 45,899 9,004 76,940 143,375 
Accumulated depreciation
Opening balance, November 1, 20224,082 21,861 25,943 
Amortization2,131 11,093 13,224 
Foreign currency translation78 78 
Balance, October 31, 20236,291 32,954 39,245 
Amortization1,139 4,877 6,016 
Foreign currency translation(34)- (34)
Balance, April 30, 20247,396 37,831 - - 45,227 
Balance, October 31, 20235,019 13,315 8,948 76,203 103,485 
Balance, April 30, 20244,136 8,068 9,004 76,940 98,148 
(i)During the three and six months ended April 30, 2024, the Company purchased the Queen of Bud brand for consideration of $100 in cash and $900 in common shares. The acquisition of this brand did not constitute a business combination in accordance with IFRS 3.
9. Prepaid expenses and deposits
As atApril 30, 2024October 31, 2023
$$
Deposits on cannabis retail outlets1,764 1,640 
Prepaid insurance and other3,249 3,847 
Prepayment on inventory2,088 2,656 
Total7,101 8,143 
Less current portion(4,895)(4,836)
Long-term2,206 3,307 
10. Inventory
As atApril 30, 2024October 31, 2023
$$
Finished goods27,164 25,470 
Work in process70 16 
Raw materials1,019 626 
Provision for obsolescence (138)(138)
Total28,115 25,974 
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
11. Trade and other receivables
As atApril 30, 2024October 31, 2023
$$
Trade accounts receivable4,161 8,007 
Sales tax receivable161 102 
Allowance for doubtful accounts(218)(536)
Total4,104 7,573 
12. Put option liability

As atApril 30, 2024October 31, 2023
Blessed put option liability (i)
1,130 1,490 
Nuleaf put option liability (ii)
- 2,185 
Total put option liability1,130 3,675 
The Company recognizes call options in accordance with IFRS 10 - Consolidated Financial Statements and has recognized NCI in the condensed interim consolidated financial statements. If the put option is exercised, the Company accounts for increases in its ownership interest as an equity transaction. Consequently, the financial liability is remeasured immediately before the transaction, and is extinguished by payment of the exercise price and the NCI is derecognized against equity. If the put option expires unexercised, the liability is reclassified to the same component of equity that was previously reduced upon initial recognition.
(i)On October 19, 2021, the Company acquired 80% of the outstanding shares of Blessed CBD. The acquisition agreement also included a call and put option that could result in the Company acquiring the remaining 20% of common shares of Blessed CBD not acquired upon initial acquisition. The put option is valued based on the 12 trailing months of sales times a pre-determined multiple of 2.2 times. The put option will expire on October 18, 2024. The initial obligation under the put option was valued at $4,323. During the three and six months ended April 30, 2024, the Company revalued the fair value of the put option and recognized an unrealized gain of $136 and $360 respectively (three and six months ended April 30, 2023: $487 and $828 unrealized gain respectively) in the statement of income (loss) and comprehensive income (loss).
(ii)On November 29, 2021, the Company acquired 80% of the outstanding shares of NuLeaf. The acquisition agreement also included a call and put option that could result in the Company acquiring the remaining 20% of common shares of NuLeaf not acquired upon initial acquisition. The initial obligation under the put option was valued $8,326. During the three and six months ended April 30, 2024, the Company revalued the fair value of the put option and recognized an unrealized loss of $26 and gain of $50 (three and six months ended April 30, 2023: $678 and $1,652 unrealized gain), in the condensed interim consolidated statement of net income (loss) and comprehensive income (loss). On May 29, 2023, the Company received a notice to exercise the put option related to NuLeaf and purchase the remaining 20% ownership of NuLeaf which has been settled as of April 2, 2024.
13. Accounts payables and accrued liabilities
As at    April 30, 2024October 31, 2023
$$
Accounts payable8,4158,353
Accrued liabilities8,7568,486
Income tax payable 1,4461,631
Sales tax payable 2,5762,432
Total21,19320,902
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
14. Notes payable

As at    April 30, 2024October 31, 2023
$$
Other 136215
Notes payable (i) (ii)
 14,44812,429
Total 14,58412,644
Less current portion (14,223)(136)
Long-term obligation 36112,508
(i)During the three and six months ended April 30, 2024, the Company incurred interest in the amount of $328 and $676 (three and six months ended April 30, 2023: $324 and $649) and accretion expense in the amount of $155 and $282 (three and six months ended April 30, 2023: $94 and $205) in relation to the notes payable.
(ii)During the three and six months ended April 30, 2024, the Company entered into a non-interest bearing note payable (note payable) with NuLeaf to settle the exercise of the put option (see Note 12). The note payable was entered into on April 2, 2024, in the amount of $1,878 for a period of 15 months. During the three and six months ended April 30, 2024, the Company incurred accretion expense in the amount of $31 and $31 (three and six months ended April 30, 2023: nil).
15. Interest bearing loans and borrowings
As at    April 30, 2024October 31, 2023
$$
ConnectFirst loan14,56516,141
Total 14,56516,141
On August 15, 2022, the Company entered into a $19,000 demand term loan with Connect First credit union (the "Credit Facility") with Tranche 1 - $12,100 available in a single advance, and Tranche 2 - $6,900 available in multiple draws subject to pre-disbursement conditions set. The demand loan bears interest at the Credit Union’s prime lending rate plus 2.50% per annum and is set to mature on September 5, 2027.
Tranche 1, is repayable on demand, but until demand is made this Credit Facility shall be repaid in monthly blended payments of principal and interest of $241. Blended payments may be adjusted from time to time, if necessary, on the basis of the Credit Union’s Prime Lending Rate and the principal outstanding. The Company received the inflow on October 7, 2022. The balance at the end of the period ended April 30, 2024 is $9,265 (October 31, 2023: $10,224).
Tranche 2, is repayable on demand, but until demand is made this Credit Facility shall be repaid in monthly blended payments of principal and interest of $147. Blended payments may be adjusted from time to time, if necessary, on the basis of Prime, the principal outstanding and the amortization period remaining, the Company received the inflow on October 25, 2022. The Company received the remaining $2,673 on March 8, 2023. The balance at the end of the period ended April 30, 2024 is $5,300 (October 31, 2023: $5,917).
Attached to the loan is a general security agreement comprising a first charge security interest over all present and after acquired personal property, registered at Personal Property Registry for the assets of Canna Cabana Inc., Meta Growth Corp., 2680495 Ontario Inc., Valiant Distribution Canada Inc., High Tide USA Inc., Smoke Cartel USA Inc., DHC Supply LLC., DS Distribution Inc., Enigmaa Ltd., High Tide Inc. BV., SJV2 BV., SJV BV o/a Grasscity., and a limited recourse guarantee against $5,000 worth of High Tide Inc. shares held by Harkirat Singh Grover, and affiliates, to be pledged in favor of the Connectfirst.
During the three and six months ended, April 30, 2024, the Company incurred interest for the three and six months ended April 30, 2024 in the amount of $366 and $754 (three and six months ended April 30, 2023: $365 and $687) and paid $799 and $1,576 (six months ended April 30, 2023: $676 and $1,337) as principal in relation to the outstanding interest bearing loans and borrowings.
As at April 30, 2024, the Company has met all the covenants attached to the loan.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
16. Convertible debentures
As at    April 30, 2024October 31, 2023
$$
Convertible debentures, beginning of period8,7087,466
Settlement of convertible debenture in equity  (5,025)-
Repayment of convertible debenture (2,852)-
Settlement of convertible debenture in services(102)(505)
Accretion on convertible debentures1611,747
Total 8908,708
On November 1, 2023, the Company entered into a debt restructuring agreement resulting in amendments to the agreement dated July 24, 2022 as disclosed in the October 31, 2023 consolidated Financial Statements. In accordance with IFRS 9, the Company accounted for the restructuring as an extinguishment of the previous debenture. As a result of the restructuring, the following amendments occurred:
(i)Convertible debenture: Effective November 1, 2023, the Company agreed to settle $5,025 (balloon payment) of the convertible debenture in shares, with the remaining balance to be repaid in semi-annual payments starting December 30, 2023. The convertible debenture matures on January 1, 2025, and interest on the convertible debenture is 8.5%. Upon extinguishment of the original debenture, $150 was recognized in equity. The impact on the statement of loss and comprehensive loss was nominal. Management calculated the fair value of the liability component as $3,641 using a discount rate of 20% along with forecasted scheduled repayments, with the residual of $193 being allocated to equity. For the six months ended April 30, 2024 the Company recognized 1 in retained earnings as a result of the revalued equity component. During the six months ended April 30, 2024 the Company made repayments of $5,025 in shares and regular installment payments of $2,852 (October 31, 2023 - nil). For the three and six months ended April 30, 2024, the Company recognized accretion of $32 and $161 (three and six months ended April 30, 2023 - $444 and $865) in the statement of loss and comprehensive loss. As of April 30, 2024, the outstanding balance of the convertible debenture is $890 (October 31, 2023 - $8,708).
17. Finance and other costs
Three months ended April 30,Six months ended April 30,
2024202320242023
$$$$
Accretion on convertible debentures32444161865
Accretion on notes payable15594282205
Accretion on lease liabilities8315581,5821,157
Interest on notes payable328324676649
Interest on interest bearing borrowings366365754687
Transaction and other costs1,3144091,8291,109
Total3,0262,1945,2844,672
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
18. Share capital
(a) Issued:
Common shares: 
Number of sharesAmount
 #$
Balance, November 1, 2022 71,021,233279,513
Acquisition - Jimmy's2,595,5334,932
Issuance of shares through ATM(i)
1,055,8612,442
Share issuance costs(28)
Vested restricted share units (RSU) (note 19)66,667161
Issued to pay fees in shares136,266278
Issuance of shares due to put option exercise 423,587729
Balance, October 31, 2023 75,299,147288,027
Issued to pay fees in shares658,7541,331
Purchase of Queen of bud - paid in shares378,486900
Issuance of shares through ATM(i)
1,4003
Issuance of share for settlement of convertible debentures2,491,3455,025
Vested restricted share units (RSU) (note 19)486,335929
Share issuance cost(27)
Options exercised20,00034
Warrents exercised28,80079
Balance, April 30, 2024 79,364,267296,301
(i)On August 31, 2023, the Company announced that it established a new at-the-market equity offering (“the ATM Program”) that allows the Company to issue up to $30,000 (or the equivalent in U.S. dollars) of common shares from treasury to the public from time to time at the Company’s discretion and subject to regulatory requirements. As at April 30, 2024, a total of $3 has been raised through the program.
19. Share-based compensation
(a) Stock option plan
On April 19, 2022, the directors of the Company approved the 2022 equity incentive plan of the Company (the “Omnibus Plan”), which was effective upon the Company receiving disinterested shareholder approval at the annual general meeting and special meetings of shareholders of the Company on June 2, 2022.
The maximum number of common shares available and reserved for issuance, at anytime, under the Omnibus Plan, together with any other security-based compensation arrangements adopted by the Company, including the Predecessor Plans, has been fixed at 20% of the issued and outstanding common shares as at June 2, 2022. The maximum share options that can be issued is 12,617,734 Common Shares.
The Company’s previous stock option plan limited the number of common shares reserved under the plan from exceeding a “rolling maximum” of ten (10%) percent of the Company’s issued and outstanding common shares from time to time.
The stock options vest at the discretion of the Board of Directors, upon grant to directors, officers, employees and consultants of the Company and its subsidiaries. It is the Company's intention for the stock options it grants to generally vest one-fourth on each of the first, second, third and fourth, six-month anniversaries of the grant date. All options that are outstanding will expire upon maturity, or earlier, if the optionee ceases to be a director, officer, employee or consultant. The maximum exercise period of an option shall not exceed 10 years from the grant date.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
Changes in the number of stock options, with their weighted average exercise prices, are summarized below:
As at     April 30, 2024October 31, 2023
Number of optionsWeighted average exercise price ($)Number of optionsWeighted average exercise price ($)
Balance, beginning of the period 4,590,9803.942,250,0826.16
Granted --2,666,4572.61
Forfeited or expired(1,384,613)5.57(325,559)8.30
Exercised(20,000)1.70--
Balance, end of period 3,186,3673.264,590,9803.94
Exercisable, end of period 1,226,1054.111,909,9635.68
For the three and six months ended April 30, 2024, the Company recorded share-based compensation related to options of $494 and $1,112 (three and six months ended April 30, 2023: $193 and $436).
Outstanding optionsExercisable options
Number of options outstandingWeighted average remaining life (years)Weighted average exercise priceNumber of options exercisableWeighted average exercise price
Range of exercise price
$1.53 - $9.143,186,367 2.03 3.26 1,226,105 4.11 
(b) Restricted share units ("RSUs") plan
For the three and six months ended April 30, 2024, the Company recorded share-based compensation related to RSUs of $55 and $232 (three and six months ended April 30, 2023: $197 and $296).
Number of shares
As atApril 30, 2024October 31, 2023
##
Balance, beginning of the period486,335 132,143 
Granted95,976 486,335 
Forfeited or expired- 
Vested and issued(486,335)(132,143)
Balance, end of the period95,976 486,335 
(c) Escrow shares
For the three and six months ended April 30, 2024, the Company has recorded nil (three and six months ended April 30, 2023: $1,142 and $2,236) share-based compensation related to Escrow Shares. These shares were granted as part of compensation plan and are released based on the employment agreement.
Number of shares
As atApril 30, 2024October 31, 2023
##
Balance, beginning of the period541,616 3,160,537 
Forfeited or expired(90,933)
Released from escrow(450,683)(2,618,921)
Balance, end of the period- 541,616 
17

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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
20. Warrants
Number of warrantsWarrants amountDerivative liability amountWeighted average exercise priceWeighted average number of years to expiryExpiry dates
 $$$$
Opening balance, November 1, 2022 91,694,78415,497-2.582.39
Warrants expired  (39,619,252)(2,437)-0.43-2/6/2023
Warrants cancelled (809,010)(320)-0.43-2/6/2023
Balance, October 31, 2023 51,266,52212,740-5.610.75
Warrants expired
(25,101,836)(5,591)-0.58-2/22/2024
Warrants exercised
(28,800)(28)-2.73-7/22/2027
Balance, April 30, 202426,135,8867,121-10.450.67
As at April 30, 2024, 21,207,726 (October 31, 2023: 46,309,562) warrants were exercisable, on a basis of 15 warrants for 1 common share.
21. Loss per share
(a) Current period loss per share
Three months ended April 30,Six months ended April 30
    2024202320242023
 $$$$
Net loss for the period171 (1,568)166 (5,429)
Non-controlling interest portion of net loss(196)24 (531)106 
Net loss for the period attributable to the owners of the Company(25)(1,544)(365)(5,323)
####
Weighted average number of common shares - basic78,980,553 74,623,925 78,562,929 73,512,103 
Basic and diluted loss per share(0.00)(0.02)(0.00)(0.07)
During the three and six months ended April 30, 2024, the Company has reported a net loss for the period and therefore, for the computation of diluted loss per share, common share equivalents are not considered, as the inclusion of the common share equivalents are anti-dilutive for the period.
22. Financial Instruments and risk management
The Company’s activities expose it to a variety of financial risks. The Company is exposed to credit, liquidity, interest and market risk due to holding certain financial instruments. This note presents information about changes to the Company’s exposure to each of these risks, its objectives, policies, and processes for measuring and managing risk, and its management of capital during the year. Further quantitative disclosure is included throughout these condensed interim consolidated financial statements. The Company’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial performance.
(a) Fair value
The Company classifies fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
-Level 1 – Quoted prices (unadjusted) in active markets for identical assets and liabilities
-Level 2 – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
-Level 3 – Inputs for the asset or liability that are not based on observable market data (unobservable inputs)
The Company assessed that the fair values of cash and cash equivalents, trade and other receivable, accounts payable and accrued liabilities, and current liabilities approximate their carrying amounts largely due to the short-term nature of these instruments.
The following methods and assumptions were used to estimate the fair value:
-Marketable securities are determined based on level 1 inputs, as the prices for the marketable securities are quoted in public exchanges.
-The Convertible debentures are evaluated by the Company based on level 2 inputs such as the effective interest rate and the market rates of comparable securities. The convertible debentures are initially recorded at fair value and subsequently measured at amortized cost and at each reporting period accretion incurred in the period is recorded to transaction costs in the consolidated statement of loss and comprehensive loss.
(b) Credit risk
Credit risk arises when a party to a financial instrument will cause a financial loss for the counter party by failing to fulfill its obligation. The maximum exposure to credit risk is equal to the carrying value (net of allowances) of the financial assets. The objective of managing credit risk is to prevent losses on financial assets. The Company assesses the credit quality of counterparties, considering their financial position, past experience, and other factors. Cash and cash equivalents consist of bank balances. Credit risk associated with cash is minimized substantially by ensuring that these financial assets are held in highly rated financial institutions. The Company holds all cash and cash equivalents with large commercial banks or credit unions, which minimizes credit risk. The following table sets forth details of the aging profile of accounts receivable and the allowance for expected credit loss.
The following table sets forth details of the aging profile of accounts receivable and the allowance for expected credit loss:
As at    April 30, 2024October 31, 2023
$$
Current (for less than 30 days) 2,5742,449
31 – 60 days 1241,234
61 – 90 days 114934
Greater than 90 days 1,3493,390
Less allowance (218)(536)
 3,9437,471
Accounts receivable consist primarily of accounts receivable from invoicing for products and services rendered. The Company’s credit risk arises from the possibility that a customer which owes the Company money is unable or unwilling to meet its obligations in accordance with the terms and conditions in the contracts with the Company, which would result in a financial loss for the Company. This risk is mitigated through established credit management techniques, including monitoring customer’s creditworthiness, setting exposure limits and monitoring exposure against these customer credit limits.

For the the three and six months ended April 30, 2024, nil and $2 (three and six months ended April 30, 2023: $120 and $500 respectively) in trade receivables were written off against the loss allowance due to bad debts and $773 (2023 - nil) was written off directly to bad debts. Individual receivables which are known to be uncollectible are written off by reducing the carrying amount directly. The remaining accounts receivable are evaluated by the Company based on parameters such as interest rates, specific country risk factors, and individual creditworthiness of the customer. Based on this evaluation, allowances are taken into account for the estimated losses of these receivables.
The Company performs a regular assessment of collectability of accounts receivables. In determining the expected credit loss amount, the Company considers the customer’s financial position, payment history and economic conditions.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
(c) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet its liquidity requirements at any point in time. The Company generally relies on funds generated from operations, equity and debt financing to provide sufficient liquidity to meet budgeted operating requirements and to supply capital to expand its operations. The Company continues to seek capital to meet current and future obligations as they come due. The Company’s ability to manage its liquidity risk going forward will require some or all of the following: the ability to generate positive cash flows from operations and to secure capital or credit facilities on reasonable terms.
Maturities of the Company’s financial liabilities are as follows:
    Contractual Cash FlowsLess than one year1-3 years4-5 yearsGreater than 5 years
$$$$$
Accounts payable and accrued liabilities21,19321,193
Notes payable14,58414,22328279
Interest bearing loans and borrowings14,56514,565
Put option liability1,1301,130
Convertible debentures890890
Undiscounted lease obligations43,2105,48318,28312,8836,561
Balance, April 30, 202495,57257,48418,56512,8836,640
(d) Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in the market interest rate related primarily to the Company’s current credit facility with variable interest rates.
At April 30, 2024, approximately 48% of the Company’s borrowings are at a fixed rate of interest (October 31, 2023: 45%).
Assuming all other variables remain constant, a fluctuation of +/- 1.0 percent in the interest rate would impact the interest payment by approximately +/- $146.
(e) Foreign currency risk
Foreign currency risk is defined as the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company maintains cash balances and enters into transactions denominated in foreign currencies, which exposes the Company to fluctuating balances and cash flows due to variations in foreign exchange rates. The Canadian dollar equivalent carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities as at April 30, 2024 was as follows:
As atApril 30, 2024October 31, 2023
(Canadian dollar equivalent amounts of GBP, EUR, USD)    (GBP)(EUR)(USD)TotalTotal
$$$$$
Cash401 550 2,848 3,799 4,119 
Accounts receivable115 225 770 1,110 984 
Accounts payable and accrued liabilities(145)(892)(4,267)(5,304)(5,866)
Net monetary assets371 (117)(649)(395)(763)
Assuming all other variables remain constant, a fluctuation of +/- 5.0 percent in the exchange rate between USD and the Canadian dollar would impact the carrying value of the net monetary assets by approximately +/- $32 (October 31, 2023 - $55). Maintaining constant variables, a fluctuation of +/- 5.0 percent in the exchange rate between the EUR and the Canadian dollar would impact the carrying value of the net monetary assets by approximately +/- $6 (October 31, 2023 - $15), and a fluctuation of +/- 5.0 percent in the exchange rate between GBP and the Canadian dollar would impact the carrying value of the net monetary assets by
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
approximately +/- $19 (October 31, 2023 - $32). To date, the Company has not entered into financial derivative contracts to manage exposure to fluctuations in foreign exchange rates.
23. Segmented information
During the first quarter of 2024, the Company has changed its reporting segments to reflect its current operating structure. The reporting segments are now being reported in the following two operating segments:
1.Bricks-and-mortar operations which includes the Company’s Canadian bricks-and-mortar locations, inclusive of the Canadian warehouse which supports the distribution of accessories and other items to the Canadian stores. In addition, corporate overhead has been allocated to the reporting segment.
2.E-commerce operations which include the Company’s US and international subsidiaries, inclusive of the US warehouse which supports the distribution of accessories and other items to the US and international subsidiaries. In addition, corporate overhead has been allocated to the reporting segment.
Corporate costs are allocated to each segment based on percentage of revenue.
These reporting segments of the Company have been identified because they are segments: (a) that engage in business activities from which revenues are earned and expenses are incurred; (b) whose operating results are regularly reviewed by the Company’s chief operating decision maker, identified as the Chief Executive Officer, to make decisions about the resources to be allocated to each segment and assess its performance; and (c) for which discrete financial information is available. In accordance with IFRS 8, the Company has reporting segments which are based on the similarity of goods and services provided and economic characteristics exhibited by the operating segments.
The audited consolidated financial statements of the Company for the year ended October 31, 2023, included three reporting segments as follows:
1.Retail operations which included both bricks-and-mortar and e-commerce operations, without the allocation of corporate overhead.
2.Wholesale operations which included both the Canadian and US warehouse.
3.Corporate operations which included all costs associated with the Company’s head office.
The accounting policies used for segment reporting are consistent with the accounting policies used for the preparation of the Company’s annual audited financial statements. The comparative information has been prepared in accordance with the current reporting segments noted above. There have been no changes to the underlying data used to prepare the comparative reporting segments for the prior year.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
Bricks-and-MortarBricks-and-MortarE-commerceE-commerceTotalTotal
For the three months ended April 30,202420232024202320242023
$$$$$$
Total revenue$115,130 $103,604 $9,129 $14,530 $124,259 $118,134 
Gross profit$30,234 $24,231 $5,065 $7,338 $35,299 $31,569 
Income (loss) from operations$1,717 $(2,711)$270 $69 $1,987 $(2,642)
Bricks-and-MortarBricks-and-MortarE-commerceE-commerceTotalTotal
For the six months ended April 30,202420232024202320242023
$$$$$$
Total revenue$230,831 $203,368 $21,496 $32,844 $252,327 $236,212 
Gross profit$61,145 $47,639 $10,148 $16,112 $71,293 $63,751 
Income (loss) from operations$4,672 $(6,578)$107 $15 $4,779 $(6,563)
Bricks-and-MortarBricks-and-MortarE-commerceE-commerceTotalTotal
As at April 30, 2024 and October 31, 2023202420232024202320242023
$$$$$$
Current assets$65,404 $59,301 $6,975 $9,344 $72,379 $68,645 
Non-current assets$124,238 $126,579 $37,845 $38,177 $162,083 $164,756 
Current liabilities$51,763 $51,001 $10,059 $7,136 $61,822 $58,137 
Non-current liabilities$28,960 $37,304 $1,471 $4,294 $30,431 $41,598 
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
CanadaCanadaUSAUSAInternationalInternationalTotalTotal
For the three months ended April 30,20242023202420232024202320242023
$$$$$$$$
Total revenue$115,130 $103,606 $8,716 $13,661 $413 $869 $124,259 $118,136 
Gross profit$30,232 $24,843 $4,796 $6,370 $271 $356 $35,299 $31,569 
Income (loss) from operations$1,285 $(2,788)$140 $65 $562 $81 $1,987 $(2,642)
CanadaCanadaUSAUSAInternationalInternationalTotalTotal
For the six months ended April 30,20242023202420232024202320242023
$$$$$$$$
Total revenue$230,831 $203,368 $20,531 $30,734 $965 $2,110 $252,327 $236,212 
Gross profit (loss)$61,148 $48,251 $9,547 $14,580 $598 $920 $71,293 $63,751 
(Loss) income from operations$3,770 $(7,719)$286 $709 $723 $447 $4,779 $(6,563)
CanadaCanadaUSAUSAInternationalInternationalTotalTotal
As at April 30, 2024 and October 31, 202320242023202420232024202320242023
$$$$$$$$
Current assets$66,331 $55,787 $5,371 $11,386 $677 $1,472 $72,379 $68,645 
Non-current assets$125,421 $126,579 $32,327 $34,006 $4,335 $4,171 $162,083 $164,756 
Current liabilities$55,522 $50,968 $5,948 $5,958 $352 $1,211 $61,822 $58,137 
Non-current liabilities$27,632 $37,308 $2,313 $3,814 $486 $476 $30,431 $41,598 
(i)    Corporate overhead is allocated to bricks-and-mortar and e-commerce based on a percentage of revenue for six months ended April 30, 2024 as 91% and bricks-and-mortar and 9% e-commerce (for the six months ended April 30, 2023 - 86% bricks-and-mortar and 14% e-commerce).
24. Related party transactions
As at April 30, 2024, the Company had the following transactions with related parties as defined in IAS 24 – Related Party Disclosures, except those pertaining to transactions with key management personnel in the ordinary course of their employment and/or directorship arrangements and transactions with the Company’s shareholders in the form of various financing.
(a) Operational transactions
An office and warehouse unit has been developed by Grover Properties Inc., a company that is related through a common controlling shareholder and the President & CEO of the Company. The office and warehouse space were leased to High Tide to accommodate the Company’s operational expansion. The lease was established by an independent real estate valuations services company at prevailing market rates and has annual lease payments totaling $386 per annum. The primary lease term is 5 years with two additional 5-year term extensions exercisable at the option of the Company.
(b) Financing transactions
On August 15, 2022, the Company entered into a $19,000 demand term loan with Connect First credit union (the "Credit Facility") with Tranche 1 - $12,100 available in a single advance, and Tranche 2 - $6,900 available in multiple draws subject to pre-disbursement conditions set. To facilitate the credit facility, the president and CEO of the Company provided limited Recourse Guarantee against $5,000 worth of High Tide Inc. shares held by the CEO, and affiliates, to be pledged in favor of the Credit Union until the earlier of:
(i)    12 months following initial funding, provided all covenants of High Tide Inc. are in good standing; and
(ii)    The CEO no longer being an officer of High Tide Inc.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
The parties agree that this personal guarantee will only be available after all collection efforts against High Tide Inc. have been exhausted, including the sale of High Tide Inc.
25. Right of use assets and lease liabilities
The Company entered into various lease agreements predominantly to execute its retail platform strategy. The Company leases properties such as various retail stores and offices. Lease contracts are typically made for fixed periods of 5 to 10 years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
Right of use assetsTotal
$
Opening balance, November 1, 202330,643
Net additions8,342
Depreciation expense for the period(4,464)
Balance, April 30, 202434,521
Lease LiabilitiesTotal
    $
Opening balance, November 1, 2023 35,037
Additions6,913
Terminations-
Adjustments(292)
Cash outflows in the year(5,652)
Accretion expense for the year ended (Note 17)1,582
Balance, April 30, 202437,588
Less current portion(7,797)
Non-current29,791
During the three and six months period ended April 30, 2024, the Company also paid $1,098 and $2,328 (three and six months ended April 30, 2023: $1,288 and $2,251) in variable operating costs associated to the leases which are expensed under general and administrative expenses.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
26. Capital management
The Company’s objectives when managing capital resources are to:
(i)Explore profitable growth opportunities;
(ii)Deploy capital to provide an appropriate return on investment for shareholders;
(iii)Maintain financial flexibility to preserve the ability to meet financial obligations; and
(iv)Maintain a capital structure that provides financial flexibility to executed on strategic opportunities.
The Company’s strategy is formulated to maintain a flexible capital structure consistent with the objectives stated above as well to respond to changes in economic conditions and to the risks inherent in its underlying assets. The Board of Directors does not establish quantitative return on capital criteria for management, but rather promotes year‐over‐year sustainable profitable growth. The Company’s capital structure consists of equity and working capital. To maintain or alter the capital structure, the Company may adjust capital spending, take on new debt and issue share capital. The Company anticipates that it will have adequate liquidity to fund future working capital, commitments, and forecasted capital expenditures through a combination of cash flow, cash‐on‐hand and financings as required.
27. Contingent liability
In the normal course of business, the Company and its subsidiaries may become defendants in certain employment claims and other litigation. The Company records a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. The Company is not involved in any legal proceedings other than routine litigation arising in the normal course of business, none of which the Company believes will have a material adverse effect on the Company’s business, financial condition or results of the operations.
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High Tide Inc.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2024 and 2023
(Unaudited — In thousands of Canadian dollars, except share and per share amounts)
28. Non-controlling interest
The following table presents the summarized financial information for the Company’s subsidiaries which have non-controlling interests. This information represents amounts before intercompany eliminations and with the exclusion of Goodwill.
As atApril 30, 2024October 31, 2023
$$
Total current assets4,722 3,017 
Total non-current assets7,894 21,085 
Total current liabilities(942)(4,128)
Total non-current liabilities(857)(4,891)
Revenues for the period ended7,788 31,723 
Net income for the period ended1,507 (13,252)
Total Comprehensive income/loss1,930 (10,672)
The net change in non-controlling interests is as follows:
As atApril 30, 2024October 31, 2023
$$
Opening balance2,110 5,683 
Share of loss (gain) for the period - Saturninus Partners43 245 
Share of (gain) loss for the period - NAC OCN Ltd.Partnership127 284 
Share of (gain) loss for the period - NAC Thompson North Ltd. Partnership111 313 
Share of loss for the period - Enigmaa Ltd.114 (524)
Share of loss (gain) for the period - NuLeaf136 (1,960)
Purchase of NuLeaf(196)
Distribution - Blessed- (358)
Distribution - Meta- (104)
Purchase of minority interest and closing of NCI balance - FABCBD- (1,469)
Balance, April 30, 20242,445 2,110 
29. Subsequent events
Subsequent to April 30, 2024, the following events took place:
The Company sold 1,055,900 common shares to one institutional investor through the ATM program for gross proceeds in the amount of $3,151.
The Company has entered into binding subscription agreements with arm's length institutional credit providers for $15,000 in subordinated debt financing. Pursuant to the terms of the subscription agreements, the funds will be drawn in two tranches: (i) $10,000 at closing, expected on or before June 30, 2024 and (ii) $5,000 in November 2024.
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