Fire & Flower Announces Second Quarter 2019 Financial and Operational Results

/NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES./

EDMONTON, Oct. 1, 2019 /CNW/ - Fire & Flower Holdings Corp. ("Fire & Flower" or the "Company") (TSX: FAF), today announced its financial and operational results for the thirteen weeks ended August 3, 2019.

Financial and Operational Highlights for the thirteen weeks ended August 3, 2019

• 22 branded cannabis retail stores open and operating across the provinces of Alberta, Saskatchewan and Ontario. Entered into agreements to acquire 13 additional licensed cannabis retail stores in the provinces British Columbia, Alberta and Saskatchewan.
• $15.6 million in system sales which includes corporate and licensed stores representing a 43% increase over Q1-2019.
• Total revenue of $11.1 million at a gross profit of 36.5%, compared to $9.5 million in Q1-2019 at a gross profit of 38.5%.
• Closed a bought deal private placement on June 26, 2019 of 27,188 convertible debenture units at a price of $1,000 per unit for total gross proceeds of $27.2 million.

Subsequent Financial and Operational Highlights post August 3, 2019

• On August 7, 2019, entered into a strategic investment with Alimentation Couche-Tard Inc. ("Couche-Tard") that would result in a minimum of $380 million of growth capital for the Company's global expansion and Couche-Tard taking a controlling interest in the Company, if all securities issued to Couche-Tard in connection with the strategic investment are converted and exercised in full.
• On August 27, 2019, entered into asset purchase agreements with wholly-owned subsidiaries of Cannabis Cowboy Inc. in relation to 8 cannabis retail stores in the province of Alberta and in the key urban market of Calgary.
• Opened and operating an aggregate of 7 additional cannabis retail stores in the provinces of Alberta, Manitoba and the Yukon Territory.

"Fire & Flower's financial and operational results for the quarter demonstrate that the Company is continuing to build the infrastructure required to support the rapid growth of our retail network and deliver on our objectives," shared Trevor Fencott, Fire & Flower's Chief Executive Officer. "Our strategic partnership with Alimentation Couche-Tard is transformative for the Company and the Hifyre^TM digital retail platform continues to showcase Fire & Flower as a leading data-driven, 'retail 2.0' company."

Selected Summary of Quarterly Results

	Thirteen weeks ended			Twenty-six weeks ended
Statement of Loss and Comprehensive Loss (in thousands of dollars, except per share amounts)	August 3, 2019 ($)	August 4, 2018 ($)	$ Change % Change	August 3, 2019 ($)	August 4, 2018 ($)	$ Change % Change
Revenue	11,080	-	11,080 NM	20,618	-	20,618 NM
Cost of goods sold	(7,039)	-	(7,039) NM	(12,910)	-	(12,910) NM
Gross profit	4,041	-	4,041 NM	7,708	-	7,708 NM
Loss from operations	(5,931)	(4,147)	(1,784) (43%)	(11,225)	(6,616)	(4,609) (70%)
Other expenses	(561)	(58)	(503) (867%)	(9,288)	(58)	(9,230) (15,914%)
Net loss and comprehensive loss	(6,492)	(4,205)	(2,287) (54%)	(20,513)	(6,674)	(13,839) (207%)
Net loss per share, basic and diluted	$   (0.06)	$   (0.06)	$     - NM	$   (0.19)	$   (0.11)	$   (0.08) (73%)

NM – Not Meaningful

During the thirteen weeks ended August 3, 2019, the Company generated revenue of $11.1 million including cannabis and cannabis-related accessory sales of $9.7 million, wholesale sales of $0.9 million and digital development revenue of $0.5 million. During the thirteen weeks ended May 4, 2019, the Company generated revenue of $9.5 million including cannabis and cannabis-related accessory sales of $7.7 million, wholesale sales of $1.3 million and digital development revenue of $0.5 million. Revenues are expected to continue to increase as the Company acquires new licences, opens additional retail cannabis stores, and continues to commercialize the Hifyre^TM digital retail and analytics platform subject to the issuance of new licences and the entry of the Company into new markets.

Total gross profit for the thirteen weeks ended August 3, 2019 was $4.0 million or 36.5% of revenue with retail and wholesale operations delivering $3.6 million, or 33.6%, gross profit, compared to $3.7 million with retail and wholesale operations delivering $3.2 million, or 35.6% of gross profit for the thirteen weeks ended May 4, 2019.

The Company recorded a net comprehensive loss of $6.5 million, or a net loss per share of $0.06 for the thirteen weeks ended August 3, 2019.

Strategic Investment by Alimentation Couche-Tard

On August 7, 2019, Fire & Flower closed a strategic investment by Alimentation Couche-Tard, a global retailer with vast international infrastructure of 16,000 stores in 25 countries around the globe. This transformative transaction allows for Couche-Tard to obtain a controlling interest and provides more than $380 million of growth capital (if all securities issued to Couche-Tard in connection with the strategic investment are converted and exercised in full) for global expansion.

Benefits Of The Strategic Investment

• Accelerates Fire & Flower's pace of growth and expansion.
• Leverages Couche-Tard's vast international infrastructure and experience for global expansion opportunities.
• Provides significant, new possible commercialization and innovation leadership opportunities for Fire & Flower's proprietary Hifyre™ digital platform.
• Provides access to Couche-Tard's leadership team.

In connection with the strategic investment, the Company has issued:

i.		$25,989,985 principal amount of 8.0% unsecured convertible debentures;
ii.		30,634,322 series A Common Share purchase warrants;
iii.		56,126,890 series B Common Share purchase warrants; and
iv.		110,703,925 series C Common Share purchase warrants.

For further information, see "Description of the Business – Strategic Investment" in the AIF filed on SEDAR on August 2, 2019.

Retail Platform Update

Fire & Flower continues to evolve its retail platform through a data-driven approach using the proprietary Hifyre^TM digital retail and analytics platform. The Company continues to focus on its existing markets of Alberta, Saskatchewan, Manitoba and Ontario and intends to enter British Columbia as market regulations permit. The Company anticipates it will accomplish the following milestones across all addressable markets.

Target Date	Total Number of Stores
FY 2020 Q1	55
FY 2020 Q2	65
FY 2020 Q3	75
FY 2020 Q4	85
FY 2021 Q1	95
FY 2021 Q2	105
FY 2021 Q3	120
FY 2021 Q4	135

Hifyre^TM Digital Retail and Analytics Platform

Through its wholly-owned subsidiary, Hifyre Inc., the Company continues to commercialize and expand its digital retail and analytics platform that collects and analyzes consumer data to develop insights around purchase preferences. The Hifyre^TM platform provides real time reporting and analysis to the Company's marketing, retail experience and merchandising teams and is supplied to Licensed Producers to assist in demand forecasting, product development and sales reporting. This platform is integral to Fire & Flower operating as a data-driven "retail 2.0" Company.

Fire & Flower's financial statements and management discussion and analysis for the period are available on Fire & Flower's SEDAR profile at www.sedar.com and on Fire & Flower's website at www.fireandflower.com/investor-relations/.

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 Hifyre^TM 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 interests in cannabis retail store licences in the provinces of Alberta, Saskatchewan, Manitoba and Ontario and the Yukon territory.

Through the strategic investment of Alimentation Couche-Tard (ATD.A, ATD.B), 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 Fire & Flower at the date the statements are made based on information then available to the Fire & Flower.  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 the Fire & Flower, which may cause Fire & Flower'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.

Fire & Flower 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.

Investor Relations: Chris Bolivar, [email protected], 1-833-680-4948; Media Relations: Nathan Mison, [email protected], 780-784-8859