Delta 9 Obtains Amended and Restated Initial Order for CCAA Protection

(via TheNewswire)

WINNIPEG, MB – July 26, 2024 – TheNewswire – DELTA 9 CANNABIS INC. (TSX: DN) (OTC: DLTNF) (“Delta 9” or the “Company”) announces that, further to the initial order for creditor protection obtained and announced by the Company on July 15, 2024, the Company has obtained an amended and restated initial order for creditor protection (the “AR Initial Order”), an order approving the sale and investment solicitation process (the “SISP Order”), a claims procedure order (the “CP Order”) and a sealing order from the Court of King’s Bench of Alberta (the “Court”) under the Companies’ Creditors Arrangement Act (Canada) (the “CCAA”).

Acquisition Transaction

As previously announced by the Company on July 15, 2024, the Company entered into a term sheet with 2759054 Ontario Inc. o/a The FIKA Company (the “FIKA”) as plan sponsor to the CCAA proceedings whereby FIKA proposes to acquire the cannabis retail store business and the logistics and distribution business of the Company, while facilitating a sale and investment solicitation process (the “SISP”) for the assets of the licensed cannabis production business of the Company (the “LP Business”), in exchange for equity of FIKA and the satisfaction of certain secured debt of the Company (the “Acquisition Transaction”).

AR Initial Order

The AR Initial Order provides for: (i) an extension of a stay until September 15, 2024 of creditor claims and proceedings in respect of the Company and its subsidiaries, Delta 9 Logistics Inc., Delta 9 Bio-Tech Inc. (“Delta 9 Bio-Tech”), Delta 9 Lifestyle Cannabis Clinic Inc. and Delta 9 Cannabis Store Inc. (collectively, the “Subsidiaries”); (ii) the approval of an interim financing credit facility provided by FIKA of up to $16 million pursuant to the interim financing term sheet between the Company and FIKA dated July 18, 2024 (the “Interim Financing Term Sheet”) and the financing charge related thereto; (iii) authorization of a payment of up to $13,000,000 to SDNL Inc. with respect to the mezzanine debt provided by SNDL Inc. to the Company pursuant to the Interim Financing Term Sheet; (iv) an increase in the directors’ charge from $300,000 to $900,000; (v) an increase in the administration charge from $350,000 to $750,000; (vi) a key employee retention plan in the amount of $650,000 and a charge to secure the amounts payable thereunder; (vii) the appointment of Mark Townsend as Chief Restructuring Officer (the “CRO”) and approval of the engagement letter between the Company and 1198184 B.C. Ltd., a corporation controlled by the CRO, dated July 18, 2024; and (viii) the approval of a break fee of $1,500,000 that is payable to FIKA upon the occurrence of certain events that would result in the Acquisition Transaction not proceeding and a charge to secure the amount of the break fee.

SISP Order

The SISP Order authorizes and directs Alvarez & Marsal Canada Inc., as the court-appointed monitor (the “Monitor”) to, among other things, proceed with implementing a SISP in respect of the LP Business, which is owned and operated by Delta 9 Bio-Tech. The SISP is intended to solicit interest in, and opportunities for, a sale of, or investment in, all or part of the LP Business. This may include one or more of a restructuring, recapitalization or other form of reorganization of the business and affairs of all or part of the Delta 9 Bio-Tech or a sale of all, substantially all, or a portion of its assets and business operations as a going concern or otherwise. In order to participate in the SISP and obtain access to a virtual data room and other information, interested parties must comply with the terms and conditions set forth in the SISP Order and other related documents, which are available on the Monitor’s website at: www.alvarezandmarsal.com/Delta9.

Parties interested in participating in the SISP should contact David Williams of Alvarez & Marsal Canada Inc. at [email protected].

Interested parties who wish to submit a bid must deliver a binding offer (a “Binding Bid”) to the Monitor in accordance with the SISP by no later than 5:00 p.m. (Calgary time) on October 28, 2024 (the “Bid Deadline”). The Monitor, FIKA, the Company and sales advisor, if any, will assess the Binding Bids received on or before the Bid Deadline and may select certain bidders to proceed to the next phase of the process. Any transaction that may ultimately be consummated by the Company and or its Subsidiaries will be subject to the approval of the Court in the CCAA proceedings.

CP Order

The CP Order provides for establishes a claim process to identify and determine claims against the Company and its Subsidiaries, including the directors and officers.

Scheduled Delisting form the Toronto Stock Exchange

The Toronto Stock Exchange (the “TSX”) has scheduled the delisting of the Company’s common shares (the “Common Shares”) on the TSX for August 22, 2024 for failure to meet the continued listing requirements of the TSX. Trading in the Common Shares is currently halted on the TSX.

MLT Aikins LLP is acting as legal counsel to the Company and its Subsidiaries in connection with the CCAA proceedings and the Acquisition Transaction.

Any stakeholders that are interested in information with respect to the CCAA proceedings should visit the Monitor’s website at: www.alvarezandmarsal.com/Delta9.

About Delta 9 Cannabis Inc.

Delta 9 Cannabis Inc. is a vertically integrated cannabis company focused on bringing the highest

quality cannabis products to market. The Company sells cannabis products through its wholesale

and retail sales channels and sells its cannabis grow pods to other businesses. Delta 9’s wholly-owned subsidiary, Delta 9 Bio-Tech Inc., is a licensed producer of medical and recreational cannabis and operates a 95,000 square foot production facility in Winnipeg, Manitoba, Canada. Delta 9 owns and operates a chain of retail stores under the Delta 9 Cannabis Store brand. Delta 9’s shares trade on the Toronto Stock Exchange under the symbol “DN” and on the OTC under the symbol “DLTNF”. For more information, please visit www.delta9.ca.

Disclaimer for Forward-Looking Information

Certain statements in this release are forward-looking statements, which reflect the expectations of management regarding the Company’s future business plans and other matters. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including with respect to the outcome of the Acquisition Transaction and the SISP, the delisting of the Common Shares, any future decisions by the Court, the results of the CCAA proceedings and any future operations of the Company, as well as all risk factors set forth in the annual information form of Delta 9 dated March 28, 2024 which has been filed on SEDAR+. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are urged to consider these factors carefully in evaluating the forward-looking statements contained in this news release and are cautioned not to place undue reliance on such forward-looking statements, which are qualified in their entirety by these cautionary statements. These forward-looking statements are made as of the date hereof and the Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws.

Copyright (c) 2024 TheNewswire - All rights reserved.