High Tide Board Adopts Amended And Restated Shareholder Rights Plan To Expand Definition Of Acquiring Person

High Tide Inc. ("High Tide" or the "Company") (NASDAQ: HITI ) (TSXV: HITI ) (FSE: 2LYA), the high-impact, retail-forward enterprise built to deliver real-world value across every component of cannabis, announced today that its board of directors (the "Board") has approved the adoption of a shareholder rights plan agreement (the "Temporary Shareholder Rights Plan"), and an amended and restated shareholder rights plan (the "Amended and Restated Shareholder Rights Plan", and together with the Temporary Shareholder Rights Plan, the "Plans") pursuant to agreements entered into with Olympia Trust Company, as Rights Agent, dated June 26, 2026.

The Amended and Restated Shareholder Rights Plan amends and restates the shareholder rights plan originally adopted by the Board on April 10, 2025 and ratified by the Company's shareholders at the Company's annual general and special meeting held on May 30, 2025 to include the measures set out in the Temporary Shareholder Rights Plan.

The purpose of the Plans is to ensure the Company maintains compliance with applicable cannabis laws and is able to maintain its cannabis licenses, and to ensure that all shareholders are treated fairly in connection with any offer to acquire the outstanding common shares of the Company and that the Board has the opportunity to identify, solicit, develop and negotiate value-enhancing alternatives to any unsolicited take-over bid.

The Plans have not been adopted in response to, or in anticipation of, any known or anticipated take-over bid or similar transaction.

The key amendments reflected in the Plans include, expanding the definition of "Acquiring Person" to include (a) cannabis retail operator license holders in Ontario, who together with their affiliates, would cause or would reasonably be expected to cause the Company to be non-compliant with Section 2 of General, O.

Reg.

468/18 made under the Cannabis Licence Act, 2018 (Ontario), and (b) cannabis retail store licence holders in British Columbia who would cause or would reasonably be expected to cause the Company to be non-compliant with requirements applicable to a cannabis retail store licence relating to holding or having control or influence over more than the prescribed number of licences, or the requirements set out in Sections 6 and 7 of Cannabis Licensing Regulation, BC Reg.

202/2018; and (ii) other amendments of an administrative nature, including correcting statutory references and updating defined terms.

The Plans are otherwise similar to rights plans adopted by other Canadian companies and ratified by their shareholders, except for provisions that ensure the Company maintains compliance with applicable cannabis laws and is able to maintain its cannabis licenses.

Because the Company's existing Shareholder Rights Plan may only be amended with shareholder approval, the Board adopted the Temporary Shareholder Rights Plan as an interim measure to address the new retail operator restrictions pending shareholder approval of the Amended and Restated Shareholder Rights Plan.

The Company does not intend to seek shareholder ratification of the Temporary Shareholder Rights Plan at the August 11, 2026 meeting.

If the Amended and Restated Shareholder Rights Plan is ratified by shareholders, the Temporary Shareholder Rights Plan will lapse and the Amended and Restated Shareholder Rights Plan will serve as the single, comprehensive rights plan going forward.

If ratified by shareholders of the Company, the Amended and Restated Shareholder Rights Plan will be in effect for a term of three years.

The Amended and Restated Shareholder Rights Plan has been accepted by the TSXV, subject to certain conditions, including ratification of the Amended and Restated Shareholder Rights Plan by the Company's shareholders within six months of its adoption.

A summary of the principal terms and conditions of the Amended and Restated Shareholder Rights Plan will be set out in the Company's Management Information Circular to be mailed to shareholders prior to the shareholders meeting on August 11, 2026.

A copy of each of the Plans will be filed on the Company's profile pages on SEDAR+ and EDGAR.