Exhibit 99.1
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)
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 |
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 equivalents | 34,540 | 30,121 | |
Marketable securities | 725 | 141 | |
Trade and other receivables | 11 | 4,104 | 7,573 |
Inventory | 10 | 28,115 | 25,974 |
Prepaid expenses and deposits | 9 | 4,895 | 4,836 |
Total current assets | 72,379 | 68,645 | |
Non-current assets | |||
Property and equipment | 7 | 27,208 | 27,142 |
Net investment - lease | - | 179 | |
Right-of-use assets | 25 | 34,521 | 30,643 |
Long term prepaid expenses and deposits | 9 | 2,206 | 3,307 |
Intangible assets and goodwill | 8 | 98,148 | 103,485 |
Total non-current assets | 162,083 | 164,756 | |
Total assets | 234,462 | 233,401 | |
Liabilities | |||
Current liabilities | |||
Accounts payables and accrued liabilities | 13 | 21,193 | 20,902 |
Deferred revenue | 2,024 | 1,361 | |
Interest bearing loans and borrowings | 15 | 14,565 | 16,141 |
Current portion of notes payable | 14 | 14,223 | 136 |
Convertible debentures | 16 | 890 | 8,708 |
Current portion of lease liabilities | 25 | 7,797 | 7,214 |
Put option liability | 12 | 1,130 | 3,675 |
Total current liabilities | 61,822 | 58,137 | |
Non-current liabilities | |||
Notes payable | 14 | 361 | 12,508 |
Lease liabilities | 25 | 29,791 | 27,823 |
Deferred tax liability | 279 | 1,267 | |
Total non-current liabilities | 30,431 | 41,598 | |
Total liabilities | 92,253 | 99,735 | |
Shareholders' equity | |||
Share capital | 18 | 296,301 | 288,027 |
Warrants | 20 | 7,121 | 12,740 |
Contributed surplus | 36,564 | 30,749 | |
Convertible debentures - equity | 192 | 717 | |
Accumulated other comprehensive income | 5,689 | 5,257 | |
Accumulated deficit | (206,103) | (205,934) | |
Equity attributable to owners of the Company | 139,764 | 131,556 | |
Non-controlling interest | 28 | 2,445 | 2,110 |
Total shareholders' equity | 142,209 | 133,666 | |
Total liabilities and shareholders' equity | 234,462 | 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 liability | 12 | 110 | 1,288 | 410 | 2,549 |
(Loss) gain on debentures | 240 | - | (515) | - | |
Gain (loss) on foreign exchange | 5 | (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 recovery | 642 | 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 interest | 28 | 196 | (24) | 531 | (106) |
171 | (1,568) | 166 | (5,429) | ||
Comprehensive income (loss) attributed to: | |||||
Owners of the company | 592 | (811) | (205) | (7,687) | |
Non-controlling interest | 748 | (224) | 803 | 85 | |
1,340 | (1,035) | 598 | (7,602) | ||
Loss per share | |||||
Basic and diluted | 21 | (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, 2022 | 279,513 | 15,497 | 23,051 | 717 | 5,665 | (168,093) | 156,350 | 5,683 | 162,033 | |
Acquisition - Jimmy's Cannabis | 4,932 | - | - | - | - | - | 4,932 | - | 4,932 | |
Acquisition of non-controlling interest - FABCBD | 729 | - | - | - | - | 1,469 | 2,198 | (1,469) | 729 | |
Issuance of shares through ATM | 2,442 | - | - | - | - | - | 2,442 | - | 2,442 | |
Issued to pay fees in shares | 278 | - | - | - | - | - | 278 | - | 278 | |
Share-based compensation | - | - | 5,034 | - | - | - | 5,034 | - | 5,034 | |
Share issuance costs | (28) | - | - | - | - | - | (28) | - | (28) | |
Exercise options | 161 | - | (93) | - | - | - | 68 | - | 68 | |
Warrants expired | - | (2,757) | 2,757 | - | - | - | - | - | - | |
Partner distributions | - | - | - | - | - | - | - | (462) | (462) | |
Cumulative translation adjustment | - | - | - | - | 2,027 | - | 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, 2023 | 288,027 | 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 | 18 | 1,331 | - | - | - | - | - | 1,331 | - | 1,331 |
Purchase of Queen of bud - paid in shares | 18 | 900 | - | - | - | - | - | 900 | - | 900 |
Acquisition of non-controlling interest - NuLeaf | 18 | - | - | - | - | - | 196 | 196 | (196) | - |
Issuance of share for settlement of convertible debentures | 18 | 5,025 | - | - | - | - | - | 5,025 | - | 5,025 |
Issuance of shares through ATM | 18 | 3 | - | - | - | - | - | 3 | - | 3 |
Revaluation of Convertible Debt | 16 | - | - | - | (525) | - | - | (525) | - | (525) |
Clear gain/loss of settlement | 18 | - | - | - | - | - | - | - | - | - |
Share-based compensation | 18 | - | - | 1,344 | - | - | - | 1,344 | - | 1,344 |
Share issuance costs | 18 | (27) | - | - | - | - | - | (27) | - | (27) |
RSUs vested | 18 | 929 | - | (929) | - | - | - | - | - | - |
Warrants exercised | 20 | 79 | (28) | 28 | - | - | - | 79 | - | 79 |
Warrants expired | 20 | - | (5,591) | 5,591 | - | - | - | - | - | - |
Options exercised | 34 | - | - | - | - | - | 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, 2024 | 296,301 | 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-off | 179 | - | |
Fee for services and interest paid in shares and warrants | - | 278 | |
Depreciation and amortization | 7, 8, 25 | 14,353 | 15,685 |
Share-based compensation | 19 | 1,344 | 2,968 |
(Gain) loss on extinguishment financial liability | (79) | 60 | |
Loss (gain) on revaluation of marketable securities | 77 | (27) | |
Gain on revaluation of put option liability | 12 | (410) | (2,549) |
Gain (loss) on extinguishment of debenture | 515 | - | |
Gain (loss) on foreign exchange | - | (13) | |
Other gains | 336 | - | |
17,395 | 9,923 | ||
Changes in non-cash working capital | |||
Trade and other receivables | 3,469 | (1,517) | |
Inventory | (2,141) | (4,089) | |
Prepaid expenses and deposits | 1,042 | 4,314 | |
Accounts payables and accrued liabilities | (321) | (5,875) | |
Deferred revenue | 237 | 724 | |
Net cash provided by operating activities | 19,681 | 3,480 | |
Investing activities | |||
Purchase of property and equipment | 7 | (3,994) | (2,540) |
Purchase of intangible assets | 8 | (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
- 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.
- 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.
- 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.
7
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)
- 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.
Subsidiaries | Percentage Ownership | Functional Currency |
Canna Cabana Inc. | 100 % | Canadian Dollar |
2680495 Ontario Inc. | 100 % | Canadian Dollar |
Saturninus Partners GP | 50 % | Canadian Dollar |
Valiant Distribution Canada Inc. | 100 % | Canadian Dollar |
META Growth Corp. | 100 % | Canadian Dollar |
NAC Thompson North Ltd. Partnership | 49 % | Canadian Dollar |
NAC OCN Ltd. Partnership | 49 % | 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, LLC | 100 % | U.S. Dollar |
Halo Kushbar Retail Inc. | 100 % | Canadian Dollar |
Nuleaf Naturals LLC | 100 % | U.S. Dollar |
DHC Supply, LLC | 100 % | 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.
8
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 Shares | 4,932 |
Working Capital Adjustment | 352 |
5,284 | |
Purchase price allocation | |
Cash | 622 |
Inventory | 308 |
Prepaid expenses | 11 |
Property, plant and equipment | 111 |
Right of use asset | 129 |
Intangible assets - business license rights | 1,487 |
Goodwill | 3,416 |
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.
9
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
2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
For the three months ended April 30 | Bricks-and- | Bricks-and- | E- | E- | ||
Mortar | Mortar | commerce | commerce | Total | Total | |
Primary geographical markets (i) | $ | $ | $ | $ | $ | $ |
Canada | 115,130 | 103,606 | - | - | 115,130 | 103,606 |
USA | - | - | 8,716 | 13,661 | 8,716 | 13,661 |
International | - | - | 413 | 869 | 413 | 869 |
Total revenue | 115,130 | 103,606 | 9,129 | 14,530 | 124,259 | 118,136 |
Major products and services | ||||||
Cannabis and CBD products | 103,852 | 94,695 | 4,107 | 5,477 | 107,959 | 100,172 |
Consumption accessories | 2,301 | 2,273 | 5,022 | 9,019 | 7,323 | 11,292 |
Data analytics, advertising and other revenue | 8,977 | 6,638 | - | 34 | 8,977 | 6,672 |
Total revenue | 115,130 | 103,606 | 9,129 | 14,530 | 124,259 | 118,136 |
Timing of revenue recognition | 115,130 | 103,606 | 9,129 | 14,530 | 124,259 | 118,136 |
Transferred at a point in time | ||||||
Total revenue | 115,130 | 103,606 | 9,129 | 14,530 | 124,259 | 118,136 |
2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
For the six months ended April 30 | Bricks-and- | Bricks-and- | E- | E- | ||
Mortar | Mortar | commerce | commerce | Total | Total | |
$ | $ | $ | $ | $ | $ | |
Primary geographical markets (i) | ||||||
Canada | 230,831 | 203,368 | - | - | 230,831 | 203,368 |
USA | - | - | 20,531 | 30,734 | 20,531 | 30,734 |
International | - | - | 965 | 2,110 | 965 | 2,110 |
Total revenue | 230,831 | 203,368 | 21,496 | 32,844 | 252,327 | 236,212 |
Major products and services | ||||||
Cannabis and CBD products | 207,557 | 185,550 | 9,310 | 12,164 | 216,867 | 197,714 |
Consumption accessories | 6,699 | 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 revenue | 230,831 | 203,368 | 21,496 | 32,844 | 252,327 | 236,212 |
Timing of revenue recognition | ||||||
Transferred at a point in time | 230,831 | 203,368 | 21,496 | 32,844 | 252,327 | 236,212 |
Total revenue | 230,831 | 203,368 | 21,496 | 32,844 | 252,327 | 236,212 |
- Represents revenue based on geographical locations of the customers who have contributed to the revenue generated in the applicable segment.
- During the fiscal year 2024, the Company changed segment allocation and reporting, see Note 23.
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High Tide Inc. published this content on 14 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 June 2024 17:55:57 UTC.