Announces Mandatory Extension of Tender
Period
TSX: ACB
EDMONTON, March 9, 2018 /CNW/ - Aurora Cannabis Inc.
("Aurora") (TSX: ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) announced today
that the Company has been successful in its offer (the
"Offer") for all the issued and outstanding common shares
for CanniMed Therapeutics Inc. ("CanniMed").
The number of CanniMed common shares (the "CanniMed
Shares") tendered as at the close of business on March 8, 2018 totals 17,847,341, representing
approximately 70.66% of the total outstanding CanniMed Shares on a
fully diluted basis. All of the conditions to the Offer having been
met, Aurora will take up the tendered CanniMed Shares and pay for
those shares as soon as possible, and in any event not later than 3
business days after the CanniMed Shares are taken up. Aurora will
issue a total of approximately 50.6 million Aurora common shares
and pay a total of approximately $98
million in cash for the CanniMed Shares tendered as of
March 8, 2018.
"Following the take up, we will immediately commence with the
integration of CanniMed into the Aurora organization and start
executing on realizing the strategic synergies we have identified,"
said Terry Booth, CEO. "Combining
two of the leading international cannabis brands creates a company
that is exceptionally well positioned to capitalize on the
tremendous opportunities in the domestic and international medical
markets, as well as the Canadian adult consumer use market, once
legalized. We look forward to working closely with our new
colleagues to establish Aurora's Medical Cannabis Centre of
Excellence."
Mandatory Extension
In addition, pursuant to applicable Canadian securities laws
requiring Aurora to extend its Offer, the Company has extended the
period shareholders of CanniMed have to tender their shares under
the Offer by 15 days to 11.59 pm (Pacific
Time) March 25, 2018. Aurora
has provided notice of the extension to Laurel Hill Advisory Group
(the "Depositary and Information Agent") effective
March 9, 2018. There is no guarantee
that Aurora will further extend the Offer after March 24, 2018, and CanniMed shareholders are
encouraged to tender as soon as possible.
Full details of the extension of the period during which
additional CanniMed Shares may be tendered under the Offer will be
included in a notice of variation and extension (the "Notice of
Variation and Extension"), which Aurora expects to file on
SEDAR (under CanniMed's profile) at www.sedar.com and mail to
registered CanniMed Shareholders on or prior to March 9, 2018.
How to Tender
Aurora encourages CanniMed shareholders to read the full details
of the Offer set forth in its original offer and takeover bid
circular dated November 24, 2017 (as
amended by its notice of change dated January 12, 2018), and its notice of variation
dated February 5, 2018 and
March 9, 2018, and accompanying offer
documents (collectively, the "Offer Documents"), which
contain detailed instructions on how CanniMed shareholders can
tender their CanniMed Common Shares to the Offer. For assistance in
depositing CanniMed Common Shares to the Offer, CanniMed
shareholders should contact the Depository and Information Agent
for the Offer, Laurel Hill Advisory Group at Phone: 1-877-452-7184
(North American Toll Free Phone) and 1-416-304-0211 (Outside North
America); Facsimile: 416-646-2415; and E-mail:
assistance@laurelhill.com.
About the Offer
The full details of the Offer are set out in the Offer
Documents, which have been filed with the Canadian securities
regulatory authorities and have been mailed to CanniMed
shareholders. The Offer Documents are also available on SEDAR under
CanniMed's profile at www.sedar.com.
Materials filed with the Canadian securities regulatory
authorities are available electronically without charge at
www.sedar.com. Materials filed with the SEC are available
electronically without charge on EDGAR accessable through the SEC's
website at www.sec.gov. Documents related to the Offer, including
the Offer Documents, are also available on Aurora's website at
www.auroramj.com and shareholders are invited to visit
cannimed.auroramj.com for further information.
About Aurora
Aurora's wholly-owned subsidiary, Aurora Cannabis Enterprises
Inc., is a licensed producer of medical cannabis pursuant to Health
Canada's Access to Cannabis for Medical Purposes Regulations
("ACMPR"). The Company operates a 55,200 square foot,
state-of-the-art production facility in Mountain View County,
Alberta, known as "Aurora
Mountain", and a second 40,000 square foot high-technology
production facility known as "Aurora Vie" in Pointe-Claire, Quebec on Montreal's West Island. In January 2018, Aurora's 800,000 square foot
flagship cultivation facility, Aurora Sky, located at the
Edmonton International Airport,
was licensed. Once at full capacity, Aurora Sky is expected to
produce over 100,000 kg per annum of cannabis. Aurora is
completing a fourth facility in Lachute,
Quebec utilizing its wholly owned subsidiary Aurora Larssen
Projects Ltd.
Aurora also owns Berlin-based
Pedanios, the leading wholesale importer, exporter, and distributor
of medical cannabis in the European Union. The Company owns 51% of
Aurora Nordic, which will be constructing a 1,000,000 square foot
hybrid greenhouse in Odense,
Denmark. The Company offers further differentiation through
its acquisition of BC Northern Lights Ltd. and Urban Cultivator
Inc., industry leaders, respectively, in the production and sale of
proprietary systems for the safe, efficient and high-yield indoor
cultivation of cannabis, and in state-of-the-art indoor gardening
appliances for the cultivation of organic microgreens, vegetables
and herbs in home and professional kitchens.
Aurora holds a 19.88% ownership interest in Liquor Stores N.A.,
who intend developing a cannabis retail network in Western Canada. In addition, the Company holds
approximately 17.23% of the issued shares in leading extraction
technology company Radient Technologies Inc., and has a strategic
investment in Hempco Food and Fiber Inc., with options to increase
ownership stake to over 50%. Aurora is also the cornerstone
investor in two other licensed producers, with a 22.9% stake in
Cann Group Limited, the first Australian company licensed to
conduct research on and cultivate medical cannabis, and a 17.62%
stake in Canadian producer The Green Organic Dutchman Ltd., with
options to increase to majority ownership.
Aurora's common shares trade on the TSX under the symbol
"ACB".
On behalf of the Boards of Directors,
AURORA CANNABIS INC.
Terry Booth
CEO
Shareholder Questions
Questions may be directed to Aurora's Information Agent at:
Laurel Hill Advisory Group
North America Toll
Free: 1-877-452-7184
Collect Calls Outside North America: 1-416-304-0211
Email: assistance@laurelhill.com
Forward-Looking Information Cautionary Statement
This news release contains certain "forward-looking
statements" within the meaning of such statements under applicable
securities law. Forward-looking statements are frequently
characterized by words such as "plan", "continue", "expect",
"project", "intend", "believe", "anticipate", "estimate", "may",
"will", "potential", "proposed" and other similar words, or
statements that certain events or conditions "may" or "will" occur.
These statements are only predictions. Forward looking statements
in release include statements regarding the proposed integration of
CanniMed with Aurora, the expected benefits of that integration,
the timing of the take up and payment for the CanniMed Shares, and
whether there will be any further extension of the Offer. Various
assumptions were used in drawing the conclusions or making the
projections contained in the forward-looking statements throughout
this news release, including assumptions based upon CanniMed's
publicly disclosed information, and that there will be no change in
the business, prospects or capitalization of CanniMed or Aurora.
Forward-looking statements are based on the opinions and estimates
of management at the date the statements are made, and are subject
to a variety of risks and uncertainties and other factors that
could cause actual events or results to differ materially from
those projected in the forward-looking statements. The Company is
under no obligation, and expressly disclaims any intention or
obligation, to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as expressly required by applicable law. A more complete
discussion of the risks and uncertainties facing the Company
appears in the Company's Annual Information Form and continuous
disclosure filings, which are available at www.sedar.com.
Neither TSX nor its Regulation Services Provider (as that
term is defined in the policies of Toronto Stock Exchange) accepts
responsibility for the adequacy or accuracy of this
release.
Notice to U.S. Holders
The Offer is made for the securities of a company formed
outside of the United States. The
Offer will be subject to disclosure requirements of Canada that are different from those of the
United States. Financial statements included in the documents,
if any, will be prepared in accordance with Canadian accounting
standards and may not be comparable to the financial statements of
United States companies.
It may be difficult for a securityholder in the United States to enforce his/her/its
rights and any claim a securityholder may have arising under the
U.S. federal securities laws, since the issuer is located in
Canada, and some or all of its
officers or directors may be residents of Canada or another country outside of
the United States. A
securityholder may not be able to sue a Canadian company or its
officers or directors in a court in Canada or elsewhere outside of the United States for violations of U.S.
securities laws. It may be difficult to compel a Canadian company
and its affiliates to subject themselves to a U.S. court's
judgment.
Securityholders should be aware that the issuer may purchase
securities otherwise than under the Offer, such as in open market
or privately negotiated purchases.
SOURCE Aurora Cannabis Inc.