Washington, D.C. 20549
This Schedule 14A filing consists of
the following communications (the “Communications”) from Tilray,
Inc., a Delaware corporation (“Tilray”) to its stockholders,
relating to Tilray’s Special Meeting of Stockholders originally
scheduled to be held on July 29, 2021, subsequently adjourned to
August 19, 2021, and further adjourned to September 10, 2021.
This Schedule 14A should be read
in conjunction with the proxy statement filed with the U.S.
Securities and Exchange Commission on or about June 25,
The following Communication was first
made to Tilray’s stockholders on August 31, 2021.
The following Communications were
first made to Tilray’s stockholders on September 1, 2021.
Fellow Tilray Shareholder,
is to grow larger and faster than our competitors so we can
continue to lead the cannabis industry and lead the U.S. market
when legalization allows. The game-changing investment we
recently made in the outstanding senior secured convertible notes
of MedMen Enterprises Inc. (CSE: MMEN) (OTCQX: MMNFF), is a
critical step towards delivering on this objective.
Shareholder votes to approve Proposal 1 is critical to the
execution of our acquisition strategy going forward. We need
to hit 50.1% shareholder support. There are no shortcuts. We
are very close, but we need your “FOR” vote.
Tilray shareholders are individuals like you and every vote counts,
no matter how many or how few shares.
If you do
not vote it has the same effect as voting against Proposal 1.
Time is running short. The meeting is scheduled to be held on
September 10, 2021.
Please refer to the enclosed voting instruction form to vote online
or by phone today,
so your vote is counted in time. It is quick and
your help to grow. Please vote “FOR” Proposal 1 today. Every vote
Chairman and Chief Executive Officer
If you need any assistance in voting your shares, please
call (833) 497-7395 toll-free in the U.S. and Canada, or (203)
658-9400 elsewhere, or by email TLRY@info.morrowsodali.com
HELP TILRAY GROW! VOTE “FOR” TODAY!
Certain statements in this
communication that are not historical facts constitute
forward-looking information or forward-looking statements
(together, “forward-looking statements”) under Canadian securities
laws and within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended, that are intended to be subject to the “safe
harbor” created by those sections and other applicable laws.
Forward-looking statements can be identified by words such as
“forecast,” “future,” “should,” “could,” “enable,” “potential,”
“contemplate,” “believe,” “anticipate,” “estimate,” “plan,”
“expect,” “intend,” “may,” “project,” “will,” “would” and the
negative of these terms or similar expressions, although not all
forward-looking statements contain these identifying words.
Forward-looking statements include statements regarding our
intentions, beliefs, projections, outlook, analyses or current
expectations concerning, among other things, the need for an
increase in authorized shares of common stock from 743,333,333
shares to 990,000,000 shares and the potential negative impacts to
the Company if the corresponding proposal is not approved; and the
Company’s ability to lead the cannabis industry and lead the U.S.
market when legalization allows. Certain material factors,
estimates, goals, projections or assumptions were used in drawing
the conclusions contained in the forward-looking statements
throughout this communication. Many factors could cause actual
results, performance or achievement to be materially different from
any forward-looking statements, and other risks and uncertainties
not presently known to the Company or that the Company deems
immaterial could also cause actual results or events to differ
materially from those expressed in the forward-looking statements
contained herein. For a more detailed discussion of these risks and
other factors, see Tilray’s most recently filed Annual Report on
Form 10-K (and other periodic reports filed with the SEC) of Tilray
made with applicable securities regulatory authorities and
available on SEDAR and EDGAR. The forward-looking statements
included in this communication are made as of the date of this
communication and the Company does not undertake any obligation to
publicly update such forward-looking statements to reflect new
information, subsequent events or otherwise unless required by
applicable securities laws.