Amended Annual Report (foreign Private Issuer) (40-f/a)
September 13 2019 - 6:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 40-F/A
(Amendment No. 1)
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REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934
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OR
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ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended June 30, 2019
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Commission File Number: 001-38691
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Aurora Cannabis Inc.
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(Exact name of Registrant as specified in its charter)
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British Columbia, Canada
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2833
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N/A
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(Province or Other Jurisdiction of Incorporation or Organization)
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(Primary Standard Industrial Classification Code)
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(I.R.S. Employer
Identification No.)
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Suite 500 - 10355 Jasper Avenue
Edmonton, Alberta
Canada T5J 1Y6
Tel: 1-844-928-7672
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(Address and telephone number of Registrant’s principal executive offices)
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CORPORATION SERVICE COMPANY
251 Little Falls Drive
County of New Castle
Wilmington, Delaware 19808
Tel: 1-800-927-9800
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(Name, address (including zip code) and telephone number (including
area code) of agent for service in the United States)
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Securities registered or to be registered pursuant to section
12(b) of the Act:
Title of Each Class
Common Shares, no par value
Rights to purchase Common Shares,
without par value
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Name of Each Exchange on Which Registered:
New York Stock Exchange
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Securities registered or to be registered
pursuant to Section 12(g) of the Act: None
Securities for which there is a reporting
obligation pursuant to Section 15(d) of the Act: None
For annual reports, indicate by check
mark the information filed with this Form:
☒ Annual Information Form
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☒ Audited Annual Financial Statements
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Indicate the number of outstanding shares
of each of the Registrant’s classes of capital or common stock as of the close of the period covered by the annual report:
1,017,438,744
Indicate by check mark whether the Registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required
to submit and post such files).
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company ☒
If an emerging growth company that prepares
its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a)
of the Exchange Act. ☐
† The term “new or revised
financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting
Standards Codification after April 5, 2012.
EXPLANATORY NOTE
This Amendment No. 1 to the Annual Report
on Form 40-F of Aurora Cannabis Inc. (the “Company” or “Aurora”), originally filed with the
Securities and Exchange Commission (the “SEC”) on September 11, 2019 (the “Original Annual Report”),
is being filed with the SEC by the Company for the sole purpose of re-filing as exhibits the certifications (together, the “Officer
Certifications”) of Aurora’s Principal Executive Officer and Principal Financial Officer (together, the “Certifying
Officers”) required by Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Through inadvertence, the Officer Certifications filed as exhibits to the Original Annual Report were not dated. In addition, the
Officer Certifications being re-filed herewith have been adjusted to remove references to the Certifying Officers' responsibility
for designing, establishing and maintaining internal control over financial reporting for the Company, as permitted by Exchange
Act Rule 13a-14(a).
This Amendment No. 1
consists of a cover page, this explanatory note, the signature page, the exhibit index, the Officer Certifications being re-filed
as Exhibits 99.1 and 99.2, and the certifications of the Certifying Officers required by Exchange Act Rule 13a-14(b) (Exhibits
99.3 and 99.4).
Other than expressly set forth herein,
this Amendment No. 1 does not, and does not purport to, amend or restate any other information contained in the Original Annual
Report nor does this Amendment No. 1 reflect any events that have occurred after the Original Annual Report was filed.
SIGNATURES
Pursuant to the requirements of the Exchange
Act, the Company certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this annual report
to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: September 12, 2019
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Aurora Cannabis Inc.
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By: /s/ Terry Booth
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Terry Booth
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Chief Executive Officer
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EXHIBIT
INDEX
Notes:
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