Intends to Take-Up as soon as Minimum Tender
Condition is Met
TSX: ACB
EDMONTON, Feb. 28, 2018 /CNW/ - Aurora Cannabis Inc.
("Aurora") (TSX: ACB) (OTCQX: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) announced today
that it has received a No Action Letter from the Competition Bureau
(Canada) regarding its offer (the
"Offer") to purchase all of the issued and outstanding
common shares ("CanniMed Shares") of CanniMed Therapeutics
Inc. ("CanniMed") that it does not already own.
As outlined in Aurora's notice of variation dated February 5, 2018, approval under the Competition
Act (Canada) represented the final
regulatory approval required before Aurora could begin its take-up
of CanniMed Shares under the Offer.
Aurora intends to begin its take-up of CanniMed Shares once
sufficient CanniMed Shares have been deposited under the offer to
meet the minimum tender condition of 66 2/3% of the issued and
outstanding CanniMed Shares, calculated on a fully diluted
basis. To date, 40% of CanniMed's outstanding shares have
been deposited to the Offer, with a number of additional CanniMed
Shareholders advising Aurora they have been waiting for Aurora to
clear regulatory approvals before tendering to the Offer.
Management Commentary
"This approval means we can move ahead with this acquisition and
begin the integration of CanniMed into Aurora shortly thereafter,
led by our recently-appointed VP Business Integration, André
Jérôme, and execute quickly on realizing the strategic synergies we
have identified," said Terry Booth,
CEO. "One of the key considerations behind this acquisition is the
formation of our new Medical Cannabis Centre of Excellence, for
which CanniMed will be the cornerstone. The combination is expected
to result in a corporate group with over 40,000 patients, over
260,000 kg per annum in funded capacity, a very strong
international presence, highly visible brands, and a broad offering
that resonates well with our markets. We now look forward to
connecting with our new colleagues, and enter the next phase of
growth for both companies."
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), the Notice of Variation 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 accessible 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 also
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 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 expected timing of
completion of the acquisition, the expected results of the
acquisition of CanniMed, Aurora's plans for CanniMed following the
acquisition, and the expected size and scope of the combined
corporate group. 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.