NYSE | TSX: ACB
- Strengthened Cash Position with Plans for Additional
Flexibility Given Economic Uncertainty
- Execution Against Business Transformation Plan Continues
on Schedule
- All Facilities Fully Operational with COVID-19
Precautions in Place to Protect Staff
- Announced Intention to Consolidate Common
Shares
EDMONTON, April 13, 2020 /CNW/ - Aurora Cannabis Inc. (the
"Company" or "Aurora") (NYSE | TSX: ACB), the
Canadian company defining the future of cannabis worldwide, today
provided an update related to its balance sheet flexibility,
business transformation initiatives and COVID-19 operational
response plans.
Strengthened Cash Position:
Aurora has provided an update on its liquidity position:
(Unless otherwise stated, $ in Canadian dollars)
- As of March 31, 2020, the Company
had approximately $205 million of
cash. This includes all amounts raised under the existing, and now
completed, US$400 million
At-the-Market Offering program ("ATM"), initially announced
in May 2019. Under the ATM, the
Company issues common shares (the "Common Shares") at
prevailing market prices without any new issue discounts, warrants
or other dilutive securities; and
- To support the strength of the Company's balance sheet and
provide continued access to equity capital, the Company today
stated that it intends to file a new prospectus supplement for a
renewed ATM program, to enable Aurora to raise additional equity
capital pursuant to its outstanding base shelf prospectus dated
May 14, 2019 under which
approximately US$350 million remains
available. The Company intends to use a portion of this available
capacity to provide further balance sheet strength and preserve
flexibility given macroeconomic uncertainty caused by
COVID-19.
Business Transformation Update:
Aurora has provided an update on its business transformation
plan as previously announced in February
2020. The Company stated that:
- Aurora remains on track with its previously announced business
transformation targets, including: (1) material selling, general
and administrative cost reductions; (2) significant reductions in
capital expenditures; and (3) reducing complexity across the
organization;
- Aurora today reaffirmed its previous commentary that fiscal Q3
2020 cannabis net revenue is expected to show modest growth
relative to fiscal Q2 2020; and
- Aurora today announced that its Board of Directors has
approved, subject to required regulatory and stock exchange
approvals, a plan to consolidate all of its outstanding Common
Shares on the basis of 1 Common Share for every 12 Common Shares
currently outstanding (the "Consolidation"), with such
Consolidation to be effective on or about May 11, 2020. The Company expects the
Consolidation to restore compliance with the NYSE's continued
listing standards, and to provide access to a broad universe of
investors, access to equity capital and trading liquidity. Further
details regarding the Consolidation can be found below under the
heading "Information Regarding the Share Consolidation Plan".
"Our focus today continues to be on financial discipline across
the entire organization. We are taking appropriate actions to
strengthen our cash position and maintain financial flexibility as
we navigate through the current environment," said Michael Singer, Executive Chairman and Interim
CEO. "As Aurora drives towards generating positive free cash-flow,
we are confident that our shareholders will be supportive of our
further actions to solidify our balance sheet and position the
Company for success."
COVID-19 Operational Response
The Company has taken responsible measures to maximize the
safety of staff working at all of its facilities. This includes
reorganizing physical layouts, adjusting schedules to improve
social distancing, implementing extra health screening measures for
employees and applying rigorous standards for personal protective
equipment. Aurora has also introduced a special bonus pay program
for active facility-based staff.
All of Aurora's facilities in Canada and internationally continue to be
fully operational and the Company is working closely with local,
national and international authorities to ensure it is following or
exceeding the stated guidelines related to COVID-19 within each
region.
"The health and well-being of our employees is of the highest
importance and our protective measures have been further enhanced
during this time of a global health crisis," said Mr. Singer. "We
have proactively taken the necessary steps to re-engineer our
facility workspaces and provide office-based employees with 'work
from home' arrangements. I am proud of the hard work and commitment
of every member of the Aurora team. Through their efforts, we are
able to continue to serve patients and consumers across
Canada and around the world under
these extraordinary circumstances."
Information Regarding the Share Consolidation Plan
As discussed above, the Company's Board of Directors has
approved a consolidation of the Company's Common Shares on a 12 to
1 basis. The Consolidation will be effective on or about
May 11, 2020 (the "Effective
Date") and on such date the Company expects to begin trading on
the New York Stock Exchange (the "NYSE") and the Toronto
Stock Exchange (the "TSX") on a post-Consolidation basis.
The Consolidation and the timing of the Effective Date are subject
to the approval of both the NYSE and TSX.
The Company currently has 1,313,494,990 Common Shares
outstanding and, assuming no additional Common Shares are issued
prior to the Consolidation, the Consolidation will reduce the
issued and outstanding Common Shares to approximately 109,457,915
Common Shares.
The Company will not be issuing fractional post-Consolidation
Common Shares in connection with the Consolidation. Where the
Consolidation would otherwise result in a shareholder being
entitled to a fractional Common Share, the number of
post-Consolidation Common Shares issued to such holder of Common
Shares shall be rounded up or down to the nearest whole number of
Common Shares.
A letter of transmittal (a "Letter of Transmittal") with
respect to the Consolidation will be mailed to registered
shareholders of the Company. All registered shareholders with
physical certificates will be required to send their certificates
representing pre-Consolidation Common Shares along with a completed
Letter of Transmittal to the Company's transfer agent,
Computershare Trust Company of Canada ("Computershare"), in accordance
with the instructions provided in the Letter of Transmittal.
Additional copies of the Letter of Transmittal can be obtained
through Computershare. All shareholders who submit a duly completed
Letter of Transmittal along with their pre-Consolidation Common
Share certificate(s) to Computershare will receive a
post-Consolidation Common Share certificate. Shareholders who hold
their Common Shares through a broker or other intermediary and do
not have Common Shares registered in their name will not need to
complete a Letter of Transmittal.
The exercise or conversion price and the number of Common Shares
issuable under any of the Company's outstanding warrants,
convertible debentures, stock options and securities convertible in
Common Shares will be proportionately adjusted to reflect the
Consolidation in accordance with the respective terms thereof.
On April 8, 2020, the Company
received notification from the NYSE that, as a result of its Common
Share price falling below an average of US$1.00 for a consecutive 30 trading-day period,
it is not in compliance with one of the NYSE's continued listing
standards. The Company's Consolidation plan above is in response to
this notification received. The Company expects the Consolidation
to restore compliance with the NYSE's continued listing standards,
and to continue to provide access to a broad universe of investors,
access to equity capital and trading liquidity. Non-compliance with
the NYSE's price listing standard does not affect the Company's
business operations or its reporting requirements to any regulatory
authorities, nor does it breach or cause an event of default under
any of the Company's agreements with its lenders. In addition,
non-compliance with the NYSE price listing standard does not affect
the continued listing and trading of the Common Shares on the
TSX.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be
any sale of Company securities in any jurisdiction in which an
offer, solicitation or sale would be unlawful prior to further
registrations or qualifications under the securities laws of any
such jurisdiction. Any public offering of securities to be made in
the United States will be made by
means of a prospectus that may be obtained at such time from the
Company and that will contain detailed information about the
Company and management, as well as financial statements.
About Aurora
Aurora is a global leader in the cannabis industry serving both
the medical and consumer markets. Headquartered in Edmonton, Alberta, Aurora is a pioneer in
global cannabis dedicated to helping people improve their lives.
The Company's brand portfolio includes Aurora, Aurora Drift, San
Rafael '71, Daily Special, AltaVie, MedReleaf, CanniMed, Whistler,
and ROAR Sports. Providing customers with innovative, high-quality
cannabis and hemp products, Aurora's brands continue to break
through as industry leaders in the medical, performance, wellness
and recreational markets wherever they are launched. For more
information, please visit our website at www.auroramj.com.
Aurora's Common Shares trade on the TSX and NYSE under the
symbol "ACB", and is a constituent of the S&P/TSX Composite
Index.
Forward Looking Statements
This news release includes statements containing certain
"forward-looking information" within the meaning of applicable
securities law ("forward-looking statements").
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 forward-looking
statements are only predictions. Various assumptions were used in
drawing the conclusions or making the projections contained in the
forward-looking statements throughout this news release.
Forward-looking statements are based on the opinions, estimates and
assumptions of management in light of management's experience and
perception of historical trends, current conditions and expected
developments at the date the statements are made, such as current
and future market conditions, the current and future regulatory
environment and future approvals and permits. Forward-looking
statements are subject to a variety of risks, uncertainties and
other factors that management believes to be relevant and
reasonable in the circumstances could cause actual events, results,
level of activity, performance, prospects, opportunities or
achievements to differ materially from those projected in the
forward-looking statements, including general business and economic
conditions, changes in laws and regulations, product demand,
changes in prices of required commodities, competition, the effects
of and responses to the COVID-19 pandemic and other risks,
uncertainties and factors set out under the heading "Risk Factors"
in the Company's annual information form dated September 10, 2019 (the "AIF") and filed
with Canadian securities regulators available on the Company's
issuer profile on SEDAR at www.sedar.com. The Company cautions that
the list of risks, uncertainties and other factors described in the
AIF is not exhaustive and other factors could also adversely affect
its results. Readers are urged to consider the risks, uncertainties
and assumptions carefully in evaluating the forward-looking
statements and are cautioned not to place undue reliance on such
information. 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 securities laws.
The Company uses financial measures regarding itself, such as
cannabis net revenue, that do not have standardized meaning under
the International Financial Reporting Standards ("IFRS") and
may not be comparable to similar measures presented by other
entities ("non-IFRS measures"). Further information relating
to non-IFRS measures, is set out in the Company's management
discussion and analysis for the three and six months ended
December 31, 2019 and 2018 under the
heading "Cautionary Statement Regarding Non-GAAP Performance
Measures" and the "Revenue" section for reconciliation to the
IFRS equivalent.
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SOURCE Aurora Cannabis Inc.