Canopy Growth & Acreage Holdings Agree to Modify Plan of Arrangement as Canopy Growth’s U.S. Expansion Continues
- Canopy Growth and Acreage agree to amend plan of arrangement to provide potential additional upside for all shareholders
- Amended arrangement provides for up-front cash payment to Acreage shareholders and certain convertible security holders in the aggregate amount of US$37,500,000
- Amended arrangement creates two classes of Acreage shares, including a new floating share that provides upside opportunity for Acreage shareholders that is not tied to fixed exchange ratio
- Provides capital for Hemp operations, allowing Acreage to participate in the burgeoning CBD market
SMITHS FALLS, ON and NEW YORK, June 25, 2020 /PRNewswire/ – Canopy Growth Corporation (“Canopy Growth”) (TSX: WEED) (NYSE: CGC) and Acreage Holdings, Inc. (“Acreage”) (CSE: ACRG.U) (OTCQX: ACRGF) (FSE: 0VZ), today announced they have entered into an agreement (the “New Agreement”) to amend the terms of the arrangement agreement dated April 18, 2019, as amended on May 15, 2019, between Canopy Growth and Acreage (the “Arrangement Agreement”).
Pursuant to the Arrangement Agreement, Canopy Growth agreed to acquire all of the issued and outstanding securities of Acreage pursuant to a plan of arrangement under the Business Corporations Act (British Columbia) (the “Plan of Arrangement”), contingent upon the occurrence of changes in U.S. federal law to permit the general cultivation, distribution, and possession of marijuana (the “Triggering Event”) and subject to the satisfaction or waiver of certain conditions to closing as set out in the Arrangement Agreement.
Acreage and Canopy Growth entered into the New Agreement to better align the terms of the Plan of Arrangement with broader market and economic factors, provide Acreage shareholders with an initial up-front payment in connection with the modification of Canopy Growth’s rights, including the extension of the term, and give Acreage shareholders the ability to participate in upside potential upon the Triggering Event..