UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2021
Commission File No. 001-38885
ORGANIGRAM HOLDINGS INC.
(Translation of registrant's name into English)
35 English Drive
Moncton, New Brunswick, Canada E1E 3X3
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F
Form 20-F [ ] Form 40-F [X]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) [ ]
INCORPORATION BY REFERENCE
Exhibit 99.1 to this report on Form 6-K furnished to the SEC is expressly incorporated by reference into the Registration Statement on Form F-10 of ORGANIGRAM HOLDINGS INC. (File No. 333-234564), as amended and supplemented.
SUBMITTED HEREWITH
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Exhibits |
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Material Change Report of Organigram Holdings Inc. on Form 51-102F3 dated May 7, 2021 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
ORGANIGRAM HOLDINGS INC.
| /s/ Derrick West | |
| Derrick West | |
| Chief Financial Officer | |
| Date: May 7, 2021 |
FORM 51-102F3
MATERIAL CHANGE REPORT
Item One - Name and Address of Company
Organigram Holdings Inc. (the "Company")
35 English Drive
Moncton, NB E1E 3X3
Item Two - Date of Material Change
April 30, 2021
Item Three - News Release
The news release reporting the material change described in this report was issued in Moncton, New Brunswick on May 3, 2021 (the "News Release").
The News Release was distributed through Business Wire and filed with each of the relevant Canadian securities regulatory authorities via SEDAR. The News Release is attached hereto as Schedule "A" and incorporated by reference herein.
Item Four - Summary of Material Change
On May 3, 2021, the Company announced that Greg Engel was stepping away from his role as CEO and as a director of the Company effective immediately. Peter Amirault, current Board chairman, was appointed by the Board to serve as executive chair on an interim basis until a new permanent CEO is appointed. During this period, Geoff Machum, chair of the Board's Governance and Nominating Committee, will serve as the independent lead director.
Item Five - Full Description of Material Change
For a full description of the material change, please see the News Release attached hereto as Schedule "A" which News Release forms an integral part of this material change report.
Item Six - Reliance on subsection 7.1(2) of National Instrument 51-102
Not Applicable.
Item Seven - Omitted Information
Not Applicable.
Item Eight - Executive Officer
Derrick West, Chief Financial Officer (855) 961-9420
Item Nine - Date of Report
May 7, 2021
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Forward-looking Information
This report contains forward-looking information. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects", "estimates", "intends", "anticipates", "believes" or variations of such words and phrases or state that certain actions, events, or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, and include statements regarding the search process and anticipated skill set for a permanent CEO. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results, events, performance or achievements of Organigram to differ materially from current expectations or future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Such risks include the risk that Organigram may not be able to identify or attract candidates having the desired skill set as permanent CEO on a timely basis or at all, and the factors and risks as disclosed in the Company's most recent annual information form, management's discussion and analysis and other Company documents filed from time to time on SEDAR (see www.sedar.com) and filed or furnished to the Securities and Exchange Commission on EDGAR (see www.sec.gov). Readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking information included in this news release are made as of the date of this news release and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.
SCHEDULE "A"
Organigram CEO steps away from role, will continue to act as a special
advisor to the Board of Directors; interim leadership appointed
MONCTON, New Brunswick, May 3, 2021 - The Board of Directors (the "Board") of Organigram Holdings Inc. ("Organigram" or the "Company") (TSX: OGI) (NASDAQ: OGI) has confirmed that Greg Engel is stepping away from his role as CEO effective today, however he will continue to act as a special advisor to the Board through a transition period. The Board is grateful for the contributions Greg has made since joining the Company in 2017.
Peter Amirault, current Board chairman, has been appointed by the Board to serve as executive chair on an interim basis, to oversee day-to-day management of the Company until a new permanent CEO is appointed. During this period, Geoff Machum, chair of the Board's Governance and Nominating Committee, will serve as the independent lead director.
"Greg has brought innovative leadership as the Company created new structures around operations and increased capacity to serve the growing marketplace, while ensuring our successful launch into the adult recreational cannabis space and bringing leading innovative new platforms and edible products to the marketplace," said Mr. Machum. "Greg has also helped guide the Company during a global pandemic and through period of significant change within our sector, one in which he is a recognized leader. We are pleased that he will continue to serve as special advisor to the Board through this period of transition," stated Machum.
"We are equally pleased that Peter Amirault will be leading Organigram as executive chair, while we begin a search process for a permanent CEO," said Machum. "Peter has served as chair since 2017 and has deep senior and executive leadership experience in consumer packaged goods (https://www.organigram.ca/about#board-of-directors) and during his tenure he has demonstrated strong governance leadership skills and excellent business acumen."
About Organigram Holdings Inc.
Organigram Holdings Inc. is a NASDAQ Global Select Market and Toronto Stock Exchange listed company whose wholly owned subsidiaries include: Organigram Inc., a licensed producer of cannabis and cannabis-derived products in Canada and The Edibles and Infusions Corporation, a cannabis infused soft chew and confectionary manufacturer in Canada.
Organigram is focused on producing high-quality, indoor-grown cannabis for patients and adult recreational consumers in Canada, as well as developing international business partnerships to extend the Company's global footprint. Organigram has also developed a portfolio of legal adult-use recreational cannabis brands including The Edison Cannabis Company, Indi, Bag o' Buds, SHRED and Trailblazer. Organigram's facility is located in Moncton, New Brunswick, with another leased manufacturing facility in Winnipeg, Manitoba. The Company is regulated by the Cannabis Act and the Cannabis Regulations (Canada).
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Forward-Looking Information
This news release contains forward-looking information. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects", "estimates", "intends", "anticipates", "believes" or variations of such words and phrases or state that certain actions, events, or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, and include statements regarding the search process and anticipated skill set for a permanent CEO. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results, events, performance or achievements of Organigram to differ materially from current expectations or future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Such risks include the risk that Organigram may not be able to identify or attract candidates having the desired skill set as permanent CEO on a timely basis or at all, and the factors and risks as disclosed in the Company's most recent annual information form, management's discussion and analysis and other Company documents filed from time to time on SEDAR (see www.sedar.com) and filed or furnished to the Securities and Exchange Commission on EDGAR (see www.sec.gov). Readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking information included in this news release are made as of the date of this news release and the Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.
For enquiries, please contact:
Amy Schwalm, Vice President, Investor Relations
amy.schwalm@organigram.ca
(416) 704-9057