0001157523-20-000265.txt : 20200226 0001157523-20-000265.hdr.sgml : 20200226 20200225215130 ACCESSION NUMBER: 0001157523-20-000265 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20200225 FILED AS OF DATE: 20200226 DATE AS OF CHANGE: 20200225 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORGANIGRAM HOLDINGS INC. CENTRAL INDEX KEY: 0001620737 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38885 FILM NUMBER: 20653202 BUSINESS ADDRESS: STREET 1: 35A ENGLISH DR. CITY: MONCTON STATE: A3 ZIP: E1E 3X3 BUSINESS PHONE: 506-384-1571 MAIL ADDRESS: STREET 1: 35A ENGLISH DR. CITY: MONCTON STATE: A3 ZIP: E1E 3X3 FORMER COMPANY: FORMER CONFORMED NAME: ORGANIGRAM HOLDINGS INC DATE OF NAME CHANGE: 20140926 6-K 1 a52179583.htm ORGANIGRAM HOLDINGS INC. 6-K

 
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 February 2020
 
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)  [  ]

 
 
SUBMITTED HEREWITH
 
Exhibits
 
   
   
Report of Voting Results dated February 25, 2020
 
 

 
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.
 


“Paolo De Luca”
______________________________________
Paolo De Luca
Chief Financial Officer
 
Date:  February 25, 2020

EX-99.1 2 a52179583ex99_1.htm EXHIBIT 99.1
Exhibit 99.1

Organigram Holdings Inc. Announces Election of Directors

MONCTON, New Brunswick--(BUSINESS WIRE)--February 25, 2020--Organigram Holdings Inc. (“Organigram” or the “Corporation”) (TSX: OGI) (NASDAQ: OGI) announced today that each of the eight nominees listed in its management information circular dated January 23, 2020 (the “Circular”) was elected as a director of Organigram at the Annual and Special Meeting of Shareholders (the “Meeting”) held on February 25, 2020. The vote was conducted by a show of hands. Detailed results of the votes cast by proxy are set out below:

 

Nominee

   

Votes For

   

% of Votes
For

   

Votes
Withheld

   

% of Votes
Withheld

 
 

Peter Amirault

   

16,616,184

   

97.12

   

492,516

   

2.88

 
 

Greg Engel

   

16,625,303

   

97.18

   

483,397

   

2.83

 
 

Dexter John

   

16,078,699

   

93.98

   

1,030,001

   

6.02

 
 

Geoffrey Machum

   

16,611,530

   

97.09

   

497,170

   

2.91

 
 

Ken Manget

   

16,654,923

   

97.35

   

453,777

   

2.65

 
 

Sherry Porter

   

16,319,053

   

95.39

   

789,647

   

4.62

 
 

Stephen Smith

   

16,642,629

   

97.28

   

466,071

   

2.72

 
 

Derrick West

   

16,600,454

   

97.03

   

508,246

   

2.97

 

The biographies of the Corporation’s directors are set out in the Circular, which is available under the Corporation’s profile on SEDAR at www.sedar.com.

“On behalf of the board, I am delighted to welcome Geoffrey, Ken and Stephen to our team. They bring a robust set of knowledge, skills and experience, and they will complement our board as we continue to grow in a dynamic industry,” said Greg Engel, Organigram’s Chief Executive Officer. “We would also like to thank Mike Bourque, who did not stand for re-election, for his valuable contributions and service to the board over the past few years.”

Following the Meeting, the newly-elected board of directors of the Corporation (the “Board”) re-appointed Peter Amirault as Chairman of the Board. The Board also re-constituted its committees as follows:

  • Audit Committee: Stephen Smith (Chair), Dexter John, Ken Manget, and Derrick West
  • Governance and Nominating Committee: Geoffrey Machum (Chair), Sherry Porter, and Dexter John
  • Compensation Committee: Sherry Porter (Chair), Geoffrey Machum, and Ken Manget
  • Investment Committee: Dexter John (Chair), Ken Manget and Stephen Smith

About Organigram Holdings Inc.

Organigram Holdings Inc. is a NASDAQ Global Select and TSX listed company whose wholly owned subsidiary, Organigram Inc., is a licensed producer of cannabis and cannabis-derived products 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, Ankr Organics and Trailblazer. Organigram's facility is located in Moncton, New Brunswick and the Company is regulated by the Cannabis Act and the Cannabis Regulations (Canada).

Contacts

For Investor Relations enquiries, please contact:
Amy Schwalm
Vice President, Investor Relations
Amy.Schwalm@organigram.ca
(416) 704-9057

For Media enquiries, please contact:
Ray Gracewood
Senior Vice President, Marketing and Communications
ray.gracewood@organigram.ca
(506) 645-1653

EX-99.2 3 a52179583ex99_2.htm EXHIBIT 99.2
Exhibit 99.2



ORGANIGRAM HOLDINGS INC.
(the “Corporation”)
 
Annual and Special Meeting of Shareholders
Held on February 25, 2020
 
REPORT OF VOTING RESULTS
 
Pursuant to section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, this report describes the matters decided at the 2020 Annual and Special Meeting of Shareholders of the Corporation held on February 25, 2020. Full details of the matters are set out in the Corporation’s management information circular dated January 23, 2020, which is available on SEDAR at www.sedar.com.
 
1.
ELECTION OF DIRECTORS
Each of the following individuals were elected as directors of the Corporation as approved by a vote by show of hands, for a term expiring at the conclusion of the next annual meeting of shareholders of the Corporation, or until their successors are elected or appointed. According to the final scrutineer report prepared following the meeting (“Final Scrutineer Report”), the voting results were as follows:
 
Nominee
Votes For
% of Votes
For
Votes
Withheld
% of Votes
Withheld
Peter Amirault
16,616,184
97.12
492,516
2.88
Greg Engel
16,625,303
97.18
483,397
2.83
Dexter John
16,078,699
93.98
1,030,001
6.02
Geoffrey Machum
16,611,530
97.09
497,170
2.91
Ken Manget
16,654,923
97.35
453,777
2.65
Sherry Porter
16,319,053
95.39
789,647
4.62
Stephen Smith
16,642,629
97.28
466,071
2.72
Derrick West
16,600,454
97.03
508,246
2.97

 
2.
APPOINTMENT OF AUDITOR
By a resolution passed by a vote by show of hands, Deloitte LLP was reappointed as the auditor of the Corporation until the next annual meeting of the shareholders of the Corporation or until its successor is appointed and the directors of the Corporation were authorized to fix the remuneration of such auditor. According to the Final Scrutineer Report, the voting results were as follows:
 
# Votes For
% Votes For
# Votes Withheld
% Votes Withheld
63,060,605
98.28
1,106,732
1.73
 


3.
APPROVAL OF ARTICLES OF AMENDMENT
By a resolution passed by a ballot vote, the articles of amendment approved by the board of directors of the Corporation on January 23, 2020, were approved. According to the Final Scrutineer Report, the voting results were as follows:
 
# Votes For
% Votes For
# Votes Against
% Votes Against
16,053,666
93.83
1,055,034
6.17

 
4.
CONFIRMATION OF AMENDED AND RESTATED BY-LAW NO. 1
By a resolution passed by a ballot vote, the Amended and Restated By-Law No. 1 adopted by the board of directors of the Corporation on January 23, 2020, was confirmed. According to the Final Scrutineer Report, the voting results were as follows:
 
# Votes For
% Votes For
# Votes Against
% Votes Against
14,235,160
83.20
2,873,540
16.80

 
5.
APPROVAL OF OMNIBUS EQUITY INCENTIVE PLAN
By a resolution passed by a ballot vote, the Omnibus Equity Incentive Plan adopted by the board of directors of the Corporation on January 23, 2020, was approved. According to the Final Scrutineer Report, the voting results were as follows:
 
# Votes For
% Votes For
# Votes Against
% Votes Against
11,856,772
69.30
5,251,928
30.70