UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form CB/A
TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM
(AMENDMENT NO. 8)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form:
| Securities Act Rule 801 (Rights Offering) | [ ] | |
| Securities Act Rule 802 (Exchange Offer) | [ x ] | |
| Exchange Act Rule 13e-4(h)(8) (Issuer Tender Offer) | [ ] | |
| Exchange Act Rule 14d-1(c) (Third Party Tender Offer) | [ ] | |
| Exchange Act Rule 14e-2(d) (Subject Company Response) | [ ] | |
| Filed or submitted in paper if permitted by Regulation S-T Rule 101(b)(8) | [ ] |
Note: Regulation S-T Rule 101(b)(8) only permits the filing or submission of a Form CB in paper by a party that is not subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act.
| CanniMed Therapeutics Inc. |
| (Name of Subject Company) |
| N/A |
| (Translation of Subject Company’s Name into English (if applicable)) |
| Canada |
| (Jurisdiction of Subject Company’s Incorporation or Organization) |
| Aurora Cannabis Inc. |
| (Name of Person(s) Furnishing Form) |
| Common Stock |
| (Title of Class of Subject Securities) |
| 13767U |
| (CUSIP Number of Class of Securities (if applicable)) |
| CanniMed Therapeutics Inc. |
| 1 Plant Technology Rd. Box 19A, RR#5 |
| Saskatoon, SK, |
| Canada, S7K 3J8 |
| Telephone: (306) 978-6848 |
| (Name, Address (including zip code) and Telephone Number (including area code) of |
| Person(s) Authorized to Receive Notices and Communications on Behalf of Subject Company) |
| November 24, 2017 |
| (Date Tender Offer/Rights Offering Commenced) |
- 2 -
PART I - INFORMATION SENT TO SECURITY HOLDERS
| Item 1. | Home Jurisdiction Documents |
| (a) |
The following documents have been delivered to holders of securities of, or published in the home jurisdiction of CanniMed Therapeutics Inc. and were required to be disseminated to U. S. security holders or published in the United States: | |
|
On November 24, 2017, Aurora Cannabis Inc. commenced an offer to purchase all of the common shares of CanniMed Therapeutics Inc. On November 24, 2017, Aurora Cannabis Inc. | ||
| º |
filed with Canadian securities authorities in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec, via the System for Electronic Document Analysis and Retrieval, | |
| º |
caused to be delivered to holders of securities of CanniMed Therapeutics Inc., and | |
| º |
furnished to the Securities and Exchange Commission on Form CB, | |
|
its Offer to Purchase and Circular, together with the exhibits referenced therein.1 | ||
|
On January 12, 2018, Aurora Cannabis Inc. | ||
| º |
filed with Canadian securities authorities in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec, via the System for Electronic Document Analysis and Retrieval, | |
| º |
caused to be delivered to holders of securities of CanniMed Therapeutics Inc., and | |
| º |
furnished to the Securities and Exchange Commission as Exhibit 1.1 to Amendment No. 1 to Aurora Cannabis Inc.’s Form CB, | |
|
its Notice of Change of Information Relating to the Aurora Cannabis Inc. Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc.2 | ||
|
On January 12, 2018, Aurora Cannabis Inc. issued the following news releases pursuant to the orders of the Financial and Consumer Affairs Authority of Saskatchewan and the Ontario Securities Commission dated December 22, 2017: | ||
News release of Aurora Cannabis Inc. dated November 14, 2017, amended and restated with additional information on January 12, 2018, regarding submission of proposal to CanniMed Therapeutics Inc. board and execution of lock-up agreements with CanniMed shareholders2
News release of Aurora Cannabis Inc. dated November 20, 2017, amended and restated with additional information on January 12, 2018, regarding announcement of intention to launch takeover bid for CanniMed Therapeutics Inc.2
On December 27, 2017, Aurora Cannabis Inc. issued the following news release to report the results of hearings held before the Financial and Consumer Affairs Authority of Saskatchewan and the Ontario Securities Commission on December 20-21, 2017, in connection with Aurora Cannabis Inc.'s offer to purchase all of the common shares of CanniMed Therapeutics Inc.:
- 3 -
News release of Aurora Cannabis Inc. dated December 27, 20172
As permitted under Canadian takeover bid rules, Aurora Cannabis Inc. has completed certain normal course purchases of CanniMed Therapeutics Inc. common shares through the facilities of The Toronto Stock Exchange, as disclosed in the following news releases:
News release of Aurora Cannabis Inc. dated December 29, 2017, announcing the purchase of 450,000 shares of CanniMed Therapeutics Inc.2
News release of Aurora Cannabis Inc. dated January 2, 2018, announcing the purchase of 116,000 shares of CanniMed Therapeutics Inc.2
News release of Aurora Cannabis Inc. dated January 4, 2018, announcing the purchase of 91,800 shares of CanniMed Therapeutics Inc.2
News release of Aurora Cannabis Inc. dated January 5, 2018, announcing the purchase of 24,600 shares of CanniMed Therapeutics Inc.2
News release of Aurora Cannabis Inc. dated January 12, 2018, announcing the purchase of 7,400 shares of CanniMed Therapeutics Inc.2
News release of Aurora Cannabis Inc. dated January 15, 2018, announcing the purchase of 10,800 shares of CanniMed Therapeutics Inc. 3
On January 24, 2018, Aurora Cannabis Inc. issued the following joint news release with CanniMed Therapeutics Inc. to announce the entry into a support agreement and new offer terms, in connection with Aurora Cannabis Inc.’s offer to purchase all of the common shares of CanniMed Therapeutics Inc.:
News release of Aurora Cannabis Inc. and CanniMed Therapeutics Inc. dated January 24, 2018, announcing the entry into a support agreement and new offer terms by Aurora Cannabis.4
On January 26, 2018, Aurora Cannabis Inc. filed with Canadian Securities Administrators in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec, via the System for Electronic Document Analysis and Retrieval, the following document:
Support Agreement between Aurora Cannabis Inc. and CanniMed Therapeutics Inc. dated January 24, 2018.5
On January 26, 2018, Aurora Cannabis Inc. filed with Canadian Securities Administrators in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec, via the System for Electronic Document Analysis and Retrieval, the following material change report related to its entry into the Support Agreement with CanniMed Therapeutics Inc. in connection with Aurora Cannabis Inc.’s offer to purchase all issued and outstanding common shares of CanniMed Therapeutics Inc.:
- 4 -
Material Change Report of Aurora Cannabis Inc., dated January 26, 2018, related to its entry into the Support Agreement with CanniMed Therapeutics Inc. in connection with Aurora Cannabis Inc.’s offer to purchase all issued and outstanding common shares of CanniMed Therapeutics Inc.5
On February 6, 2018, Aurora Cannabis Inc. Aurora Cannabis Inc. filed with Canadian securities authorities in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec via the System for Electronic Document Analysis and Retrieval, and caused to be delivered to holders of common shares of CanniMed Therapeutics Inc., the following documents:
its Notice of Variation to the Aurora Cannabis Inc. Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc.6
Amended Letter of Transmittal6
On February 6, 2018, Aurora Cannabis Inc. Aurora Cannabis Inc. filed with Canadian securities authorities in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec via the System for Electronic Document Analysis and Retrieval, the following documents:
Lock-up Agreement between Aurora Cannabis Inc. and Brent Zettl dated January 29, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated February 3, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 29, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 29, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 31, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated February 2, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 31, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 29, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 31, 20187
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 26, 20187
- 5 -
Lock-up Agreement between Aurora Cannabis Inc. and [Redacted] dated January 31, 20187
On March 9, 2018, Aurora Cannabis Inc. filed with Canadian securities authorities in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Quebec via the System for Electronic Document Analysis and Retrieval, and caused to be delivered to the registered holders of common shares of CanniMed Therapeutics Inc., the following document:
its Notice of Variation and Extension to the Aurora Cannabis Inc. Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc. dated March 9, 20188
and issued the following news release, via the System for Electronic Document Analysis and Retrieval, to announce the success of its Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc., its intention to take up tendered Common Shares of CanniMed Therapeutics Inc. and the mandatory extension of its Offer:
News Release of Aurora Cannabis Inc. dated March 9, 2018, announcing success in its Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc., its intention to take up tendered Common Shares of CanniMed Therapeutics Inc. and the mandatory extension of its Offer8
Notes:
| 1. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on November 27, 2017, as exhibits to its Form CB | |
| 2. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on January 16, 2018 as exhibits to Amendment No. 1 to its Form CB | |
| 3. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on January 17, 2018 as an exhibit to Amendment No. 2 to its Form CB | |
| 4. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on January 26, 2018 as an exhibit to Amendment No. 3 to its Form CB | |
| 5. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on January 30, 2018 as an exhibit to Amendment No. 4 to its Form CB | |
| 6. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on February 8, 2018 as an exhibit to Amendment No. 5 to its Form CB | |
| 7. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on February 9, 2018 as an exhibit to Amendment No. 6 to its Form CB | |
| 8. |
Previously furnished to the Securities and Exchange Commission by Aurora Cannabis Inc. on March 12, 2018 as an exhibit to Amendment No. 7 to its Form CB |
On March 15, 2018, Aurora Cannabis Inc. issued the following news release, via the System for Electronic Document Analysis and Retrieval, to announce completion of its initial take up of common shares of CanniMed Therapeutics Inc. and commencement of integration of CanniMed Therapeutics Inc. with Aurora Cannabis Inc.:
- 6 -
| Exhibit 1.1 | News Release of Aurora Cannabis Inc. dated March 15, 2018 announcing completion of initial take up of common shares of CanniMed Therapeutics Inc. and integration of CanniMed Therapeutics Inc. with Aurora Cannabis Inc. | |
| and issued the following joint news release with CanniMed Therapeutics Inc, via the System for Electronic Document Analysis and Retrieval, to announce changes to the board of directors of CanniMed Therapeutics Inc.: | ||
| Exhibit 1.2 | News Release of Aurora Cannabis Inc. and CanniMed Therapeutics Inc. dated March 15, 2018 announcing changes to the board of directors of CanniMed Therapeutics Inc. | |
(b)
Not applicable.
| Item 2. | Informational Legends |
The required legends are included under the heading “NOTICE TO CANNIMED SHAREHOLDERS IN THE UNITED STATES”, commencing on the page 6 of the Notice of Variation and Extension to the Aurora Cannabis Inc. Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc.
The required legends were also included:
| (a) |
under the heading “NOTICE TO CANNIMED SHAREHOLDERS IN THE UNITED STATES”, commencing on the page 50 of the Notice of Variation to the Aurora Cannabis Inc. Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc., which was furnished to the Securities and Exchange Commission as Exhibit 1.1 to Amendment No. 5 to Aurora Cannabis Inc.’s Form CB; |
| (b) |
under the heading “NOTICE TO CANNIMED SHAREHOLDERS IN THE UNITED STATES”, commencing on the page 7 of the Notice of Change of Information Relating to the Aurora Cannabis Inc. Offer to Purchase All of the Common Shares of CanniMed Therapeutics Inc., which was furnished to the Securities and Exchange Commission as Exhibit 1.1 to Amendment No. 1 to Aurora Cannabis Inc.’s Form CB; and |
| (c) |
under the heading “NOTICE TO HOLDERS IN THE UNITED STATES”, commencing on page v of the original Offer to Purchase and Circular, which was furnished to the Securities and Exchange Commission as Exhibit 1.1 to Aurora Cannabis Inc.’s Form CB. |
PART II - INFORMATION NOT REQUIRED TO BE SENT TO SECURITY HOLDERS
(1)
None.
PART III - CONSENT TO SERVICE OF PROCESS
Aurora Cannabis Inc. filed a Form F-X with the United States Securities and Exchange Commission, appointing an agent for service of process in connection with the transaction to which this Form CB/A relates when it furnished the original Offer to Purchase and Circular to the Securities and Exchange Commission on Form CB on November 24, 2017.
- 7 -
PART IV - SIGNATURES
After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| AURORA CANNABIS INC. | ||
| By: | /s/ Terry Booth | |
| Name: | Terry Booth | |
| Title: | Chief Executive Officer | |
| Date: | March 16, 2018 | |
- 8 -
EXHIBIT INDEX
| Exhibit | Description |
| 1.1 | |
|
| |
| 1.2 |
Aurora Acquires CanniMed and Commences Integration
TSX: ACB
EDMONTON, March 15, 2018 /CNW/ - Aurora Cannabis Inc. ("Aurora") (TSX: ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) announced today that it has completed its initial take up of the common shares ("CanniMed Shares") of CanniMed Therapeutics Inc. ("CanniMed") pursuant to its offer (the "Offer") to purchase all of the issued and outstanding CanniMed Shares.
On March 12, 2018, Aurora took up 21,309,517 CanniMed Shares representing 86.8% of the total outstanding CanniMed Shares on a fully diluted basis which, together with shares purchased in the market prior to the expiry of the Offer by Aurora, represents 87.1% of the outstanding CanniMed Shares. In consideration for the CanniMed Shares taken up on March 12, 2018, Aurora issued approximately 62.8 million Aurora common shares as share consideration and paid cash consideration of approximately $121.5 million.
Shareholders of CanniMed who tendered before the original expiry of the Offer on March 9, 2018, predominantly elected to receive cash. Based on shares tendered before the original expiry date, shareholders who elected all cash will, on a pro rated basis, receive approximately $5.9952 per share in cash and approximately 2.9253 common shares of Aurora. If not already received, former CanniMed shareholders should receive their Aurora shares and cash payments in the next few days.
Remaining shareholders of CanniMed must tender their CanniMed Shares under the Offer by 11:59 pm (Pacific Time) on March 25, 2018. There is no guarantee that Aurora will further extend the Offer after March 25, 2018, and CanniMed shareholders are encouraged to tender as soon as possible.
Integration of CanniMed
With Aurora now owning a controlling interest in CanniMed, integration into the Aurora organization has commenced under the leadership of Andre Jerome, SVP Business Integration. Mr. Jerome is working with the integration section heads at Aurora and their respective counterparts at CanniMed to facilitate a smooth, seamless and rapid integration, and to execute quickly on realizing the strategic synergies identified.
The objective for the integration is to leverage the best practices, capabilities, resources, distribution networks, partnerships and technologies available through Aurora to accelerate development of CanniMed's strategic initiatives. Conversely, CanniMed's strong medical presence, science base and product development capabilities will form the foundation of the combined companies' Medical Cannabis Centre of Excellence. Aurora anticipates that execution on these objectives will drive strong growth of the Company's activities in the domestic and international medical cannabis markets.
Management commentary
"Having completed our initial uptake for an acquisition we anticipate to be strongly accretive, we are issuing approximately 25% fewer shares than would have been the case under our original offer, had all CanniMed shareholders elected the all-share consideration option," said Terry Booth, CEO. "Our integration efforts will focus on four key areas to drive further growth: increase production, develop new, commercially valuable intellectual property, drive growth of our international business, and accelerate patient registration in Canada. We are very excited about the combination, and having met with the talented, energetic and motivated team at CanniMed, we are confident of executing the integration to the Aurora Standard." CanniMed, has a nearly two-decade track record servicing the medical cannabis market. Its consistently high product quality, education efforts, clinical trials, and product development have resulted in a strong brand recognition among physicians. Aurora will now accelerate a number of strategic initiatives, the key objectives of which are to:
| 1. |
Rapidly Increase Production Capacity, including derivatives. | |
| a. |
Increase current production capacity by leveraging Aurora`s best practices. | |
| b. |
Leverage the capabilities of ALPS (Aurora Larssen Projects Ltd) to accelerate construction and commissioning of CanniMed`s expansion that, at full capacity, should result in an estimated 17,000 kg to 21,000 kg per annumof total production capacity. | |
| c. |
Accelerate construction of the previously announced (by CanniMed) cannabis oils processing facility, with a design capacity of up to 720,000 liters of annual oil production. Leveraging this capacity and the extraction capabilities of RTI will position Aurora as leader in cannabis and hemp extraction capacity. | |
| 2. |
Complete EU GMPcertification of CanniMed's existing facility. Aurora will apply its experience through ALPS and Pedanios to fast track EU GMPcertification, which would enable Aurora to significantly increase shipments of cannabis for the international medical markets. | |
| 3. |
Leverage CanniMed's and Aurora's international distribution networks to develop existing and penetrate new international markets. To date, the companies are active in Canada, Germany, Denmark, Italy, Cayman Islands, Australia and South Africa, and actively pursuing market entry into additional countries. | |
| 4. |
Accelerate CanniMed's patient registration through CanvasRx. | |
| 5. |
Conversely, leverage CanniMed's relationship with over 5,000 physicians to broaden market reach for Aurora's medical products. Unlike most other licensed producers, CanniMed has not used patient aggregators, but, over the years, built a network of physicians prescribing CanniMed oils through outreach and education. This organic growth has proven very cost effective and has built a very solid base fromwhich to drive further growth. | |
| 6. |
Market and develop new, high-margin, standardized dosage forms, including capsules, sub-lingual wafers and topical applications (CanniMed recently successfully launched a topical cream). | |
| 7. |
Engage in clinical and scientific research to develop new, high value-add product lines and increase the recognition of the combined entity among the international medical community. | |
| 8. |
Leverage the combined entity's expanded genetics portfolio to provide complimentary products to both companies' patient bases. | |
| 9. |
Evaluate opportunities to leverage CanniMed`s Saskatchewan presence for penetration of the adult consumer use market in the province. | |
The combined entity
The transaction creates one of the largest Licensed Producers with an expanding international footprint. The table below provides key data on the combined entity.
| Funded capacity | 283,000 kg per year |
| Patients | 45,804 |
| Last reported quarter - combined revenues | $16.5M |
| Employees | > 750 |
| Geographic presence | 7 countries and expanding |
| Revenue market share of top 15 public LPs (latest comparable publicly disclosed quarter) |
23.1% |
| Genetics | Expanded genetics portfolio |
| Clinical research | 5 studies |
The Company will provide more information as the integration process progresses.
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 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 owns 51% of Aurora Nordic, which will be constructing a 1,000,000 square foot hybrid greenhouse in Odense, Denmark. 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 to develop 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
This news release ("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 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 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. Aurora 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.
In particular, this News Release contains forward-looking information concerning: (a) integration of CanniMed into Aurora, (b) expectations for future growing capacity, (c) the expected benefits of the acquisition of CanniMed, (d) expectations with respect to business and geographical diversification of the Aurora after the acquisition of CanniMed (e) the key business objectives to drive further growth, Aurora's initiatives to achieve such growth, and the expected results thereof, (f) the expectations with respect to the size, scope and scale of Aurora after the acquisition of CanniMed(e) (f) expectations with respect to future production, sales and marketing costs, (g) expectations with respect to volume of patients, (h) any commentary related to the expected benefits of the acquisition; and (i) the expected creation of the Medical Cannabis Centre of Excellence Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release, including assumptions that there will be no change in the business, prospects or capitalization of CanniMed or Aurora.
Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; loss of markets; future legislative and regulatory developments. The expected benefits of the acquisition of CanniMed are based on a number of assumptions, including that Aurora will be able to acquire 100% of the outstanding shares of CanniMed. Readers are cautioned that the foregoing list is not exhaustive. A more complete discussion of the risks and uncertainties appears in Aurora's Annual Information Form and other 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 is 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.
SOURCE Aurora Cannabis Inc.
View original content: http://www.newswire.ca/en/releases/archive/March2018/15/c2739.html %SEDAR: 00025675E
For further information: Cam Battley, Chief Corporate Officer, +1.905.864.5525, cam@auroramj.com, www.auroramj.com; Marc Lakmaaker, Director, Investor Relations and Corporate Development, +1.647.269.5523, marc.lakmaaker@auroramj.com; 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
CO: Aurora Cannabis Inc.
CNW 18:22e 15-MAR-18
Changes to CanniMed Therapeutics Board Following Share Take-Up by Aurora Cannabis
TSX: ACB TSX: CMED
EDMONTON and SASKATOON, March 15, 2018 /CNW/ - Aurora Cannabis Inc. ("Aurora") (TSX: ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) and CanniMed Therapeutics Inc. ("CanniMed") (TSX: CMED) announced today that following the successful take up and payment of approximately 86.8% of the issued and outstanding of CanniMed Shares, three Aurora Cannabis appointees will join the CanniMed Board of Directors, effective immediately.
The CanniMed Board of Directors will now be comprised of:
Mr. John Knowles (Legacy CanniMed Board Member, CFO CanniMed): Mr. Knowles has over 30 years of experience with Canadian and international resource companies and has served as a director, CEO or CFO of more than ten companies listed on the major Canadian and U.S. stock exchanges. He is a Chartered Professional Accountant and holds a Bachelor of Commerce from Queen's University.
Mr. André Jérôme (Senior Vice President, Business Integration, Aurora): In the newly created role of Business Integration, Mr. Jérôme is responsible for the integration of acquisitions, as well as for the identification of potential synergies across existing subsidiaries and joint venture partners. Mr. Jérôme, a member of the Bar of Québec for the last 23 years, joined Aurora from H2 Biopharma Inc ("H2"), where he was CEO and co-founder.
Mr. Michael Scott Dowty (Chief Revenue Officer, Apriva): Mr. Dowty has over 25 years of experience evaluating companies and markets to identify key business drivers, spur rapid revenue and profit growth, and maximize the value proposition in competitive global markets. Mr. Dowty has held senior executive and corporate officer positions with organizations such as CIBC Card Products, First Data International, Global Cash Access and CardConnect.
Mr. Michel Lamontagne (Advisor and Corporate Director): Member of the Quebec bar since 1973, Mr. Lamontagne is an experienced corporate director who serves on the board of directors of a number of companies and organizations in the life sciences, technology and financial sectors. His expertise covers corporate governance, government relations, public affairs, philanthropy and planned giving.
In addition to the above-mentioned Board appointments, the following CanniMed Board Members have resigned their position as director. CanniMed would like to thank this group for their years of service to the Company's Board:
Mr. Brent Zettl is pleased to be staying on as CEO to ensure a successful transition for CanniMed and its employees.
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 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 owns 51% of Aurora Nordic, which will be constructing a 1,000,000 square foot hybrid greenhouse in Odense, Denmark. 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 to develop 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".
About CanniMed Therapeutics
CanniMed is a Canadian-based, international plant biopharmaceutical company and a leader in the Canadian medical cannabis industry, with 17 years of pharmaceutical cannabis cultivation experience, state-of-the-art, GMP-compliant production process and world class research and development platforms with a wide range of pharmaceutical-grade cannabis products.
CanniMed, through its subsidiaries, was the first producer to be licensed under the Marihuana for Medical Purposes Regulations, the predecessor to the current Access to Cannabis for Medical Purposes Regulations. It was the sole supplier to Health Canada under the former medical marijuana system for 13 years and has been producing safe and consistent medical marijuana for thousands of Canadian patients, with no incident of product diversion or recalls.
For more information, please visit our websites: www.cannimed.ca (patients) and www.cannimedtherapeutics.com (investors).
Forward looking statement
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 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 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.
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.
AURORA CANNABIS INC.
Terry Booth
CEO
CanniMed Therapeutics Inc
Brent Zettl
CEO
SOURCE Aurora Cannabis Inc.
View original content: http://www.newswire.ca/en/releases/archive/March2018/15/c8945.html %SEDAR: 00025675E
For further information: For Aurora: Cam Battley, Chief Corporate Officer, +1.905.864.5525, cam@auroramj.com, www.auroramj.com; Marc Lakmaaker, Director, Investor Relations and Corporate Development, +1.647.269.5523, marc.lakmaaker@auroramj.com; Or 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; For CanniMed: Media Contact, Dara Willis, CanniMed Therapeutics Inc., dhw@cannimed.com, 416-836-9272; Investor Relations, CanniMed Therapeutics Inc., invest@cannimed.com
CO: Aurora Cannabis Inc.
CNW 18:49e 15-MAR-18