Aurora Cannabis closes acquisition of 17.6% of Dutchman

Aurora Cannabis Inc. and The Green Organic Dutchman Holdings Ltd. (TGOD) (privately held) have completed Aurora’s strategic investment in TGOD, as previously announced on Jan. 5, 2018.

Pursuant to the terms of the agreement, Aurora has subscribed for subscription receipts through a private placement, which shall automatically convert into units upon TGOD’s common shares being listed on a stock exchange in Canada. Upon conversion, the units will provide Aurora with a 17.62-per-cent interest in TGOD on a non-diluted basis. As previously announced, the placement consists of 33,333,334 units, priced at $1.65 per unit, for gross proceeds of $55-million. Each unit consists of one common share and one-half of one common share purchase warrant, exercisable at $3 per common share for a period of 36 months following closing of the offering.

TGOD intends to complete an initial public offering in March of 2018, is currently completing the expansion of its Ancaster, Ont., facility and, together with Aurora Larssen Projects Ltd. (ALPS), has commenced the project to construct an 820,000-square-foot high-technology hybrid greenhouse facility in Valleyfield, Que., with a projected production capacity in excess of 100,000 kilograms of organic cannabis per annum.

Additionally, the parties entered into an investor rights agreement, whereby Aurora has the option to incrementally increase its ownership interest in TGOD to over 50 per cent upon TGOD achieving certain operational milestones, as previously set out in the companies’ news release dated Jan. 5, 2018. The investor rights agreement also provides Aurora with the right to participate in any new equity offerings of TGOD to maintain its pro rata ownership.

Supply contract

The companies have entered into a supply contract, providing Aurora with the right to purchase up to 20 per cent of the annual production of organic cannabis from TGOD’s Ancaster and Valleyfield facilities. This additional supply of more than 23,000 kg per annum will expand Aurora’s global financed annual production capacity to approximately 200,000 kg. Under the terms of the contract, Aurora can increase its offtake from these two facilities to 33 per cent upon increasing its ownership interest in TGOD to 31 per cent.

Management commentary

“This strategic partnership between Aurora and TGOD is mutually beneficial in that it accelerates TGOD’s market access and penetration through technology and services, as well as through access to capital and distribution channels, while providing Aurora with a significant, sustainable supply of premium organic cannabis and the opportunity to benefit from TGOD’s commercial success,” said Terry Booth, chief executive officer of Aurora. “This agreement shows how Aurora increasingly is becoming the partner of choice within the cannabis industry and is able to leverage this position to accelerate shareholder value creation.”

“Together with Aurora and its subsidiary ALPS, the industry-leading design consultancy for high-technology hybrid greenhouses, we will be able to accelerate our business plan and establish TGOD as the world’s premier provider of premium organic cannabis,” said Csaba Reider, president of TGOD. “Utilizing Aurora’s distribution channels will further strengthen our own deep consumer packaged goods and brand building experience, and increase our market reach.”

Rob Anderson, TGOD chief executive officer, added: “Partnering with the industry leader in terms of innovation and execution validates how TGOD’s differentiated business model creates substantial value for our partners and shareholders. This is a synergistic partnership that will help TGOD reach an international audience with its premium products and rapidly capture market share in this incredibly dynamic market, and will provide further differentiation and diversification to Aurora’s product offering. We look forward to working with the teams at ALPS and Aurora as we execute on our derisked but aggressive growth strategy.”

Aurora shareholders approve share issuance at special meeting

The shareholders of Aurora Cannabis voted 98.18 per cent in favour of the share issuance resolution at a special meeting of the shareholders of Aurora held Jan. 15, 2018, for the purpose of approving the issuance of shares to the shareholders of CanniMed Therapeutics Inc.

About Aurora Cannabis Inc.

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, a second 40,000-square-foot, high-technology production facility known as Aurora Vie in Pointe-Claire, Que., on Montreal’s West Island, and is currently constructing an 800,000-square-foot production facility, known as Aurora Sky, at the Edmonton International Airport, as well as is completing a fourth facility in Lachute, Que., through its wholly owned subsidiary, Aurora Larssen Projects Ltd.

In addition, the company holds approximately 17.23 per cent of the issued shares in leading extraction technology company Radient Technologies Inc., based in Edmonton, and is in the process of completing an investment in Edmonton-based Hempco Food and Fiber for an ownership stake of up to 50.1 per cent. Furthermore, Aurora is the cornerstone investor with a 22.9-per-cent stake in Cann Group Ltd., the first Australian company licensed to conduct research on and cultivate medical cannabis.

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