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 annum of 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 GMP
certification of CanniMed's existing facility. Aurora will apply
its experience through ALPS and Pedanios to fast track EU GMP
certification, 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 from which 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.