TORONTO, and SMITH FALLS, ON, April 8, 2021 - Canopy Growth Corporation ("Canopy") (TSX: WEED) (NASDAQ: CGC) and The Supreme Cannabis Company, Inc. ("Supreme Cannabis" or "Supreme") (TSX: FIRE) (OTCQX: SPRWF) (FRA: 53S1) are pleased to announce that they have entered into a definitive arrangement agreement (the "Arrangement Agreement") under which Canopy will acquire all of Supreme Cannabis' issued and outstanding common shares (the "Supreme Cannabis Shares") in a transaction valued at approximately $435 million on a fully-diluted basis (the "Transaction").
Under the terms of the Arrangement Agreement, Supreme Cannabis shareholders will receive 0.01165872 of a Canopy common share (the "Exchange Ratio") and $0.0001 in cash in exchange for each Supreme Cannabis Share held. The Transaction provides Supreme Cannabis shareholders with a premium per Supreme Cannabis Share of approximately 66% based on the closing prices of the Supreme Cannabis Shares and Canopy common shares on the Toronto Stock Exchange (the "TSX") as of April 7, 2021.
Cassels Brock & Blackwell LLP is acting as strategic and legal advisor to Canopy.
BMO Capital Markets is acting as exclusive financial advisor to Supreme Cannabis and provided a fairness opinion to the Supreme Cannabis board of directors. Hyperion Capital Inc. provided an independent fairness opinion to the board of directors of Supreme Cannabis. Borden Ladner Gervais LLP is acting as legal counsel to Supreme Cannabis.