Canopy Growth to acquire Hiku Brands
Canopy Growth and Hiku Brands announced that they have entered into a definitive arrangement agreement pursuant to which Canopy Growth will acquire all of the issued and outstanding common shares of Hiku. Under the terms of the agreement, Hiku shareholders will receive 0.046 of a Canopy Growth common share in exchange for each common share of Hiku, representing the equivalent of C$1.91 per Hiku share and a premium of 33% based on the 20-day volume weighted average prices of the Canopy shares and the Hiku shares as of July 9 and a premium of approximately 21% based on the closing prices of the Canopy shares on the Toronto Stock Exchange and the Hiku shares on the Canadian Stock Exchange on July 9. On July 10, the Hiku board unanimously determined, after receiving the advice of its financial and legal advisors, that the transaction constitutes a "Superior Proposal" pursuant to the arrangement agreement between Hiku and WeedMD originally announced on April 19, 2018. The Hiku board provided notice of that determination to WeedMD. WeedMD has waived its "right to match" the proposal by Canopy Growth. Accordingly, the WeedMD agreement has been terminated and Hiku has paid a termination fee of C$10M to WeedMD pursuant the terms of the WeedMD agreement. Canopy has advanced Hiku the funds to pay the termination fee pursuant to a promissory note.