Acreage Obtains Final Order For U.S. Strategic Arrangement With Canopy And Canopy USA

Acreage Holdings, Inc. ACRHF ACRDF ACRG (ACRG.B.U), has obtained a final order from the Supreme Court of British Columbia approving the arrangement (the “floating share arrangement”) under section 288 of the Business Corporations Act (British Columbia) involving Canopy Growth Corporation CGC and Canopy USA, LLC.

Pursuant to the floating share arrangement, Canopy USA will acquire all of the issued and outstanding class D subordinate voting shares of Acreage (the “floating shares”) on the basis of 0.45 of a common share of Canopy for each floating share held at the time of the acquisition of the floating shares.

In accordance with the terms of the floating share arrangement agreement, Canopy has agreed, subject to the terms and conditions set forth therein, to exercise its option pursuant to the arrangement agreement between Canopy and Acreage dated April 18, 2019, as amended to acquire Acreage’s outstanding class E subordinate voting shares (the “fixed shares”), representing approximately 70% of the total shares of Acreage as at the date hereof, at a fixed exchange ratio of 0.3048 of a Canopy share for each fixed share held, such exercise to occur no later than five business days following the satisfaction of all required conditions.

Upon completion of the acquisition of the floating shares pursuant to the floating share arrangement and the acquisition of the fixed shares pursuant to the arrangement under section 288 of the Business Corporations Act (British Columbia) on the terms and conditions set out in the existing arrangement agreement, Canopy USA will own 100% of the issued and outstanding shares in the capital of Acreage.

Upon the satisfaction or waiver of all other conditions set out in the floating ‎share arrangement agreement, which the parties continue to work towards, the parties will complete the ‎floating share arrangement. ‎

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