Aurora, MedReleaf shareholders clear path toward Canada’s largest cannabis deal

Theglobeandmail.com
July 18, 2018
Christina Pellegrini

Canada’s biggest marijuana deal is almost across the finish line.

Aurora Cannabis Inc.’s takeover of MedReleaf Corp. is set to close next week after shareholders of both cannabis growers voted on Wednesday to approve the $3.2-billion acquisition.

The deal, struck in mid-May, will marry two of the largest producers in the nascent sector as companies move to amass scale and lower costs ahead of the legalization of recreational marijuana on Oct. 17.

“Our objective is to become the world’s largest cannabis company,” Aurora’s chief corporate officer Cam Battley said when the takeover was announced.

Today, that goal is closer to completion. Investors in both camps voted overwhelmingly in favour of the transaction. (Of votes cast, MedReleaf and Aurora shareholders voted 96 per cent and 99 per cent in favour, respectively.) Investors holding more than half of MedReleaf’s shares had said in May they would vote to approve the deal and two major proxy advisory firms recommended that others do the same.

The acquisition is emblematic of a key moment for the industry as some players see an opportunity to cash out, while others look to be consolidators in a bid to dominate a growing sector.

MedReleaf’s key investors are eyeing an exit after a stunning rally for pot stocks during the past year earned these young businesses eye-popping valuations. Several senior executives at the Markham, Ont.-based company were selling large positions into the market at the end of June, according to regulatory filings.

For Aurora, which has used its liquid stock to become a serial acquirer, the takeover sees the Alberta company swallow one of its main rivals, bolster its production scale and gain a footprint in Ontario.

Pot stocks have been in decline of late, making it tough to raise money and price deals. The Horizons Marijuana Life Sciences exchange-traded fund, which attempts to replicate an index of Canadian cannabis stocks, is down more than 17 per cent since mid-June. Aurora shares, for example, have fallen 17 per cent over that period.

The completion of the MedReleaf acquisition comes at a turning point for the sector as focus – of investors and consolidators alike – shifts away from production and toward retailing.

Aurora was one of the early movers on this front, too, investing in February into Alberta’s largest alcohol retailer, now named Alcanna Inc. (Aurora agreed to pay $15 a share for its initial stake, which was a premium of about 25 per cent, only to watch Alcanna’s share price plunge to $8.97.)

In March, Cronos Group Inc. of Toronto aligned with California-based retailer MedMen Enterprises Inc. in a joint venture that will see the pair create a national retail chain.

Last week, Canopy Growth Corp. – currently the most valuable marijuana producer in Canada – agreed to acquire West Kelowna, B.C.-based Hiku Brands Co. Ltd. in an all-stock deal worth $350-million. Hiku owns a cannabis grower called DOJA, but hasn’t sold any marijuana yet. It also operates a chain of a half-dozen coffee shops that sell stylish but pricey bongs, grinders and other accessories. Hiku is set to open cannabis stores in Manitoba, has plans to do so in Newfoundland and is in the running to be awarded licences in Alberta, the company says.

Companies are starting to think about creating new types of cannabis products in anticipation that Ottawa will permit edibles and cannabis-infused beverages, possibly in 2019. Of the Canadian growers, Smiths Falls, Ont.-based Canopy is seen as a first-mover in this area, buoyed by the backing of U.S. alcohol giant Constellation Brands Inc.

On Wednesday, investors in Aurora voted for the spinout of its U.S. holdings into a new entity called Australis Capital Inc. The business is applying to list on the Canadian Securities Exchange, joining a roster of more than two dozen companies that have exposure to cannabis in the United States and have gone public in Canada.