Full Press Release Details
Aurora Cannabis Announces Temporary Amended
Early Conversion Privilege for its 2020 Convertible Debentures
Secures Commitment of
Investors Holding Approximately $155 million of
Debentures to Covert
TORONTO, Nov. 14, 2019 /CNW/ - Aurora Cannabis
Inc. ("Aurora" or the "Company") (NYSE | TSX: ACB), the Canadian company defining the future
of cannabis worldwide, announced today that it has provided notice to all holders (the "Debentureholders") of
the Company's CAD$230 million 5% unsecured, convertible debentures due March 9, 2020 (the "Debentures") of an
opportunity to voluntarily convert their Debentures at the Amended Early Conversion Ratio (as defined herein).
All Debentureholders will be able to convert
their Debentures at the Amended Early Conversion Ratio during the period commencing on November 18, 2019 and ending at 5:00 p.m.
(Toronto time) on November 20, 2019 (the "Early Conversion Period"). The Amended Early Conversion Ratio
will be determined using an amended early conversion price (the "Amended Early Conversion Price"), which will
represent a 6% discount to 5 day volume weighted average trading price (the "VWAP") of the common shares of the
Company (the "Common Shares") on the Canadian and U.S. stock exchanges, as outlined in the indenture dated March
9, 2018, as supplemented by a first supplemental indenture, between the Company and Computershare Trust Company of Canada (the
"Trustee") governing the Debentures (the "Indenture"), which has been filed under the Company's
profile on SEDAR at www.sedar.com. The VWAP will be measured utilizing volumes and prices on both the Canadian and U.S. stock exchanges.
Aurora has secured the commitment of investors
holding approximately $155 million face value of Debentures to convert their Debentures at the Amended Early Conversion Ratio.
Exchange Details & Benefits
A Debentureholder who elects to convert their
Debentures during the Early Conversion Period will receive the following per each $1,000 principal amount of Debentures submitted:
| (i) | all Common Shares contractually due under the temporarily amended early conversion ratio equal to $1,000 principal amount of Debentures divided by the Amended Early Conversion Price per $1,000 principal amount of such Debentureholder's Debentures (the " Amended Early Conversion Ratio "), |
| (ii) | accrued and unpaid interest from the last interest payment date, being June 30, 2019, to, but excluding, November 25, 2019, payable in cash, and |
| (iii) | future unpaid interest from November 25, 2019, to, but excluding, the date of maturity of the Debentures, being March 9, 2020, payable in cash |
Any Debentureholder who converts their Debentures
during the Early Conversion Period by 5:00 p.m. (Toronto time) on November 18, 2019 will receive the Common Shares due under the
Amended Early Conversion Ratio under an alternate settlement process as described in the Supplemented Indenture.
In accordance with the terms of the Indenture
and, concurrently with this news release, the Company has provided the Trustee with a notice of the Amended Early Conversion Ratio
(the "Notice"). As set out in the Notice, the Company's Board of Directors has approved the Amended Early
Conversion Ratio applicable to the Debentures during the Early Conversion Period. The Amended Early Conversion Ratio during
the Early Conversion Period will not affect the rights of those Debentureholders who do not convert their Debentures prior to the
expiry of the Early Conversion Period.
The Company will issue a press release on November
22, 2019 after the close of trading of the stock exchanges, confirming the Amended Early Conversion Price and the Amended Early
Terry Booth, CEO of Aurora, stated: "The
early conversion program provides Debentureholders with a meaningful incentive to convert early and we are very pleased to have
the institutional support to ensure meaningful participation."
Board Recommendation
The Company's Executive Committee and its Board
of Directors believe the Amended Early Conversion Ratio is in the best interest of the Company's shareholders as it will provide
maximum balance sheet flexibility. Aurora has significant financial flexibility under its various financial facilities to
finance any remaining Debentures that mature in 2020.
Debentureholders who do not convert their Debentures
during the Early Conversion Period will not be entitled to the benefit of the Amended Early Conversion Ratio and will not receive
the Common Shares issuable upon conversion of the Debentures, or up front payment of interest to maturity. For clarity, Debentureholders
who do not convert their Debentures during the Early Conversion Period will retain their full rights under the Indenture including
conversion right and entitlement to interest, as outlined under the Indenture.
The TSX has conditionally approved the Amended
Early Conversion Ratio, the Amended Early Conversion Price and the listing of the additional Common Shares issuable upon conversion
of the Debentures at the Amended Early Conversion Price. Listing of these securities is subject to the Company fulfilling standard
TSX listing requirements.
Debentureholders are urged to contact their
brokers well in advance of the expiry of the Early Conversion Period.
Debentureholder Contact
The Company has retained Laurel Hill Advisory
Group ("Laurel Hill") as solicitation agent. Debentureholders may contact Laurel Hill toll-free in North
America at 1.877.452.7148 or collect outside North America at 1.416.304.0211 or by email at assistance@laurelhill.com.
Prior to the commencement of the Early Conversion
Period, the Company reserves the right to withdraw the Notice and the Amended Early Conversion Ratio should market conditions materially
Headquartered in Edmonton, Alberta, Canada
with funded capacity in excess of 625,000 kg per annum and sales and operations in 25 countries across five continents, Aurora
is one of the world's largest and leading cannabis companies. Aurora is vertically integrated and horizontally diversified across
every key segment of the value chain, from facility engineering and design to cannabis breeding and genetics research, cannabis
and hemp production, derivatives, high value-add product development, home cultivation, wholesale and retail distribution.
Highly differentiated from its peers, Aurora
has established a uniquely advanced, consistent and efficient production strategy, based on purpose-built facilities that integrate
leading-edge technologies across all processes, defined by extensive automation and customization, resulting in the massive scale
production of high-quality consistent product. Designed to be replicable and scalable globally, our production facilities are designed
to produce cannabis at significant scale, with high quality, industry-leading yields, and low-per gram production costs. Each of
Aurora's facilities is built to meet European Union Good Manufacturing Practices ("EU GMP") standards. Certification
has been granted to Aurora's first production facility in Mountain View County, the MedReleaf Markham facility, and its wholly
owned European medical cannabis distributor Aurora Deutschland. All Aurora facilities are designed and built to the EU GMP standard.
In addition to the Company's rapid organic growth and strong execution on strategic M&A, which to date includes 17 wholly owned
subsidiary companies - MedReleaf, CanvasRX, Peloton Pharmaceutical, Aurora Deutschland, H2 Biopharma, BC Northern Lights,
Larssen Greenhouses, CanniMed Therapeutics, Anandia, HotHouse Consulting, MED Colombia, Agropro, Borela, ICC Labs, Whistler, Chemi
Pharmaceutical, and Hempco-Aurora is distinguished by its reputation as a partner and employer of choice in the global cannabis
sector, having invested in and established strategic partnerships with a range of leading innovators, including: Radient Technologies
Inc. (TSXV: RTI), Cann Group Ltd. (ASX: CAN), Micron Waste Technologies Inc. (CSE: MWM), Choom Holdings Inc. (CSE: CHOO), CTT Pharmaceuticals
(OTCC: CTTH), Alcanna Inc. (TSX: CLIQ), High Tide Inc. (CSE: HITI), EnWave Corporation (TSXV: ENW), Capcium Inc. (private), Evio
Beauty Group (private), and Wagner Dimas (private).
Aurora's Common Shares trade on the TSX and
NYSE under the symbol "ACB", and is a constituent of the S&P/TSX Composite Index.
For more information about Aurora, please visit
our investor website, investor.auroramj.com
Aurora Cannabis Inc.
Forward looking statements
This 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 forward-looking 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, estimates and assumptions of management in light of management's experience and perception
of historical trends, current conditions and expected developments at the date the statements are made, such as current and future
market conditions, the current and future regulatory environment and future approvals and permits. Forward-looking statements are
subject to a variety of risks, uncertainties and other factors that management believes to be relevant and reasonable in the circumstances
could cause actual events, results, level of activity, performance, prospects, opportunities or achievements to differ materially