Full Press Release Details
Aurora Cannabis Receives Final Regulatory
Approval and Completes Acquisition of ICC Labs
Establishes Leadership
Position and Platform for Growth in Latin American Market
EDMONTON, Nov. 22, 2018 /CNW/ - Aurora Cannabis
Inc. ("Aurora" or "the Company") (NYSE: ACB) (TSX: ACB) (Frankfurt: 21P; WKN: A1C4WM) and ICC Labs Inc. (TSX-V:
ICC) ("ICC") are pleased to announce today the completion of the previously announced plan of arrangement (the "Arrangement")
pursuant to which Aurora has acquired all of the issued and outstanding common shares of ICC for $1.95 per share (payable in common
shares of Aurora (the "Aurora Shares")), reflecting an aggregate purchase price of approximately $290 million. ICC is
now a wholly-owned subsidiary of Aurora. Completion of the Arrangement follows receipt of approval of the Arrangement from the
Instituto de Regulaci n y Control del Cannabis, the Uruguayan regulatory authority overseeing the regulation and control
of cannabis in Uruguay.
ICC's common shares will be delisted from the
TSX Venture Exchange (the "TSX-V"), subject to TSX-V approval, and applications will be made for ICC to cease being a
The acquisition of ICC establishes Aurora as
the industry leader in Latin American, a region which encompasses more than 650 million people from across Mexico, the Caribbean,
Central America, and South America. ICC, based in Uruguay, the first country in the world to legalize cannabis for adult consumer
use, has developed a strong portfolio of high-quality, low-cost production assets, product offerings, and commercial agreements.
Located in Uruguay's free trade zone, ICC's state-of-the-art science and GMP compliant processing facility, the first of its kind
in Latin America, brings very significant capacity and early mover advantage to build significant market share both in Latin America
and the international cannabis and wellness markets.
Management Commentary
"This transaction combines two pioneering
cannabis companies with fully aligned international growth ambitions, immediately positioning Aurora as the market leader in Latin
America, an area with well over 650 million people," said Terry Booth, CEO of Aurora. "Not only does ICC have substantial
low cost, high-quality production capacity, it is the first company in Latin America which has completed a GMP compliant extraction
facility, which will play an important role in supplying higher-margin CBD-based products for the global cannabis and wellness
markets. Together, ICC and Aurora will accelerate the development of our well-diversified product portfolio, and extensive distribution
channels to capitalize on the substantial opportunities in the global cannabis industry."
Neil Belot, Chief Global Business Development
Officer, added "Alejandro and his team have developed one of the deepest international networks Aurora has encountered. ICC
has leveraged its early mover advantage in Uruguay to capitalize on significant growth opportunities in the broader Latin American
cannabis markets. With world-class production, process facilities and distribution infrastructure in place, this transaction strengthens
Aurora's position as the global partner of choice in multiple international markets."
Alejandro Antalich, CEO of ICC Labs added,
"The complementary nature of our two organizations makes this transaction an ideal fit that will allow us both to realize
our ambitious growth strategies. We're excited to announce our upcoming official grand opening of the first state-of-the-art laboratory
in Latin America on November 28th. This facility based in Uruguay is focused on the development of pharmaceutical grade products
derived from cannabis and hemp. With our Latin American facilities coming online, as well as multiple supply and distribution agreements
in large international markets in place, we believe that Aurora's resources, innovation capabilities, and broad global distribution
networks represent an ideal partner to accelerate our growth."
ICC brings to Aurora, among other strategic
synergies, the following competitive advantages.
Significant, Low-cost Capacity
Significant expansion
of low-cost production and processing capacity: ICC is expanding rapidly, with both established facilities and a number of
projects in various stages of completion that will bring the estimated production capacity of cannabis and hemp to over 450,000
kg per annum, adding significant value to Aurora's funded footprint:
Two operational greenhouse
facilities totaling approximately 92,000 square feet
Three outdoor grow sites,
with a total potential area of over 800 acres, 590 acres of which are in Uruguay and which are being prepared for cultivation
start later this calendar year
The Company is assessing
integration and development synergies between ICC and its wholly owned subsidiary MED Colombia, including the construction of
greenhouse and processing facilities, and is developing its plan for a 1,000,000 square foot greenhouse facility in Uruguay, and
a similarly sized facility in Colombia.
to Capitalize on the Significant Global CBD Wellness Market Opportunity
CBD Rich Production:
Uruguay is the only country where regulations currently permit the cultivation of CBD-rich hemp on a commercial scale, allowing
licensed producers to grow hemp with THC concentrations of up to 1%, providing a significant yield advantage over global competitors.
ICC's deep background in pharma and the ability to grow low-cost CBD-rich hemp at very large scale, position Aurora exceptionally
well to capitalize on global opportunities in the high-growth CBD wellness market.
CBD Brand and Distribution:
ICC recently launched its BIDIOL brand of CBD products, and is developing a broad international distribution network.
Significant Extraction
Capacity: ICC has completed a state-of-the-art large-scale extraction facility with capacity to process 150,000 kg of CBD
new CBD extraction facility is strategically located approximately five minutes from the Canelones international airport and within
Uruguay's "Science Park" free trade zone. This strategic location exempts all facility exports from any applicable local
tax on exports and imports.
High-margin Products and Strong Genetics
The First Latin American
GMP Compliant Science Lab: ICC has completed Latin America's first state-of-the-art cannabis science laboratory, designed
to the highest international standards and in compliance with applicable GMP standards. In the process of being certified, the
facility will provide an early mover advantage over other producers in Latin America to drive sales to international cannabis
markets. The Company has received the required registration and government permits to commence operation of the facility.
Product Diversification:
ICC offers a broad portfolio of dried flower and higher margin products, including tablets, softcaps, ointments, creams, drops,
infused syrups, and patches. The Company is assessing pathways for potential import of products and IP into Canada.
secured an exclusive portfolio of high CBD strains, including exclusivity in South America for CW2A-B, a high-profile CBD strain.
Full details of the Arrangement and certain
other matters are set out in the management information circular of ICC dated October 3, 2018 (as updated by the news release of
ICC dated October 15, 2018) (the "ICC Circular"). A copy of the ICC Circular and other meeting materials can be found
under ICC's profile on SEDAR at www.sedar.com.
Under the Arrangement, each holder of common
shares of ICC ("ICC Shareholder") has received approximately 0.2161 Aurora Shares for each common share of ICC held and
Aurora has issued a total of 31,904,668 Aurora Shares pursuant to the Arrangement (not giving effect to the exercise of any ICC
Compensation Options or ICC Warrants, as such terms are defined in the arrangement agreement dated September 8, 2018 between ICC
and Aurora), which as of November 21, 2018 represented approximately 3.20% of the outstanding Aurora Shares after giving effect
Headquartered in Edmonton, Alberta, Canada
with funded capacity in excess of 500,000 kg per annum and sales and operations in 20 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 product at low cost. Intended to be replicable and scalable globally, our production facilities are
designed to produce cannabis of significant scale, with high quality, industry-leading yields, and low per gram production costs.
Each of Aurora's facilities is built to meet EU GMP standards, and its first production facility, the recently acquired MedReleaf