Full Press Release Details
Canopy Growth and Acreage Holdings Remind
Shareholders to Vote FOR Canopy Growth's Plan to Acquire Acreage
Shareholders are encouraged
to vote before the deadline of 10:00 am (EST) on June 17, 2019
Canopy Growth's brands,
technology and know-how is anticipated to provide Acreage with a significant advantage in an increasingly competitive U.S. market
and fuel Acreage's growth.
Acreage shareholders
will benefit from Acreage's ability to achieve its growth strategy with an anticipated reduced cost of capital based on Canopy
Canopy Growth shareholders
will benefit from accelerated and turnkey access to the U.S. cannabis market upon the closing of the Transaction.
firms believe they will create greater shareholder value together than as competitors in the U.S.
SMITHS FALLS, ON and NEW YORK, June 14,
2019 /CNW/ - Canopy Growth Corporation ("Canopy Growth") (TSX: WEED) (NYSE: CGC) and Acreage Holdings, Inc. ("Acreage")
(CSE: ACRG.U) (OTC: ACRGF) (FSE: 0ZV) (together, the "Companies") thank shareholders for their overwhelming support
to date and remind shareholders to vote on the applicable resolutions in connection with the proposed acquisition of Acreage by
Canopy Growth (the "Transaction"), before the voting deadline of 10:00 am (EST) on Monday, June 17, 2019.
1 + 1 = Global Leadership: Joining
Forces Today Provides for a Strategic Advantage Greater Than Either Company Could Build Alone
The boards of directors of both Canopy Growth
and Acreage unanimously support the Transaction and believe that it will create significant value for both sets of shareholders
and each recommend that their respective shareholders vote FOR the various resolutions at the respective special meetings of shareholders
of Canopy Growth and Acreage.
Acreage shareholders will receive a significant
upfront cash payment of approximately US$2.51 - US$2.63 per Subordinate Voting Share (with holders of other classes of Acreage
Shares being entitled to an amount determined on an as-converted to Subordinate Voting Share basis) and are expected to benefit
from accelerated expansion, improved scale, and a stronger market position in the U.S., powered by the IP and brand rights of the
world's leading cannabis company. For Canopy Growth shareholders, the Transaction represents a clear path for Canopy Growth to
enter the U.S. cannabis market, when federally-permissible, and will introduce its brands and consumer products in the United States.
Additional information about the Transaction
and benefits to shareholders can be found in the Companies' respective management information circulars. An electronic copy of
Acreage's circular is available http://investors.acreageholdings.com/Acreage-Canopy-Deal. An electronic copy of Canopy Growth's
circular is available at https://www.canopygrowth.com/canopy-acreage-deal/.
Vote Today: Becoming a Voter is Fast and
The deadline to vote for shareholders of both
Acreage and Canopy Growth is 10:00 am (EST) on Monday June 17, 2019.
Even if you have never voted before, voting
For Acreage Shareholders with Questions
or Requiring Help Voting:
Contact Kingsdale Advisors at 1-866-229-8651
toll-free (within North America) or 1-416-867-2272 (for collect calls outside North America), or by email at contactus@kingsdaleadvisors.com.
For Canopy Growth Shareholders with Questions
or Requiring Help Voting:
Contact Kingsdale Advisors at 1-866-581-1392
toll-free (within North America) or 1-416-867-2272 (for collect calls outside North America) or by email at contactus@kingsdaleadvisors.com.
Cassels Brock & Blackwell LLP and Paul
Hastings LLP acted as legal counsel to Canopy Growth. PricewaterhouseCoopers LLP (Canada) acted as finance advisor to Canopy Growth. Ernst
& Young LLP (EY) acted as tax advisors to Canopy Growth. Greenhill & Co. Canada Ltd. provided an independent
fairness opinion to the board of directors of Canopy Growth.
DLA Piper (Canada) LLP and Cozen O'Connor acted
as legal counsel to Acreage. Canaccord Genuity Corp. acted as financial advisor to Acreage and provided a fairness opinion to the
board of directors of Acreage. Stikeman Elliott LLP acted as legal counsel and INFOR Financial Inc. provided an independent
fairness opinion to a special committee of independent directors of Acreage.
Kingsdale Advisors is acting as strategic shareholder
and communications advisor and proxy solicitation agent to both Canopy Growth and Acreage.
For a more detailed description of the Transaction,
readers should review the Canopy Growth and Acreage management information circulars.
Canopy Growth (TSX:WEED, NYSE:CGC) is a world-leading
diversified cannabis, hemp and cannabis device company, offering distinct brands and curated cannabis varieties in dried, oil and
Softgel capsule forms, as well as medical devices through Canopy Growth's subsidiary, Storz & Bickel GMbH & Co. KG. From
product and process innovation to market execution, Canopy Growth is driven by a passion for leadership and a commitment to building
a world-class cannabis company one product, site and country at a time. Canopy Growth has operations in over a dozen countries
across five continents.
Canopy Growth's medical division, Spectrum
Therapeutics is proudly dedicated to educating healthcare practitioners, conducting robust clinical research, and furthering the
public's understanding of cannabis, and has devoted millions of dollars toward cutting edge, commercializable research and IP development.
Spectrum Therapeutics sells a range of full-spectrum products using its colour-coded classification Spectrum system as well as
single cannabinoid Dronabinol under the brand Bionorica Ethics.
Canopy Growth operates retail stores across
Canada under its award-winning Tweed and Tokyo Smoke banners. Tweed is a globally recognized cannabis brand which has built a large
and loyal following by focusing on quality products and meaningful customer relationships.
From our historic public listing on the Toronto
Stock Exchange and New York Stock Exchange to our continued international expansion, pride in advancing shareholder value through
leadership is engrained in all we do at Canopy Growth. Canopy Growth has established partnerships with leading sector names including
cannabis icons Snoop Dogg and Seth Rogen, breeding legends DNA Genetics and Green House Seeds, and Fortune 500 alcohol leader Constellation
Brands, to name but a few. Canopy Growth operates eleven licensed cannabis production sites with over 4.7 million square feet of
production capacity, including over one million square feet of GMP certified production space. For more information visit www.canopygrowth.com
Headquartered in New York City, Acreage is
the largest vertically integrated, multi-state owner of cannabis licenses and assets in the U.S. with respect to the number of
states with cannabis related licenses, according to publicly available information. Acreage owns licenses to operate or has
management services or consulting agreements in place with license holders to assist in operations in 20 states (including pending
acquisitions) with a population of approximately 180 million Americans, and an estimated 2022 total addressable market of more
than $17 billion in legal cannabis sales, according to Arcview Market Research. Acreage is dedicated to building and scaling
operations to create a seamless, consumer-focused branded cannabis experience. Acreage's national retail store brand, The
Botanist, debuted in 2018.
Forward-Looking Statement
This news release contains "forward-looking
statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking
information" within the meaning of applicable Canadian securities legislation. Often, but not always, forward-looking statements
and information can be identified by the use of words such as "plans", "expects" or "does not expect",
"is expected", "estimates", "intends", "anticipates" or "does not anticipate",
or "believes", or variations of such words and phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements
or information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance
or achievements of Canopy Growth, Acreage or their respective subsidiaries to be materially different from any future results,
performance or achievements expressed or implied by the forward-looking statements or information contained in this news release.
These forward-looking statements include, but are not limited to, statements relating to the Companies' expectations with respect
to the anticipated benefits of the Transaction to the Companies and their respective security holders.
Risks, uncertainties and other factors involved
with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially