Full Press Release Details
If Canopy Growth undergoes a fundamental change, holders of the notes will have the right to require Canopy
Growth to repurchase for cash all or a portion of their notes at 100% of their principal amount, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Canopy Growth will also be required, in certain
circumstances, to increase the conversion rate for a holder who elects to convert its notes in connection with certain corporate events or during the related redemption period.
Canopy Growth expects to use the net proceeds from the offering of the notes for supporting expansion initiatives and general corporate purposes, including
working capital requirements.
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities (including any
common shares of Canopy Growth into which the notes are convertible) and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offers of the notes will be made only by
means of a private offering memorandum.
The notes and any common shares of Canopy Growth issuable upon conversion of the notes have not been registered
under the Act or any state securities laws, or qualified for distribution by prospectus in Canada, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements, or sold in
Canada absent an exemption from the prospectus requirements of Canadian securities laws.
Here s to Future Growth.
Notice Regarding Forward Looking Statements
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 or its 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.
Examples of such statements include statements with respect to the anticipated
pricing and completion of the notes offering; the planned used of proceeds from the notes offering; and the final terms of the notes offering. Risks, uncertainties and other factors involved with forward-looking information could cause actual
events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information, including whether or not the Company will offer the notes or consummate the offering, the final terms
of the offering, prevailing market conditions, the anticipated principal amount of the notes, which could differ based upon market conditions, the anticipated use of the proceeds of the offering, which could change as a result of market conditions
or for other reasons, the impact of general economic, industry or political conditions in Canada, the United States or internationally as well as such risks contained in the Company s annual information form dated June 28, 2017 and filed
with Canadian securities regulators available on the Company s issuer profile on SEDAR at www.sedar.com. Although the Company believes that the assumptions and factors used in preparing the forward-looking information or forward-looking
statements in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information and
forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking information or forward-looking information to reflect new
information, subsequent events or otherwise unless required by applicable securities laws.