Full Press Release Details
news release constitutes a "designated news release" for the purposes of Canopy Growth's prospectus supplement dated
August 29, 2025 to its short form base shelf prospectus dated June 5, 2024
financial amounts in this press release are expressed in Canadian dollars.
Growth Completes Acquisition of MTL Cannabis
Canada's Leading Medical Cannabis Business By Revenue
Canopy Growth's core Canadian platform, providing additional high-quality flower to support international growth
run-rate synergies of approximately $10 million within 18 months
Growth's leadership team and operational depth strengthened through addition of MTL management team members
FALLS, ON - March 16, 2026 - Canopy Growth Corporation ("Canopy Growth" or the "Company")
(TSX: WEED) (Nasdaq: CGC) and MTL Cannabis Corp. ("MTL Cannabis" or "MTL") (CSE: MTLC) (OTCQX: MTLNF) today announced
the completion of the previously announced arrangement (the "Arrangement"), whereby, among other things, Canopy Growth has
acquired all of the issued and outstanding common shares of MTL (the "MTL Shares").
combined company establishes Canada's leading medical cannabis platform and strengthens Canopy Growth's broader business
through expanded premium flower supply, enhanced operating execution and ability to meet demand in regulated international medical markets,
including Europe. Additionally, the integration of a profitable, cash-generating business supports the Company's objective of achieving
positive adjusted EBITDA during fiscal 2027.
acquisition of MTL is a defining step forward in strengthening Canopy Growth's core Canadian business and advancing our path toward
sustainable profitability," said Luc Mongeau, Chief Executive Officer, Canopy Growth. "We have long admired MTL and their
approach to cannabis and business, and together we are Canada's leading medical cannabis company, complemented by a strong and
accelerating adult-use platform within the country. Today, we are better positioned to deliver higher-quality products, operate more
efficiently, and scale strategically to meet growing demand in international markets."
the heart of this next chapter are our people. We're thrilled to welcome MTL employees to Canopy Growth. Your talent and dedication
make this company exceptional, and we're excited to move forward together," continued Mr. Mongeau.
proud to join Canopy Growth and begin this next phase as one team," said Richard Cl ment, Co-Founder and former Chief Cultivation
Officer, MTL Cannabis.
was built on disciplined operations and a relentless focus on quality. With Canopy Growth's scale and reach, we can continue to
bring high-quality product to more medical patients and adult-use consumers in Canada and internationally," added Mike Perron,
Chief Operating Officer, Canopy Growth, and former Chief Executive Officer, MTL
upon closing of the Arrangement, key members of MTL have joined the Canopy Growth leadership team. The combined team, listed below, strengthens
operational depth and positions the Company for consistent execution and scalable growth:
| Luc Mongeau, Chief Executive Officer | ||
| Tom Stewart, Chief Financial Officer | ||
| Christelle Gedeon, Chief Business Development & Corporate Affairs Officer | ||
| Michael Perron, Chief Operating Officer | ||
| Chrissy McHardy, Senior Vice President, Human Resources | ||
| Andrew Bevan, Senior Vice President, Medical Sales | ||
| J rgen Bickel, Managing Director and Co-Founder of Storz & Bickel GMBH |
addition, MTL co-founders Richard Cl ment and Michel Cl ment will serve as strategic advisors to the Company, supporting
integration and cultivation. With the transaction now complete, Canopy Growth has commenced integration of MTL's cultivation and
post-harvest operations into its supply chain.
leadership in Canadian medical cannabis and market share position
patient network, Canada House clinics, and ABBA Medix online channel cement Canopy Growth in the #1 market share position by revenue1
and expands Canopy Growth's ability serve patients nationwide.
flower supply for Canadian and international markets
MTL's cultivation and post-harvest assets, strengthens access to consistent, high-quality flower to support demand in Canada and
international medical markets, including Europe.
Qu bec presence and strengthens adult-use positioning
Canopy Growth's operational footprint in Qu bec, Canada's second-largest cannabis market, through MTL's cultivation
facilities and portfolio of high-quality flower and hash products.
competitive positioning across core adult-use categories
strong brand portfolio and proven performance in upper-mainstream flower and pre-rolls supports broader distribution, improved shelf
presence, and stronger execution across key provinces.
cash-generating business enables earnings growth
is a profitable, cash-generating business that operates with strong cost discipline. This transaction is
expected to accelerate margin and establishes a path toward EBITDA improvement supporting the Company's focus on sustainable profitability.
operational capabilities through retention of key MTL leadership
of MTL's leadership, including Mike Perron as Chief Operating Officer, and Richard Cl ment and Michel Cl ment in
strategic consulting roles, adds deep expertise in cultivation, genetics, and facility operations.
Based on internal calculations using publicly available financial statements for the quarter ending December 31, 2025.
a result of the Arrangement, MTL Cannabis has become a wholly-owned subsidiary of Canopy Growth and the MTL Shares are anticipated to
be de-listed from the Canadian Securities Exchange (the "CSE") on or about March 16, 2026.
to the Arrangement, the Company has acquired 100% of the issued and outstanding MTL Shares. MTL shareholders are entitled to receive
0.32 of a Canopy Growth common share (each whole share, a "Canopy Growth Share") and $0.144 in cash in exchange for each
MTL Share held immediately prior to closing of the Arrangement.
aggregate, Canopy Growth issued approximately 41.2 million Canopy Growth Shares and made a cash payment of approximately $18.5 million
pursuant to the Arrangement to Odyssey Trust Company in trust for MTL shareholders as consideration for their MTL Shares. In addition,
2,956,391 Canopy Growth Shares were issued under the Arrangement to certain former shareholders (the "MC Shareholders") of
Montreal Cannabis Medical, Inc. ("MC") in exchange for a release of all prior obligations owing to the former MC Shareholders
in connection with MTL's prior acquisition of MC. The Canopy Growth Shares issued to the MC Shareholders are subject to an 18-month
restriction on transfer.
order to receive Canopy Growth Shares and the cash consideration in exchange for MTL Shares, registered shareholders of MTL Cannabis
must complete, sign, date and return the letter of transmittal that was previously mailed by MTL to each MTL shareholder prior to closing.
Canopy Growth Shares issued as partial consideration for MTL Shares may be subject to withholdings. The letter of transmittal is also
available under MTL's profile on SEDAR+ at www.sedarplus.ca. MTL shareholders whose MTL Shares were registered in the name of a
broker, investment dealer, bank, trust company, trust or other intermediary or nominee should contact such nominee for instructions and
assistance in receiving their Canopy Growth Shares and cash consideration.
details regarding the Arrangement are set out in the management information circular of MTL Cannabis dated January 15, 2026, a copy
of which can be found under MTL Cannabis' profile on SEDAR+ at www.sedarplus.ca. A copy of the early warning report of Canopy Growth
in connection with the acquisition of the MTL Shares will be filed under MTL Cannabis' profile on SEDAR+ and can be obtained by
contacting Canopy Growth at invest@canopygrowth.com.
Genuity Corp. acted as exclusive financial advisor to Canopy Growth. Cassels Brock & Blackwell LLP and Paul Hastings LLP acted
as legal counsel to the Company.
Securities Inc. acted as exclusive financial advisor to the special committee of the board of directors of MTL and provided a fairness
opinion to such special committee. Farris LLP acted as legal counsel to MTL Cannabis.
Growth is a world-leading cannabis company dedicated to unleashing the power of cannabis to improve lives.
an unwavering commitment to consumers, Canopy Growth delivers innovative products from owned and licensed brands including Tweed, 7ACRES,
DOJA, Deep Space, and Claybourne, as well as category defining vaporization devices by Storz & Bickel. In addition, Canopy Growth
serves medical cannabis patients globally with principal operations in Canada, Europe and Australia.
Growth has also established a comprehensive ecosystem to realize the opportunities presented by the U.S. THC market through an unconsolidated,
non-controlling interest in Canopy USA, LLC ("Canopy USA"). Canopy USA's portfolio includes ownership of Acreage Holdings, Inc.,
a vertically integrated multi-state cannabis operator with operations throughout the U.S. Northeast and Midwest, as well as ownership
of Wana Wellness, LLC, The Cima Group, LLC, and Mountain High Products, LLC, a leading North American edibles brand, and majority ownership
of Lemurian, Inc., a California-based producer of high-quality cannabis extracts and clean vape technology.
Canopy Growth, we're shaping a future where cannabis is embraced for its potential to enhance well-being and improve lives. With
high-quality products, a commitment to responsible use, and a focus on enhancing the communities where we live and work, we're
paving the way for a better understanding of all that cannabis can offer.
more information visit www.canopygrowth.com
to information included on, or accessible through, our website do not constitute incorporation by reference of the information contained
at or available through our website, and you should not consider such information to be part of this press release.
Cannabis Corp. is the parent company of MC, a licensed producer operating from a 76,000 sq ft licensed indoor grow facility in Pointe-Claire,
Qu bec; Abba Medix Corp., a licensed producer in Pickering, Ontario that operates a leading medical cannabis marketplace; IsoCanMed
Inc., a licensed producer in Louiseville, Qu bec growing best-in-class indoor cannabis, in its 64,000 sq. ft. production facility;
and Canada House Clinics Inc., operating clinics across Canada that work directly with primary care teams to provide specialized cannabinoid