Curaleaf to take offer directly to shareholders in bid to buy Edmonton-based Aurora Cannabis


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Curaleaf Holdings Inc. says it intends to launch a takeover bid for Edmonton-based cannabis company Aurora Cannabis Inc.

Curaleaf said in a news release on Tuesday it plans to make an offer to purchase all of Aurora’s issued and outstanding common shares.

If successful, the move would create a combined cannabis company with a footprint in 17 countries across Europe, North America and other international markets, it said.

The Stamford, Conn.-based company said it is going public with its plan after multiple attempts to negotiate privately with Aurora’s leadership were unsuccessful.

It said Aurora’s board refused to engage in discussions after Curaleaf chief executive Boris Jordan sent a formal letter of intent on June 23 outlining the company’s proposal. Curaleaf said it sent a follow-up letter on July 7, but Aurora has been “unwilling to engage in constructive discussions” to date.

“We were very disappointed that the board refused to meaningfully engage. We will now take our proposal directly to Aurora shareholders because the premium is significant, the strategic rationale is compelling and further delay is unjustified,” Jordan said in a news release.

“Curaleaf remains ready to engage constructively with Aurora’s board to advance this value-maximizing transaction, and we are prepared to move quickly toward a definitive agreement.”

A representative for Aurora Cannabis did not immediately respond to a request for comment.

Curaleaf said its offer would provide Aurora shareholders with $4 US per share, plus $0.75 US cash for each Aurora share.

While Curaleaf’s interest in pursuing a bid is encouraging, the offer as it stands “undervalues the long-term potential of Aurora’s business,” said a note published Tuesday by TD Cowen analysts Derek Lessard and Ryan Neal.

“We believe that the proposed consideration does not fully capture Aurora’s long-term intrinsic value,” they said.

“We believe [Aurora’s] market leadership in medical cannabis, high-quality product portfolio, strong balance sheet, and proven ability to navigate complex international regulatory requirements position the company to create significantly greater value over time.”

Jordan said that merging the companies would “unlock value” by combining Curaleaf’s global distribution platform with Aurora’s leading international medical cannabis franchise and its cultivation and manufacturing capacity.

The companies generated more than $1.5 billion US in revenue combined over the last 12 months, the news release noted, and Curaleaf expects the proposed takeover to generate at least $40 million US of annual cost synergies.

“We believe this combination represents a win-win for Curaleaf and Aurora shareholders,” said Jordan.

“We are offering Aurora shareholders a unique opportunity to participate in a more highly diversified global platform and increase their exposure to U.S. regulatory tailwinds.”



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