Curaleaf States Intention to Bid for Aurora Cannabis

STAMFORD – Curaleaf Holdings Inc. has publicly outlined plans to purchase all of the issued and outstanding common shares of Aurora Cannabis Inc., moving the proposal directly to shareholders after earlier private outreach. The announcement marks a notable step in cross-border consolidation within the Cannabis sector.

In a statement, Curaleaf said it intends to offer US$4 per Aurora share, consisting of 0.3463 Curaleaf subordinate voting shares plus US$0.75 in cash. Based on Aurora’s 30-day volume-weighted average price of US$2.75, the package represents a 45% premium. Excluding Aurora’s balance-sheet cash, the implied premium rises to 110%. A cap of US$5 per share would apply if Curaleaf’s stock rises substantially before any take-up.

Curaleaf Chairman and CEO Boris Jordan said the company first approached Aurora with a formal letter of intent on June 23 and followed up on July 7. After those efforts did not produce discussions, Curaleaf chose to make the proposal public. The company stated it remains prepared to engage with Aurora’s board on a definitive agreement.

If completed, the combined entity would operate in 17 countries and report more than US$1.5 billion in last-twelve-months revenue and nearly US$350 million in adjusted EBITDA. Curaleaf projects at least US$40 million in annual cost synergies. Management pointed to Aurora’s EU-GMP cultivation and manufacturing capacity, including its Safari Flower Company assets, as a complement to Curaleaf’s existing European processing facilities and distribution networks in Germany, the United Kingdom and Poland. Aurora shareholders would gain exposure to Curaleaf’s U.S. operations.

No formal takeover bid has been launched, and Curaleaf noted there is no assurance an offer will ultimately be made. If commenced, the bid would remain open for 105 days and would not be subject to due diligence or financing conditions. Offer documents would be filed with Canadian securities regulators and the U.S. Securities and Exchange Commission.

Wrapping up, the public proposal highlights ongoing efforts among larger multi-country operators to expand geographic reach and vertical integration. The premium levels and projected synergies will be weighed by Aurora shareholders against the company’s independent trajectory and any alternative strategies its board may present.