Curaleaf Raises Bid to Acquire Aurora Cannabis

STAMFORD – Curaleaf Holdings Inc. announced it will file a notice to increase its acquisition offer for Aurora Cannabis Inc. to US$5.00 per share. Under the enhanced terms, Aurora shareholders would receive 0.4013 Curaleaf shares plus US$1.00 in cash per Aurora share, with maximum consideration rising to US$6.00 per share. The cash component alone reflects a 33% increase over the original bid.

Based on Curaleaf’s October 2 closing price of CA$14.21, the company says the revised offer carries an 86% premium over Aurora’s unaffected 30-day volume weighted average price of US$2.75, recorded as of August 10 – the day before Curaleaf publicly disclosed its acquisition intention. The cap price premium stands at 118%, with the ex-cash premium reaching 295%. Aurora’s shares gained more than 5% in premarket trading on the news.

Boris Jordan, Chairman and CEO of Curaleaf, drew attention to the fact that the higher offer came without the cooperation buyers typically request before revising terms: “We are enhancing our proposal despite Aurora’s refusal to engage and provide access to customary due diligence,” Jordan said. Curaleaf will also file a Notice of Variation, Change and Extension on Form F-80 with the U.S. Securities and Exchange Commission, and has extended the bid’s expiry to December 4, 2026.

The offer’s hostile character remains unchanged. Aurora’s board unanimously recommended rejection of the original August bid, calling it inadequate and arguing it aimed to capture the company’s EU-GMP certified production assets at below fair value. Aurora’s leadership has maintained that the company’s multi-year transformation into a high-margin global medical Cannabis operator is yielding positive results. Results, they argue, that Curaleaf’s numbers have yet to account for.

Aurora’s EU-GMP facilities and global medical Cannabis platform remain the central strategic target. Those certifications unlock access to a European supply chain where compliant, scaled production capacity is scarce. Curaleaf projects that a combined entity would operate across 17 countries, generate over US$1.5 billion in trailing revenue, and produce approximately US$350 million in adjusted EBITDA. Aurora has disputed Curaleaf’s characterization of its business performance and cautioned shareholders to treat those statements skeptically.

The decision Aurora’s board faces now is more complicated than it was in August. Curaleaf has escalated from a hostile opening number to a substantially higher second one, and it has done so publicly, with shareholders watching. Aurora’s cash-rich balance sheet, its EU-GMP infrastructure, and its expanding European revenues are all on the table. The company’s leadership believes those assets are worth more than anything placed in front of them so far, and they may well be right. But being right about valuation and being able to hold out long enough to demonstrate it are two separate challenges. Meanwhile, the clock on this deal runs to December.