お知らせ • Dec 15
Canopy Growth Corporation (TSX:WEED) entered into an arrangement agreement to acquire MTL Cannabis Corp. (CNSX:MTLC) for approximately CAD 120 million. Canopy Growth Corporation (TSX:WEED) entered into an arrangement agreement to acquire MTL Cannabis Corp. (CNSX:MTLC) for approximately CAD 120 million on December 14, 2025. Canopy Growth to acquire all of the issued and outstanding common shares in the capital of MTL on the basis of 0.32 of a common share of Canopy Growth (each whole share, a “Canopy Growth Share”) and CAD 0.144 in cash for each MTL Share, or approximately 38 million Canopy Growth Shares and CAD 17 million in cash in the aggregate. Pursuant to the Arrangement, each MC Shareholder will irrevocably, finally and fully release MTL, Canopy Growth and their respective affiliates from any and all obligations owing to such MC Shareholder pursuant to the Share Exchange Agreement, including for greater certainty, each MC Shareholder’s entitlement to anti-dilution rights pursuant to the Share Exchange Agreement (the “Release”) in exchange for such MC Shareholder’s pro rata entitlement to up to 2,956,391 (subject to reduction in certain circumstances) Canopy Growth Shares to be issued to the MC Shareholders pursuant to the Arrangement. The. Arrangement Agreement provides that a termination fee of CAD 4 million (the “Termination Fee”) will be payable by MTL upon termination of the Arrangement Agreement. Haywood Securities Inc. provided the MTL Cannabis Special Committee with an opinion that, as of December 14, 2025 and based upon and subject to the various assumptions, limitations, qualifications and other matters set forth in such opinion, the consideration to be received by the MTL Shareholders pursuant to the Transaction is fair, from a financial point of view, to MTL Shareholders.
The Transaction was unanimously approved by the Board of Directors of Canopy Growth, as well as the Board of Directors of MTL Cannabis (with conflicted directors abstaining), following the unanimous recommendation of a special committee of the MTL Board of Directors (the “MTL Special Committee”). The MTL Special Committee and the Board of Directors unanimously recommended that MTL Shareholders vote in favour of the Transaction after determining the Transaction is fair to the MTL Shareholders and is in the best interests of MTL Cannabis. The Arrangement is subject to the conditions set forth in the Arrangement Agreement, including, among others: (i) approval by the Supreme Court of British Columbia (the “Court”) at a hearing upon the procedural and substantive fairness of the terms and conditions of the Arrangement; (ii) any approvals required under the Competition Act (Canada); and (iii) approval by the shareholders of MTL as required by applicable corporate and securities laws. The shareholders of MTL will be asked to vote on a resolution (the “Arrangement Resolution”) to, among other things, approve the Arrangement at a shareholder meeting to be called for such purpose, certain regulatory approvals, conditional approval of the Toronto Stock Exchange will have been obtained, including in respect of the listing and posting for trading of the Canopy Growth Shares issued as consideration for MTL Shares pursuant to the Arrangement and the MC Shareholder Consideration. Special meeting of MTL shareholders is expected to occur in February 2026, Expected closing by the end of February 2026.
Jonathan Sherman of Cassels Brock& Blackwell LLP acted as legal advisor to Canopy Growth Corporation, Daniel Everall?of Farris LLP acted as legal advisor to MTL, Canaccord Genuity Corp. is acting as exclusive financial advisor to Canopy Growth. Paul Hastings LLP are acting as legal counsel to the Company, Haywood Securities Inc. is acting as exclusive financial advisor to the MTL Special Committee and provided a fairness opinion to the MTL Special Committee. お知らせ • Sep 10
MTL Cannabis Corp., Annual General Meeting, Nov 18, 2025 MTL Cannabis Corp., Annual General Meeting, Nov 18, 2025. お知らせ • Aug 19
MTL Cannabis Corp. announced that it expects to receive CAD 4 million in funding MTL Cannabis Corp. announced that it has entered into an agreement with Centurion One Capital Corp. (the “Lead Agent” or “C1C”) as lead agent and sole bookrunner, in connection with a brokered private placement of units on a commercially reasonable efforts basis to issue 6,153,846 units at an issue price of CAD 0.65 for gross proceeds of CAD3,999,999.9 on August 19, 2025. The Lead Agent will have the option to sell up to an additional CAD 1,750,000 in Units (the “Agents’ Option”), exercisable at any time up to 48 hours prior to the closing date. Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant. Each Warrant will entitle the holder to acquire one Common Share at an exercise price equal to a price of CAD 0.98 for a period of three years following the date of issuance. It is anticipated that certain insiders of the Company, the Lead Agent and certain affiliates may acquire Units in the Offering in amounts up to approximately 25% of the Offering. The securities issued under the LIFE Exemption will not be subject to a statutory hold period pursuant to applicable Canadian securities laws. The Offering is expected to close on or about August 22, 2025, or such other date as the Company and the Lead Agent may agree, and may close in one or more tranches. Closing is subject to customary conditions, including the receipt of all necessary regulatory approvals, including the approval of the Canadian Securities Exchange (the “CSE”). The Units will be offered for sale in the provinces of British Columbia, Alberta, and Ontario, and such other jurisdictions outside of Canada and in the United States as may be agreed to by the Lead Agent and the Company. In the United States, the Units will be offered on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended, and only to “accredited investors” as defined in Regulation D thereunder. The Offering will be conducted under the listed issuer financing exemption (the “LIFE Exemption”) pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions and Canadian Securities Administrators Coordinated Blanket Order 45-953 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. お知らせ • Jul 17
MTL Cannabis Corp. to Report Q4, 2025 Results on Jul 21, 2025 MTL Cannabis Corp. announced that they will report Q4, 2025 results at 9:30 AM, US Eastern Standard Time on Jul 21, 2025 お知らせ • Oct 15
MTL Cannabis Corp., Annual General Meeting, Dec 12, 2024 MTL Cannabis Corp., Annual General Meeting, Dec 12, 2024.