Acreage Holdings Inc OTCMKTS: ACRGF Obtains Interim Order for Plan of Arrangement


Acreage Holdings Inc OTCMKTS: ACRGF is the largest vertically integrated, multi-state operator of cannabis licenses and assets in the U.S. with respect to the number of states with cannabis related licenses, according to publicly available information. Acreage owns licenses to operate or has management or consulting services agreements with license holders to assist in operations of cannabis facilities in 20 states (including pending acquisitions) with a population of approximately 180 million Americans, and an estimated 2022 total addressable market of more than $17 billion in legal cannabis sales, according to Arcview Market Research. Acreage is dedicated to building and scaling operations to create a seamless, consumer-focused branded cannabis experience. Acreage’s national retail store brand, The Botanist, debuted in 2018.

Acreage Holdings Inc OTCMKTS: ACRGF On May 17, 2019 announce that, further to the joint news release with Canopy Growth Corporation (“Canopy Growth”) on April 18, 2019 (the “Joint Release”), Acreage has obtained an interim order (the “Interim Order”) of the Supreme Court of British Columbia in connection with the proposed arrangement (the “Arrangement”) to be implemented under a statutory plan of arrangement pursuant to section 288 of the Business Corporations Act (British Columbia).

The Interim Order provides for, among other things, the holding of a special meeting (the “Special Meeting”) of the holders (collectively, the “Shareholders”) of subordinate voting shares (the “Subordinate Voting Shares”), proportionate voting shares (the “Proportionate Voting Shares”) and multiple voting shares (the “Multiple Voting Shares”, and collectively with the Subordinate Voting Shares and Proportionate Voting Shares, the “Acreage Shares”) of Acreage to, among other things, consider and vote upon the Arrangement. The Special Meeting is scheduled to be held at the offices of DLA Piper (Canada) LLP, 1 First Canadian Place, 100 King Street West, Suite 6000, Toronto, Ontario M5X 1E2‎ on Wednesday, June 19, 2019 at 10:00 a.m. (Toronto time). The record date for determining Shareholders entitled to receive notice of and vote at the Special Meeting was fixed at the close of business on May 13, 2019.

In connection with the Special Meeting, Acreage will be mailing a management information circular (the “Circular”), a notice of meeting and a form of proxy and related meeting materials (collectively, the “Meeting Materials”) to Shareholders. Shareholders are urged to carefully review all Meeting Materials as they contain important information concerning the Arrangement and the rights and entitlements of the Shareholders in relation thereto.

The terms of the Arrangement are summarized in the Joint Release and full details of the Arrangement are contained in the Circular. The anticipated hearing date for the application for the final order of the Court (the “Final Order”) has been scheduled for June 21, 2019. Subject to obtaining the Final Order, the required approvals from the Shareholders at the Special Meeting, the approval from the Canadian Securities Exchange, the Toronto Stock Exchange and the New York Stock Exchange, the shareholders of Canopy Growth and certain other regulatory approvals and conditions to implementing the Arrangement as set out in the arrangement agreement entered into between Acreage and Canopy Growth on April, 18, 2019, as amended (the “Arrangement Agreement”), the Arrangement is anticipated to be completed before the end of June 2019.

The Arrangement requires approval by at least 66⅔% of the holders of the Acreage Shares, voting together as a single class. Additionally, pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, the Arrangement requires approval by at least a majority of disinterested holders of the Acreage Shares as described in the Circular.