NEWS!!! A $11PPS hostile takeover by GREEN GROWTH.
Post# of 22
Green Growth's all-stock takeover bid values Aphria at roughly $2 billion
U.S. marijuana producer Green Growth Brands Ltd. said late Thursday it has made a takeover bid for Aphria Inc. , one of Canada's largest cannabis producers by market value.
Aphria (APHA.T) stock soared 26% in after-hours trading Thursday after closing down 4.3% at $5.57 during the regular session. Aphria's Canada -listed shares (APHA.T) were halted after the close.
Green Growth -- which is legally called Xanthic Biopharma Inc. -- said that its offer values Aphria at C$11 a share, or roughly $2.1 billion , which represents a 46% upside to Aphria's closing price on Dec. 24 . Green Growth said that it had offered a "friendly" bid that included a $50 million investment before making its current bid public, and that it plans to complete "brokered financing" of its own stock at C$7 a share on the Canadian Securities Exchange, to raise C$ 300 million and fund the business.
"Green Growth believes it already has support for the offer from Aphria shareholders holding approximately 10% of the outstanding Aphria shares," according to Thursday's announcement. "Green Growth has additionally acquired a meaningful toehold position in Aphria ."
Green Growth said it is offering 1.5714 shares of its stock for each Aphria share.
If the bid is successful, it will likely mean significant changes for existing Aphria shareholders. At the moment, the Toronto Stock Exchange , or TSX, and the New York Stock Exchange , where Aphria is traded in the U.S. , do not allow companies that violate federal regulations to list. Because Green Growth operates illegally under U.S. federal law, it's likely that the stock would only trade on the CSE -- as Green Growth does now -- and over the counter.
Don't miss: Why the Canadian Stock Exchange exchange is the go-to destination for U.S. cannabis stocks (http:// www.marketwatch.com/story/in-the-wild-west-of-pot-stocks-us-companies-create-a-green-rush-2018-12-14)
Green Growth bills itself as a vertically integrated marijuana company with operations in several states. According to the company's financial statements, it banked losses of $516,344 on sales of $1.7 million during the September quarter. It did not earn revenue in the prior quarter, and lost less than $100,000 . It currently has subsidiaries in California , New Jersey , Nevada and Oregon ; it also owns several licenses to cultivate, process and sell marijuana in Nevada .
The company also said that the Schottenstein family -- owners of the privately held Columbus, Ohio -based Schottenstein Stores Corp. , which is involved in various retail businesses -- was one of its largest investors.
See also: Aphria's stock rebounds after second short-seller report (http://www.marketwatch.com/story/marijuana- producer-aphrias-stock-rebounds-after-second-short-seller-report-2018-12-06)
Aphria stock has declined more than 30% after short seller Hindenberg Research published a note about the company's business, calling it a "shell game," among other things. At the time Aphria called the note a "malicious and self- serving attempt to profit by manipulating" the stock price. Since then, Aphria has announced that it has a named a special committee to review the claims.
An Aphria spokeswoman said Thursday the company did not have an immediate comment. Green Growth did not immediately provide comment beyond its announcement.
- Max A. Cherney ; 415-439-6400; AskNewswires@dowjones.com
(END) Dow Jones Newswires
12-27-18 1851ET
Copyright (c) 2018 Dow Jones & Company, Inc.
December 27, 2018 5:00 PM
Aphria Appoints Irwin D. Simon as Independent Chair of Board of Directors
Canada NewsWire
LEAMINGTON, ON, Dec. 27, 2018
Seasoned Executive and Entrepreneur Brings Substantial Public Company Operating and Brand Management Experience
LEAMINGTON, ON, Dec. 27, 2018 /CNW/ - Aphria Inc. ("Aphria" or the "Company" (TSX: APHA and NYSE: APHA) today announced that it has appointed Irwin D. Simon as independent Chair of Aphria's Board of Directors, effective immediately. Vic Neufeld, the current Chair, will remain Aphria's Chief Executive Officer and a director on Aphria's Board. The appointment of an independent Chair advances the Company's governance best practices, with the Board now comprised of ten directors with a majority, or six directors, that are independent. Aphria remains committed to strong corporate governance and promoting a culture of integrity and ethical behaviour throughout the organization.
Mr. Simon founded The Hain Celestial Group, Inc. a leading organic and natural products company, in 1993. As Founder, President, Chief Executive Officer and Chairman, Mr. Simon lead Hain Celestial for 25 years, growing the business to approximately US$3.0 billion in net sales including operations in North America, Europe, Asia and the Middle East.
"Irwin Simon is a dynamic leader and entrepreneur who understands the complexities and responsibilities of building a successful and competitive company," said Vic Neufeld, Chief Executive Officer at Aphria. "As we continue to focus on building an extremely dynamic, global cannabis company with tremendous opportunity for substantial shareholder value creation, Irwin's decades of operational and strategic experience in health and wellness and consumer packaged goods will be very valuable."
"I am pleased to join Aphria at this stage of the Company's rapid growth and at a time of tremendous innovation in the global cannabis industry," said Irwin D. Simon. "I look forward to working with Aphria's management team as I believe there are several similarities to their business and the growth I experienced within the organic and natural products industry. At Aphria, our board of directors will advance its leadership position in the cannabis industry globally and continue to implement corporate governance best practices."
Mr. Simon currently serves as a Lead Director at MDC Partners Inc., a provider of marketing, activation and communications solutions and services. He also serves on the board of directors of Barnes & Noble, was previously an independent non-executive director of Yeo Hiap Seng Limited, a food and beverage company based in Singapore.
We Have A Good Thing Growing
About Aphria
Aphria is a leading global cannabis company driven by an unrelenting commitment to our people, product quality and innovation. Headquartered in Leamington, Ontario – the greenhouse capital of Canada – Aphria has been setting the standard for the low-cost production of safe, clean and pure pharmaceutical-grade cannabis at scale, grown in the most natural conditions possible. Focusing on untapped opportunities and backed by the latest technologies, Aphria is committed to bringing breakthrough innovation to the global cannabis market. The Company's portfolio of brands is grounded in expertly-researched consumer insights designed to meet the needs of every consumer segment. Rooted in our founders' multi-generational expertise in commercial agriculture, Aphria drives sustainable long-term shareholder value through a diversified approach to innovation, strategic partnerships and global expansion, with a presence in more than 10 countries across 5 continents.
For more information, visit: aphria.ca
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or the negative of these terms and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to internal expectations, estimated margins, expectations with respect to actual production volumes, expectations for future growing capacity and costs, the completion of any capital project or expansions, and expectations with respect to future production costs. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving cannabis; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the cannabis industry in Canada generally, income tax and regulatory matters; the ability of Aphria to implement its business strategies; competition; crop failure; currency and interest rate fluctuations and other risks.
Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.
The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.
Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
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SOURCE Aphria Inc.
View original content to download multimedia: http://www.newswire.ca/en/releases/archive/De...c1582.html
For media inquiries please contact: Tamara Macgregor, Vice President, Communications, Aphria, tamara.macgregor@aphria.com, 437-343-4000; For investor inquiries please contact: John Sadler, Vice President, Investor Relations, john.sadler@aphria.com, 519-919-7500Copyright CNW Group 2018
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