Aurora Cannabis Inc. (“Aurora” or the “Company”) (ACB.TO) (ACBFF) ( Frankfurt : 21P; WKN: A1C4WM) today announced, in connection with the spin-out of its subsidiary Australis Capital Inc. (“Australis”), Australis has received a receipt for its final prospectus dated August 14, 2018 (the “Final Prospectus”). The Final Prospectus was filed with the securities regulatory authorities in all provinces and territories of Canada and is available under Australis’ SEDAR profile at www.sedar.com. Receipt of the Final Prospectus will permit Aurora’s Board of Directors (the “Board”) to set the Record date of the transaction, which the company expects the Board will announce within the coming days. Additionally, Australis received conditional approval to list its shares and warrants on the Canadian Securities Exchange (“CSE”), as well as completed an oversubscribed private placement for proceeds of $17 million .
Australis will identify and invest in U.S. cannabis and real estate assets. Investments may include and are not limited to equity, debt or other securities of both public and private companies, financings in exchange for royalties or other distribution streams, and the possible acquisition of certain entities. Investments will be reviewed on an on-going basis to determine the appropriateness of their weighting within the greater portfolio, at least monthly and more often as required to provide optimal returns and grow shareholder value. Australis’ stringent investment criteria for growth will maximize returns to shareholders, while focusing on significant near and mid-term opportunities with a commitment to governance and community. Australis’ Board, Management and Advisory Committee have material experience with, and knowledge of, the U.S cannabis space and expect to execute successfully with accretive deals in the near term.
“The spin-out of Australis delivers additional value to Aurora’s shareholders, while creating a vehicle with considerable upside potential,” said Terry Booth , CEO of Aurora. “Australis provides its shareholders with access to deal-flow in the U.S market, where many successful operators have struggled to access growth capital in an opportunity rich market. With a deeply networked and experienced management team, and a strong balance sheet, Australis is well positioned to capitalize in the U.S. by acquiring attractively priced cannabis assets with high growth potential. The non-brokered, substantially oversubscribed private placement that Australis recently completed to fuel its growth is a reflection of investor appetite for access to U.S. cannabis assets, while recognizing the Australis team’s domain expertise and successful track record of operating in highly regulated and rapidly evolving industries. We look forward to providing additional updates shortly on our progress towards the distribution.”
Capital distribution of Australis shares to Aurora shareholders
The spin-out of Australis will occur in the form of a distribution of units (the “Units”) in Australis to Canadian resident holders of Aurora shares (the “Distribution”). Non-resident holders will receive cash instead of units pursuant to the spin-out, as explained below.
The Distribution will be paid on the basis of one Unit for every 34 Aurora shares outstanding on the record date, to be fixed by the board of directors of Aurora. Each Unit will consist of one common share (“Share”) and one Share purchase warrant (“Warrant”) of Australis. Each Warrant will entitle the holder thereof to acquire one Share at an exercise price of $0.25 per Australis share, on or prior to 4:00 p.m. (Eastern Time) on the date that is one year from the date of the Distribution.
Aurora shareholders are not required to pay for the Units they receive by way of the Distribution, to tender or surrender their Aurora shares, or to take any other action in connection with the Distribution, other than providing a declaration of residency.
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