Canopy Growth Corporation (CGC) entered into an agreement to acquire the assets of Evergreen, Colorado-based hemp research company ebbu, Inc. It is a cash and stock deal that is expected to close in November.
“Beyond the technological edge this transaction provides, we are pursuing this acquisition because Canopy shares ebbu’s core ethos of building consumer trust,” said Mark Zekulin, Co-CEO & President, Canopy Growth. “We collectively believe consumer trust is achieved by driving the scientific agenda needed to build predictable, repeatable outcomes and layering on brand power.”
Terms Of The Deal
According to the company statement, Canopy Growth will pay C$25 million in cash and issue 6,221,210 company common shares to ebbu in exchange for the assets being acquired. In addition to that, up to a further C$100 million in purchase price shall be payable if certain scientific related milestones are achieved within two years following closing. Canopy Growth will have the option of satisfying such milestone payments in cash, shares or a combination of cash and shares. The statement said that if such payments are satisfied in shares, the number of shares shall be calculated based on the volume weighted average price of the shares on the TSX for the 20 trading days immediately prior to the date of achievement of the applicable milestone.
Buying The IP
Ebbu’s development of Intellectual Property (“IP”) and R&D advancements will be applied directly to Canopy Growth’s hemp and THC-rich cannabis genetic breeding program and its cannabis-infused beverage capabilities. The company also anticipates that Canopy Health Innovations will benefit from the Ebbu IP portfolio. Canopy hopes that Ebbu’s IP will help to reduce the cost of CBD production, which is becoming a major mainstream consumer product.
Canopy made it clear that it was staying within the U.S. legal guidelines. It also stated that with a newly formed subsidiary, it would use Ebbu’s assets and personnel to conduct R&D. Canopy also intends to use the Ebbu IP at its Smiths Falls-based research facilities.
It isn’t done til it’s done. The acquisition will require regulatory approval by the Toronto Stock Exchange and New York Stock Exchange and will give rise to ongoing disclosures required by CSA Staff Notice NI 51-352 for US transactions.