Item 7.01 Regulation FD Disclosure.
On September 27, 2022, Canopy Growth Corporation (the "Company" or "Canopy
Growth") issued a press release to announce the Company's divestiture of its
Canadian retail operations. A copy of the press release is attached hereto as
Exhibit 99.1 and is incorporated by reference herein solely for purposes of this
Item 7.01 disclosure.
The information set forth and incorporated by reference in Item 7.01 of this
Current Report on Form 8-K ("Current Report"), including Exhibit 99.1 attached
hereto, is being furnished and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of such section. The information
set forth and incorporated by reference in Item 7.01 of this Current Report,
including Exhibit 99.1 attached hereto, shall not be incorporated by reference
into any filing under the Securities Act of 1933, as amended, or the Exchange
Act, regardless of any incorporation by reference language in any such filing.
Item 8.01 Other Events
On September 23, 2022, the Company entered into an agreement (the "OEG
Transaction") with 2675970 Ontario Inc. ("OEG Purchaser"), which is a part of
the OEG Retail Cannabis portfolio of companies ("OEG"), pursuant to which OEG
Purchaser has agreed to acquire all of Canopy Growth's corporate stores outside
of Alberta as well as all Tokyo Smoke-related intellectual property. Upon
completion of the OEG Transaction, OEG Purchaser will acquire ownership of 23
Tokyo Smoke and Tweed store locations across Manitoba, Saskatchewan, and
Newfoundland and Labrador. As part of the OEG Transaction, the Tokyo Smoke brand
will be transferred to an affiliate of OEG Purchaser and any purchased stores
currently branded as Tweed will be rebranded. In addition, in connection with
the OEG Transaction, the master franchise agreement between the Company and
2733181 Ontario Inc. ("OEG Licensee"), which is a part of the OEG Retail
Cannabis portfolio of companies, pursuant to which OEG Licensee licenses the
Tokyo Smoke brand in Ontario, will be terminated on the closing of the OEG
Transaction.
The Company has also reached an agreement (the "FOUR20 Transaction") with 420
Investments Ltd. ("FOUR20") pursuant to which FOUR20 has agreed to acquire the
ownership of five retail locations in Alberta. Following the close of the FOUR20
Transaction, these stores will be rebranded under FOUR20's retail banner.
Closing of the OEG Transaction and the FOUR20 Transaction is subject to
regulatory approvals and other customary closing conditions.
In addition to the foregoing divestitures, the master license agreement between
Canopy Growth and Alimentation Couche-Tard Inc. with respect to the use of the
Tweed brand for brick-and-mortar retail stores operating in Ontario has also
been terminated. The Company will continue to own and operate the Tweed brand,
including a vast portfolio of mainstream flower, pre-rolled, and ready-to-enjoy
options.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
99.1 Press release dated September 27, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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