Acreage Holdings Approves Canopy Growth and Omnibus Arrangements

Acreage Holdings shareholders voted overwhelmingly to approve an arrangement involving Canopy Growth and the Omnibus Incentive Plan Amendment.

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Logo: Acreage Holdings

NEW YORKAcreage Holdings, Inc. (“Acreage”) (CSE: ACRG.U) (OTCQX: ACRGF) (FSE: 0ZV) today announced that, at the special meeting of Acreage shareholders (the “Shareholders”) held on June 19, 2019 (the “Special Meeting”), the Shareholders overwhelmingly voted in favour of (i) a special resolution (the “Arrangement Resolution”) authorizing and approving the proposed arrangement involving Canopy Growth Corporation (“Canopy Growth”) announced by Acreage on April 18, 2019 (the “Arrangement”), and (ii) an ordinary resolution to approve amendments to Acreage’s omnibus incentive plan (the “Omnibus Incentive Plan Resolution”).

The Arrangement Resolution required approval by at least 66⅔ percent of the votes cast, in person or by proxy, at the Special Meeting by the holders of Acreage’s class A subordinate voting shares (the “Subordinate Voting Shares”), Class B proportionate voting shares (the “Proportionate ‎Voting Shares”) and Class C multiple voting shares (the “Multiple Voting Shares”, and collectively with the Subordinate ‎Voting Shares and Proportionate Voting Shares, the “Acreage Shares”)‎, voting together as a ‎single class. Additionally, pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in ‎Special Transactions (“MI 61-101”), the Arrangement Resolution required approval by at least a majority of votes cast, in person or by proxy, at the Special Meeting by the holders of Subordinate Voting Shares and Proportionate Voting Shares, voting together as a single class, and excluding the Acreage Shares held by all “Interested Parties” for purposes of MI 61-101 (the “Minority Approval”), as described in Acreage’s management information circular mailed to Shareholders in connection with the Special Meeting (the “Circular”).‎


Holders of Acreage Shares carrying an aggregate of 561,895,012 votes, representing approximately 95.05 percent of votes entitled to be cast at the Special Meeting, were represented in person or by proxy at the Special Meeting. At the Special Meeting, Acreage Shares representing 95.02 percent of the votes eligible to be cast were voted on the Arrangement Resolution, with 99.74 percent such votes being cast in favour of the Arrangement Resolution, including 97.21 percent of the votes cast in favour pursuant to the Minority Approval.

In addition, 95.02 percent of the votes eligible to be cast were voted on the Omnibus Incentive Plan Resolution, with 99.67 percent of such votes being cast in favour of the Omnibus Incentive Plan Resolution.

“I could not be more pleased with the overwhelming support displayed by our Shareholders,” said Kevin Murphy, Founder and Chief Executive Officer of Acreage. “This is a clear referendum by our Shareholders on the enormous benefits of the Arrangement with Canopy Growth, and I would like to thank all Shareholders for their continued support.”

Acreage expects that the hearing date for the application for the final order of the Supreme Court of British Columbia (the “Final Order”) ‎will take place on or about June 21, 2019 in Vancouver, British Columbia. Following the satisfaction or waiver of all conditions to closing, including the receipt of the Final Order, Acreage will implement the Arrangement as contemplated in the Circular. Acreage anticipates making a further announcement regarding the anticipated date for the implementation of the Arrangement and confirming the record date for fixing the holders of Acreage Shares (and certain other eligible securities as described in the Circular) eligible to receive their proportion of the US$300,000,000 option payment to be made by Canopy ‎Growth.

Headquartered in New York City, Acreage 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 in place 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.