Canopy Expects to Finalize Acreage Deal Dec. 9

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SMITHS FALLS, Ontario – Canopy Growth Corporation anticipates its subsidiary Canopy USA LLC will complete its acquisition of Acreage Holdings Inc. on or around December 9, subject to the satisfaction or waiver of closing conditions set out in the Arrangement Agreements.

Canopy Growth and Acreage are party to an arrangement agreement ‎dated April 18, 2019, as amended‎, relating to the proposed acquisition of all issued and outstanding Class E subordinate voting shares of Acreage pursuant to a plan of ‎arrangement under the Business Corporations Act (British Columbia). The Fixed Share Acquisition is anticipated to occur immediately after the acquisition ‎of the Class D subordinate voting shares of Acreage pursuant to a plan of ‎arrangement under the Business Corporations Act (British Columbia) in accordance with the arrangement agreement dated October 24, 2022, as amended, among Canopy Growth, Acreage and Canopy ‎USA. Upon the closing of the Acquisitions, Canopy USA will own 100% of the issued ‎and outstanding shares of Acreage.‎

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As previously announced by Acreage, if the price of the common shares of Canopy Growth on the Nasdaq does not go above US$5 prior to closing of the Acquisitions, holders of Fixed Shares will not receive any consideration in exchange for their Fixed Shares.

About Canopy Growth

Canopy Growth is a leading cannabis company dedicated to unleashing the power of cannabis to improve lives. The company delivers innovative products with a focus on premium and mainstream cannabis brands including Doja, 7ACRES, Tweed, and Deep Space, in addition to category defining vaporizer technology made in Germany by Storz & Bickel.

The company has also established a comprehensive ecosystem to realize the opportunities presented by the U.S. THC market through an unconsolidated, non-controlling interest in Canopy USA. Canopy USA has closed the acquisitions of approximately 77% of the shares of Lemurian, Inc. (“Jetty”) and 100% of the Wana entities that make up Wana Brands, being Wana Wellness, LLC, The CIMA Group, LLC and Mountain High Products, LLC. Jetty owns and operates Jetty Extracts, a California-based producer of high- quality cannabis extracts and pioneer of clean vape technology, and Wana Brands is a leading North American edibles brand. The option to acquire Acreage, a vertically integrated multi-state cannabis operator with principal operations in densely populated states across the Northeast and Midwest, has also been exercised.

About Acreage

Acreage is a multi-state operator of cannabis ‎cultivation and retailing facilities in the U.S., including its national retail store ‎brand, The Botanist. With its principal address in New York City, Acreage’s wide range of national and regionally available cannabis products include the award-winning brands The Botanist and Superflux, the Prime medical brand in Pennsylvania, and others. Acreage has focused on building and scaling operations to create a seamless, consumer-focused, branded experience.

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