TORONTO — Emblem Cannabis Corporation, a wholly-owned subsidiary of Red White & Bloom Brands Inc. was selected as the successful bidder in the court-supervised sale in connection with the insolvency proceedings of Ayurcann Holdings Corp. and Ayurcann Inc.
Assets to be acquired
The transaction is structured as a share purchase. Emblem will indirectly acquire the underlying businesses, assets, licenses, and operations through ownership of 100% of the newly issued shares of Ayurcann. Certain excluded assets and liabilities of Ayurcann will be vested in an affiliate of Ayurcann and will not be transferred as part of the transaction. Upon closing, Emblem will acquire a processing and manufacturing platform, including:
Brand portfolio. The Fuego, Xplor, and Happy & Stoned brands, together with all associated intellectual property, trademarks, and brand assets. Ayurcann’s portfolio spans over ninety tracked SKUs available through approximately 2,500 retail locations across Canada, with a particular focus on the vape and pre-roll categories.
Production facility and equipment. Ayurcann’s cannabis formulation, manufacturing, and packaging operations based in Pickering, Ontario, including Ayurcann’s interests in operational equipment and inventory, and other strategic assets.
Commercial relationships and records. All retained contracts, customer and supplier relationships, distribution, and supply arrangements across eight provinces and territories, and all associated books and records of the business.
Licenses. Subject to regulatory approval, all government licenses required to operate the Ayurcann business.
Background and CCAA sale process
On January 30, 2026, Ayurcann Inc. and its parent, Ayurcann Holdings Corp., obtained creditor protection under the CCAA, with Alvarez & Marsal Canada Inc. appointed as court-appointed monitor to oversee the proceedings.
On February 13, 2026, the court issued a sale process approval order to solicit interest in Ayurcann’s business and assets on an “as is, where is” basis.
Emblem participated in the sale and investment solicitation process and tendered a binding agreement of purchase and sale. Following the bid deadline, Emblem’s bid was selected as the successful bid. The transaction remains subject to court approval and the satisfaction of customary closing conditions. The purchase price for the Transaction will be payable in cash on closing with the support of facilities generally available to Emblem. The closing is currently anticipated to take place no later than May 15, 2026.
