Cowen served as financial advisor, and Cooley LLP and Blake, Cassels, and Graydon LLP acted as legal counsel to Tilray. There will also be significant cost reductions. Enhances Consumer Packaged Goods Presence and Infrastructure in the U.S.: In the United States, the Combined Company will have a strong consumer packaged goods presence and infrastructure with two strategic pillars, including SweetWater, a cannabis lifestyle branded craft brewer, and Manitoba Harvest, a pioneer in branded hemp, CBD and wellness products with access to 17,000 stores in North America. Tilray's Takeover. Full details of the Arrangement will be included in a management information circular of Aphria and in a proxy statement of Tilray to be delivered to Aphria Shareholders and the Tilray Stockholders, respectively, in the coming weeks. has gained 44% and the S&P 500 Investors and security holders of Tilray will be able to obtain a free copy of the proxy statement, as well as other relevant filings containing information about Tilray and the proposed transaction, including materials that will be incorporated by reference into the proxy statement, without charge, at the SECs website (www.sec.gov) or from Tilray by contacting Tilrays Investor Relations at (203) 682-8253, by email at Raphael.Gross@icrinc.com, or by going to Tilrays Investor Relations page on its website at https://ir.tilray.com/investor-relations and clicking on the link titled Financials.. Forward-looking statements involve significant known and unknown risks and uncertainties. Completion of the Arrangement is subject to regulatory and court approvals and other customary closing conditions. Analyst Report: Tilray Brands, Inc.Tilray is a Canadian producer that cultivates and sells medical and recreational cannabis. Holders of Tilray Shares prior to the completion of the transaction continue to hold their Tilray Shares with no adjustment as a result of the transaction. She is based in New York. While Tilray investors have kept their shares after the merger, Aphria stockholders received 0.8381 Tilray shares for each Aphria share that they held. Internationally, the Combined Company will be well-positioned to pursue growth opportunities with Aphrias medical cannabis and distribution footprint in Germany, and Tilrays European Union Good Manufacturing Practices (EU-GMP) low-cost cannabis production facility in Portugal, which has export capabilities and tariff-free access to the European Union (EU) to meet increasing global demand for medical cannabis. May 3, 2021 at 8:46 am. Copyright 2023 MarketWatch, Inc. All rights reserved. Both stocks jumped after the announcement as markets welcomed consolidation in an industry marred by perennial losses. The recent reverse merger acquisition of Tilray announcement by Aphria provides an intriguing pseudo-arbitrage opportunity. Please enable JavaScript to view the page content. The Company is well-positioned to pursue international growth opportunities with its strong medical cannabis brands, distribution network in Germany, and end-to-end European Union Good Manufacturing Practices (EU-GMP) supply chain, which includes its production facilities in Portugal and Germany. The combination of Aphria and Tilray brings together two highly complementary businesses to create the leading cannabis-focused CPG company with the largest global geographic footprint in the industry. 1125 N. Charles St, Baltimore, MD 21201. ) Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Tilray stockholders in connection with the proposed transaction will be set forth in the Tilray proxy statement for the proposed transaction when available. This process is automatic. Tilray Brands Consolidates Hold: Profits Will Drive Shares Higher . Even with the growth opportunities of the cannabis market, there is something else needed for a successful company: scale. The combined company, which will operate as Tilray (the Company), brings together two highly complementary businesses to create the leading cannabis-focused consumer packaged goods (CPG) company with the largest global geographic footprint in the industry. Tilray shares were climbing 3% to $18.89, while Aphria was off slightly to $15.38 in premarket trading. Covid-19 related lockdowns have presented unique challenges across Canadian and German markets, Simon said in a statement. Internationally, the Combined Company will have the opportunity to reach additional pharmacies and patients via distribution relationships. Here's When I See Cannabis Stocks Being Hot Buys Again, The IRS Is Urging Millions of Early Filers to Amend Their Tax Return, 1 Magnificent Growth Stock to Buy Hand Over Fist Before It Soars 163%, According to Wall Street, 3 Reasons to Buy Nvidia Stock Before It Skyrockets, 3 Former High-Flying Stocks Down 92% to 99% That Billionaire Investors Can't Stop Buying, Join Over Half a Million Premium Members And Get More In-Depth Stock Guidance and Research, Motley Fool Issues Rare All In Buy Alert, Copyright, Trademark and Patent Information. People may receive compensation for some links to products and services on this website. In an all-stock deal agreed to last . In addition, the Combined Company will have a portfolio of carefully curated brands across all consumer segments that are sold through its distribution partners. Tilray is a pioneer navigating toward the end of prohibition and built to deliver on the collective wellbeing of the Companys employees, consumers, patients, partners, and local communities. Upon the completion of the Arrangement, Aphria Shareholders will own approximately 62 percent of the outstanding Tilray Shares on a fully diluted basis, resulting in a reverse acquisition of Tilray, representing a premium of 23 percent based on the share price at market close on December 15, 2020 to Tilray shareholders. The revenue also missed the Marketbeat.com consensus estimate by 800 basis, but only some . First, the terms of the deal will mean that their shares get a bit diluted. By leveraging our combined strengths and capabilities, we expect to be able to meet the needs of consumers more effectively all over the world and advance patient care. See definition in Aphrias Q1 2021 Management Discussion & Analysis.3 Annualized September 2020 retail sales of C$256 million based on Statistics CanadaNovember 2020 release4 Based on Stifel analyst report by Andrew Carter, dated December 6, 2020, December 2020 Headset Canada Review. Kind of amazing that they can write off $1.1B in the quarter ("market cap reduction", is that the new way of saying we wrote off the terrible buys we did?) ahead-of-print. While it could still become the most important marijuana business internationally in due time, reaching that goal is a plan that's in progress at the moment. The market capitalization is now about $6 billion. Various assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this news release. Nothing short of a trainwreck and I have been sounding the alarms since they admittedly cooked the books with the Aphria merger (see the actual admission in the press release and call). I look forward to leading the talented teams of both Aphria and Tilray as we seek to create a leading global cannabis and consumer packaged goods company with a portfolio of medical, wellness and adult-use brands consumers love., Mr. Kennedy, Tilrays Chief Executive Officer, commented, We are thrilled to bring together two cannabis industry leaders. The Combined Company expects to achieve cost synergies in the key areas of cultivation and production, cannabis and product purchasing, sales and marketing and corporate expenses. With a strong financial profile, low-cost production, leading brands, distribution network and unique partnerships, we believe the Combined Company will be well-positioned to deliver sustainable, attractive returns for stockholders. Investor Relationsinvestors@aphria.com, Tilray contacts: Media Amy Bonwick, 647-515-3748amy@pomppr.com, Investors Raphael Gross For further information on the terms and conditions of the Arrangement, please refer to the Agreement in its entirety, which will be available on SEDAR at www.sedar.com and on EDGAR at www.sec.gov. For more information on how we open a world of wellbeing, visit Tilray.com. The companys stock will continue to list on Nasdaq under the ticker TLRY and will start trading on the Toronto Stock Exchange on Wednesday under the same ticker. Although, assuming the deal does go through as seems reasonable then there could be a short-term increase in APHA stock. Of course, the timing of this rally coincides with the presidential election. The all-stock deal, which puts together two of the market's best known . In Germany, Aphrias wholly-owned subsidiary, CC Pharma GmbH, will provide the Combined Company with distribution capabilities for the Aphria and Tilray medical cannabis brands to more than 13,000 pharmacies. Forward-looking statements reflect current beliefs of management of Aphria and Tilray with respect to future events and are based on information currently available to each respective management including based on reasonable assumptions, estimates, internal and external analysis and opinions of management of Aphria and Tilray considering their experience, perception of trends, current conditions and expected developments as well as other factors that each respective management believes to be relevant as at the date such statements are made. A pioneer in cannabis research, cultivation, and distribution, Tilrays unprecedented production platform supports over 20 brands in over 20 countries, including comprehensive cannabis offerings, hemp-based foods, and alcoholic beverages. This press release features multimedia. www.cannabisbusinesstimes.com is using a security service for protection against online attacks. Finally, the new entity will be positioned nicely in the U.S. market. Tilrays mission is to be the trusted partner for its patients and consumers by providing them with a cultivated experience and health and wellbeing through high-quality, differentiated brands and innovative products. We expect that the business combination will provide, among others, the following financial and strategic benefits: Worlds Largest Global Cannabis Company. But the opportunity in the U.S. could easily boost these numbers. Many investors are now wondering what happened to Aphria and Tilray stocks after the merger. The trouble is, when it announced in late 2020 its planned merger with Aphria, another major Canadian cannabis business, the pair controlled a total of 17% of the market at the time. This includes leveraging Aphria and Tilrays proven distribution networks in Canada to sell SweetWaters 420 cannabis lifestyle brand in Canada. Any information or statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements, including, but not limited to, statements in this news release with regards to: (i) statements relating to Aphrias and Tilrays strategic business combination and the expected terms, timing and closing of the Arrangement including, receipt of required regulatory approvals, shareholder approvals, court approvals and satisfaction of other closing customary conditions; (ii) estimates of pro-forma financial information of the Combined Company, including in respect of expected revenues and production of cannabis; (iii) estimates of future costs applicable to sales; (iv) estimates of future capital expenditures; (v) estimates of future cost reductions, synergies including pre-tax synergies, savings and efficiencies; (vi) statements that the Combined Company anticipates to have scalable medical and adult-use cannabis platforms expected to strengthen the leadership position in Canada, United States and internationally; (vii) statements that the Combined Company is expected to offer a diversified and branded product offering and distribution footprint, world-class cultivation, processing and manufacturing facilities; (viii) statements in respect of operational efficiencies expected to be generated as a result of the Arrangement in the amount of more than C$100 million of pre-tax annual cost synergies; (ix) expectations of future balance sheet strength and future equity; (x) that the Combined Company is expected to unlock significant shareholder value; and (xi) statements under the heading Strategic and Financial Benefits of this news release. Following its blockbuster merger with Aphria, Tilray continues its M&A streak and grows its revenue and geographic reach considerably. Readers are cautioned that the foregoing list of factors is not exhaustive. According to research from BDSA, the spending is expected to hit a hefty $55.9 billion by 2026. The third thing is that after the acquisition, Tilray will control an estimated 12.9% of the Canadian cannabis market, up from its 8.1% share today. 203-682-8253Raphael.Gross@icrinc.com, Aphria and Tilray Combine to Create Largest Global Cannabis Company With Pro Forma Revenue of C$874 Million (US$685 Million), Alphria Inc. & Tilray, Inc Merger Resources, https://www.businesswire.com/news/home/20201216005519/en/. On Stocktwits, a user named tyler3535 has argued that Tilray would have to lose half of its value based on the merger ratio. Forward-looking statements reflect current beliefs of management of the Company with respect to future events and are based on information currently available to each respective management team including the reasonable assumptions, estimates, analysis and opinions of management of the Company considering their experience, perception of trends, current conditions and expected developments as well as other factors that each respective management believes to be relevant as at the date such statements are made. Tilray stock leapt 26% to 16.01 in the stock market today . A worker smiles as she shows cannabis plants at the Tilray factory in Cantanhede, Portugal April . The webcast will be archived for 30 days. Establishes an Unrivaled European Platform:The Combined Company will be well-positioned to pursue growth opportunities with its end-to-end EU-GMP supply chain and distribution, which includes Aphrias German medical cannabis distribution footprint and Tilrays 2.7 million square foot European EU-GMP low-cost cannabis cultivation and production facility in Portugal. 2 2021, Published 8:51 a.m. Tilray Inc. is a leading global cannabis-lifestyle and consumer packaged goods company with operations in Canada, the United States, Europe, Australia, and Latin America that is changing people's lives for the better one person at a time by inspiring and empowering the worldwide community to live their very best life by providing them with products that meet the needs of their mind, body, and soul and invoke a sense of wellbeing. Tilray generated free cash flow of $3.3 million, compared to a cash burn of $28.3 million a year earlier. , See now:U.S. cannabis producers are now favored by Wall Street analysts, whove soured on Canadian companies. Additional senior leadership positions at the Combined Company will be named at a later date. Visit a quote page and your recently viewed tickers will be displayed here. Yet the terms of the deal look more advantageous to Aphria. There is a risk that some or all the expected benefits of the business combination may fail to materialize or may not occur within the time periods anticipated by the Company. The transaction was structured as a reverse acquisition, where Aphria acquired Tilray. Cannabis does look like a secular growth market. For instance, Aphria stock was trading around 0.4115 times Tilray on Feb. 10less than half of what it should be trading at based on the merger terms. Die Aktie von Tilray (ex Aphria) zhlt am Dienstagmittag zu den bestplatzierten des Tages. He is also the founder of. Learn More. Cowen is serving as financial advisor and Cooley LLP and Blake, Cassels and Graydon LLP are acting as legal counsel to Tilray. The merger between Aphria and Tilray was completed on May 3, 2021. The combined company will boast $685 million in annual revenue, m Tilray Brands Inc. is acquiring rival Canadian cannabis producer Hexo Corp. in a deal worth about US$229 million on Monday in its latest move to strengthen its position as the leading legal marijuana company in Canada. Lessons learned from Aphria-Tilray merger. Tilray Inc. shareholders approved the merger with Aphria Inc., creating a cannabis powerhouse that's both the largest medical marijuana company in Europe and a major player in Canada's . The forward-looking statements included in this communication are made as of the date of this communication and the Company does undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws. But TLRY stock will likely fall once the merger goes through since it may take time for synergies to work. Aphria will also have seven directors and Tilray will have two. Our highly complementary businesses create a combined company with a leading branded product portfolio, including the most comprehensive Cannabis 2.0 product offerings for patients and consumers, along with significant synergies across our operations in Canada, Europe and the United States. Certain information in this news release constitutes forward-looking information or forward-looking statements (together, forward-looking statements) under Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by such sections and other applicable laws. The Company's portfolio of brands is grounded in expertly researched consumer insights designed to meet the needs of every consumer segment. As these markets begin to re-open, Tilray is poised to strike and transform the industry with our highly scalable operational footprint, a curated portfolio of diverse medical and adult-use cannabis brands and products, a multi-continent distribution network, and a robust capital structure to fund our global expansion strategy and deliver sustained profitability and long-term value for our stakeholders., Mr. Simon continued, Our global team is laser-focused on turning potential into performance and addressing consumer and patient needs for safe, innovative, and high-quality products. The continued use of Tilray as the Companys name evokes hard work and hope til shortened from tilling the soil and ray as in a ray of sunshine. Marijuana Stocks: Aphria Dips, Tilray Leaps. Before the stock is worth buying, the company needs to show some consistent lowering of its costs, and experiencing faster growth wouldn't hurt either. In a reverse merger structure, Aphria shareholders will receive 0.8381 Tilray shares for each Aphria share, implying a 23% premium to Tilray's share price before the announcement. On a pro forma basis, for the period August to October 2020, the Combined Company would have held a 17.3% retail market share4, the largest share held by any single Licensed Producer in Canada and 700 basis points higher than the next closest competitor. Increases Product Breadth and Commitment to Innovation: Leveraging both Aphria and Tilrays commitment and culture of innovation and brand building, the Combined Company will serve clients with a complete portfolio of Cannabis 2.0 products and sales and service infrastructure supported by leading distribution partners. Generally, when a company decides to buy another at a premium, the acquiring company's stock price falls. 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