Canopy Growth’s $3.4 Billion Acquisition of Acreage Holdings

Cassels Brock & Blackwell LLP and Paul Hastings LLP acted as legal counsel to Canopy Growth. PricewaterhouseCoopers LLP (Canada) acted as finance advisor to Canopy Growth. Ernst & Young LLP (EY) acted as tax advisors to Canopy Growth. DLA Piper (Canada) LLP and Cozen O’Connor acted as legal counsel to Acreage. Canaccord Genuity Corp. acted as financial advisor to Acreage and INFOR Financial Inc. acted as financial advisor to the special committee of Acreage. Canaccord Genuity Corp. and INFOR Financial Inc. provided a fairness opinion to the Acreage Board and the Acreage Special Committee respectively. Stikeman Elliott LLP acted as legal counsel to the Acreage Special Committee

Canopy Growth Corporation (TSX: WEED) (NYSE: CGC) and Acreage Holdings, Inc. (CSE: ACGR.U) (OTC: ACRGF) (FSE: 0ZV) have entered into a definitive arrangement agreement that grants Canopy Growth the right to acquire 100 percent of the shares of Acreage.

The Companies will also execute a licensing agreement granting Acreage access to Canopy Growth’s award-winning line-up of brands such as Tweed and Tokyo Smoke, along with other intellectual property. Once the Right is exercised, Acreage will become part of a leading global cannabis company with access to markets beyond the U.S. Until then, the two companies will continue to operate independently.

Once the Right is exercised, the combined infrastructure, intellectual property, brands and organizational resources are expected to create a global cannabis powerhouse, with an anticipated leadership position in every targeted international market for legal cannabis sales, including the U.S., Canada, and select markets across Latin America, Europe and Asia-Pacific.

Paul Hastings advised Canopy Growth Corporation with Samuel Waxman (Picture), Gerd Alexander, Yariv Katz, Joseph Opich, Charles Patrizia, Michael Wise, Joseph Herman and Matthew Tippett.

Cassels Brock advised Canopy Growth with a deal team that includes Jonathan Sherman, Jamie Litchen, Andrea FitzGerald, John Vettese, Stefanie Sebanc and Miriam El Ofir (Securities, M&A and Cannabis), James Morand (Tax), John Christian (Business), Wendy Berman (Advocacy), Alison Hayman (Intellectual Property), and Chris Hersh (Competition).

Involved fees earner: Wendy Berman – Cassels Brock & Blackwell LLP; John Christian – Cassels Brock & Blackwell LLP; Miriam El Ofir – Cassels Brock & Blackwell LLP; Andrea Fitzgerald – Cassels Brock & Blackwell LLP; Alison Hayman – Cassels Brock & Blackwell LLP; Chris Hersh – Cassels Brock & Blackwell LLP; Jamie Litchen – Cassels Brock & Blackwell LLP; James Morand – Cassels Brock & Blackwell LLP; Stefanie Sebanc – Cassels Brock & Blackwell LLP; Jonathan Sherman – Cassels Brock & Blackwell LLP; John Vettese – Cassels Brock & Blackwell LLP; Gerd Alexander – Paul Hastings; Joey Herman – Paul Hastings; Yariv Katz – Paul Hastings; Joseph Opich – Paul Hastings; Charles Patrizia – Paul Hastings; Matthew Tippett – Paul Hastings; Samuel Waxman – Paul Hastings; Michael Wise – Paul Hastings;

Law Firms: Cassels Brock & Blackwell LLP; Paul Hastings;

Clients: Canopy Growth Corp.;