Aurora Cannabis Inc. shareholders face a proposed C$561 million acquisition by Organigram Global Inc. that the board supports, while Curaleaf Holdings, Inc. keeps its competing offer open.
Aurora’s directors unanimously approved the agreement and recommended that shareholders vote for it after an independent committee conducted a strategic review that included outreach to multiple parties. The board also advised shareholders not to tender their shares to Curaleaf. The proposed deal values Aurora at C$7.80 per share on a fully diluted equity basis, a 93% premium to its Aug. 10 closing price, according to the companies.
Shareholders may elect C$7.80 in cash, 5.8626 Organigram shares or C$3.75 plus 3.0431 Organigram shares for each Aurora share. Cash-only and share-only elections are subject to proration. The companies based the C$7.80 valuation on Organigram’s approximately C$1.33 20-day volume-weighted average share price as of Nov. 2.
Aurora and Organigram calculate that their offer’s implied value was 21% above Curaleaf’s as of Nov. 2. Their comparison uses the 20-day volume-weighted average price of Curaleaf shares traded on the Toronto Stock Exchange and an assumed USD/CAD exchange rate of 1.4115. The companies’ figure is not a fixed cash-for-cash comparison.
Curaleaf’s amended offer provides US$1 in cash and 0.4013 Curaleaf shares for each Aurora share, subject to adjustment. It is due to expire at 1:59 a.m. ET on Dec. 5 (11:59 p.m. Mountain Time on Dec. 4) unless extended, accelerated or withdrawn. On Nov. 3, Curaleaf said it would review Organigram’s proposal. It also argued that Aurora’s refusal to provide due-diligence access and engage directly blocked a chance to improve its offer. Aurora’s announcement described its strategic review but did not address that claim.
British American Tobacco (BAT) plans to invest C$187.5 million by purchasing 141 million Organigram shares at C$1.33 each. BAT would have the right to cast 30% of the votes attached to Organigram shares and has agreed to support the deal and oppose competing acquisition proposals. The investment is expected to help pay the cash consideration and transaction expenses; Organigram also expects to use cash on hand and an increase to its credit facility.
Aurora and Organigram estimate more than C$50 million in synergies from cross-selling, procurement, distribution and public-company costs. They say the combined company would have greater scale and a broader international platform.
Shareholder meetings are expected in December 2026. The companies project a January 2027 closing, conditional on shareholder and regulatory approvals and approval from the Supreme Court of British Columbia.
