Canopy Growth Details Exchangeable Share Conversion

TL;DR

Canopy Growth is converting to exchangeable shares, get ready for changes.

AI Summary

Canopy Growth Corporation announced on March 11, 2024, details regarding its conversion into exchangeable shares. The company is located at 1 Hershey Drive, Smith Falls, Ontario, K7A0A8, and can be reached at 855-558-9333. This filing is a DEFA14A, indicating a definitive proxy statement.

Why It Matters

This filing provides crucial information for shareholders regarding a significant corporate restructuring, impacting their investment in Canopy Growth.

Risk Assessment

Risk Level: medium — Changes in corporate structure and share types can introduce new risks and uncertainties for investors.

Key Players & Entities

• Canopy Growth Corporation (company) — Registrant
• 1 HERSHEY DRIVE (company) — Business Address
• SMITH FALLS (company) — Business Address City
• K7A0A8 (company) — Business Address ZIP
• 855-558-9333 (company) — Business Phone
• March 11, 2024 (date) — Filing Date

FAQ

From the Filing

0001104659-24-032996.txt : 20240311 0001104659-24-032996.hdr.sgml : 20240311 20240311162049 ACCESSION NUMBER: 0001104659-24-032996 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240311 DATE AS OF CHANGE: 20240311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Canopy Growth Corp CENTRAL INDEX KEY: 0001737927 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38496 FILM NUMBER: 24738311 BUSINESS ADDRESS: STREET 1: 1 HERSHEY DRIVE CITY: SMITH FALLS STATE: A6 ZIP: K7A0A8 BUSINESS PHONE: 855-558-9333 MAIL ADDRESS: STREET 1: 1 HERSHEY DRIVE CITY: SMITH FALLS STATE: A6 ZIP: K7A0A8 DEFA14A 1 tm246792d4_defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material under §240.14a-12 CANOPY GROWTH CORPORATION (Name of Registrant as Specified in Its Charter) N/A (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): x No fee required ¨ Fee paid previously with preliminary materials. ¨ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. CANOPY GROWTH ANNOUNCES DETAILS REGARDING CONVERTING INTO EXCHANGEABLE SHARES SMITHS FALLS, ONTARIO MARCH 11, 2024 — Canopy Growth Corporation (“ Canopy Growth ” or the “ Company ”) (TSX: WEED, Nasdaq: CGC) today announced additional details with respect to the previously announced special resolution to be voted on by the shareholders of Canopy Growth (the “ Canopy Shareholders ”) authorizing an amendment to the Company’s articles of incorporation, as amended (the “ Amendment Proposal ”), in order to: (i) create and authorize the issuance of an unlimited number of a new class of non-voting and non-participating exchangeable shares in the capital of Canopy Growth (the “ Exchangeable Shares ”); and (ii) restate the rights of the common shares in the capital of Canopy Growth (the “ Common Shares ”) to provide for a conversion feature whereby each Common Share may at any time, at the option of the holder, be converted into one Exchangeable Share. Canopy Shareholders will be asked to consider and vote on the Amendment Proposal at a special meeting of Canopy Shareholders on Friday, April 12, 2024 at 1:00PM ET (the “ Meeting ”). In the event that the Amendment Proposal is approved by the Canopy Shareholders at the Meeting and Canopy Growth files articles of amendment to its articles of incorporation, as amended, such that the creation of the Exchangeable Shares becomes effective (such time of filing being, the “ Effective Time ”), Canopy Shareholders may elect to convert all or part of their Common Shares into Exchangeable Shares (the “ Common Share Conversion Right ”) and holders of Exchangeable Shares may elect to convert all or part of their Exchangeable Shares into Common Shares (the “ Exchangeable Share Conversion Right ”, together with the Common Share Conversion Right, the “ Conversion Right ”). The Conversion Right may be exercised by registered holders of Common Shares and Exchangeable Shares, as applicable, at any time following the Effective Time, by completing and signing a notice of conversi