In the announcement, Aphria said its board of directors agrees the hostile bid proposition “significantly undervalues” the company and would have negative effects, including being delisted from the Toronto Stock Exchange (TSX) and New York Stock Exchange (NYSE).
Green Growth filed its formal offer to acquire Aphria and all of its issued and outstanding shares on January 23. The deal would have given Aphria shareholders 1.5714 common shares of Green Growth for each Aphria share.
The takeover bid by Green Growth was first revealed at the end of last year, with the US operator giving a valuation of Aphria at approximately C$2.8 billion.
“The Aphria Board of Directors unanimously believes that [Green Growth Brand’s] hostile offer is significantly undervalued and inadequate and not in the interest of Aphria shareholders on multiple grounds,” Irwin D. Simon, independent board chair of Aphria, said in Wednesday’s release.
The LP’s board members said the hostile takeover reflects a 23-percent discount to its average share price, which is based on Green Growth and Aphria’s 20-day volume-weighted average prices before Green Growth’s initial proposal on December 27.
Aphria also said the hostile takeover would result in its shareholders giving Green Growth a 36-percent interest in the LP “in exchange for shares in a company with limited operations or other experience in the cannabis industry.”
The LP also claims that Green Growth has “no material synergies” and that Green Growth’s US retail concept “would contribute little to Aphria’s established Canadian and international medical and adult-use cannabis operations.”
In Green Growth’s formal takeover bid, the company said the “combination of the two companies is extremely compelling,” with the offer representing an “unparalleled enhancing opportunity and is a superior alternative to the status quo at Aphria.”
“Green Growth invites Aphria shareholders to join Green Growth Brands in an exciting value-enhancing opportunity to create the only large-scale cannabis company to bridge US and Canadian markets,” Green Growth said in its January release.
However, Aphria claims it is committed to carrying out its own plans and intends to continue growing and providing value to its shareholders. Simon said:
“By virtue of our strong platform and competitive advantages, Aphria has multiple near-term opportunities to profitably grow and create substantial value for its shareholders. These include expanding production and automation to secure long-term cost and scale advantages, expanding in the global medical-use market in Europe, Latin America and the Caribbean, acquisition of increased market share in the Canadian adult-use markets, and developing new products for the burgeoning cannabis health and wellness sector. A hostile takeover by GGB ignores this bright outlook, which is another reason why the Aphria Board strongly urges shareholders to reject the bid.”
As of the time of this writing, Green Growth Brands had not released an official statement regarding Aphria’s rejection on its website, and declined a request for comment from the Investing News Network.
Shares of Aphria on the TSX were down 9.03 percent following Wednesday’s announcement, closing the trading session at C$12.80. Meanwhile, Green Growth Brands saw a 7.16-percent dip in value to close at C$5.45.
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Securities Disclosure: I, Jocelyn Aspa, hold no direct investment interest in any company mentioned in this article.
Editorial Disclosure: Green Growth Brands is a client of the Investing News Network. This article is not paid-for content.