Lawsuit Targets Aurora Cannabis, Locked Up Shareholders, Two CanniMed
Directors and Canaccord Genuity Group
SASKATOON, Saskatchewan–(BUSINESS WIRE)–CanniMed Therapeutics Inc. (TSX: CMED) (“CanniMed”)
today filed a lawsuit in the Ontario Superior Court of Justice alleging
breach of confidentiality, intentional interference with economic
relations, conversion, breach of contract and other allegations pursuant
to the Securities Act (Ontario). The lawsuit also alleges that
Aurora Cannabis Inc. (“Aurora”), several large shareholders of
CanniMed (Golden Opportunities Fund Inc., SaskWorks Venture Fund Inc.,
Apex Investment Limited Partnership and Vantage Asset Management Inc.),
Westcap Mgt. Ltd., PFM Capital Inc., Canaccord Genuity Group Inc., and
others, participated in a civil conspiracy intended to injure the
economic interests of CanniMed.
Additionally, CanniMed is seeking personal damages against one current
and one former member of the CanniMed board, Doug Banzet and Robert
Duguid, for their alleged involvement in the civil conspiracy and for
breaching their fiduciary duties by failing to act in the best interests
of CanniMed and its shareholders and instead acting out of self-interest
and/or for the benefit of other corporations for which they are also
directors. Mr Banzet is the CFO of Golden Opportunities Fund and COO of
Westcap Mgt. Mr Duguid is founding partner of SaskWorks Venture Fund,
partner at PFM Capital, and Vice President, Investments at Apex
The action (which has yet to be served), claims damages in the amount of
$725 million resulting from defendants’ unlawful actions that have
negatively affected the appreciation of the value of common shares of
CanniMed and prevented CanniMed from pursuing alternative change of
control transactions for the benefit of the CanniMed shareholders.
“Aurora knew, or should have known, that the information obtained and
utilized to design and launch their hostile bid was obtained
inappropriately. As a result of Aurora’s use of this confidential
information, CanniMed shareholders have been disadvantaged and deprived
of seeing the full value of their shares. These bad actors, working in
concert, have done the company and other shareholders a significant
disservice and we can’t let them get away with this. I urge all
shareholders NOT to tender to Aurora’s hostile bid and to vote YES
(Green) for CanniMed’s acquisition of the Newstrike Resources Ltd.,”
said Brent Zettl, President and CEO, CanniMed.
VOTE GREEN. DO NOT TENDER.
The CanniMed Board and management will vote their GREEN proxies in
support of CanniMed’s acquisition of Newstrike Resources Ltd (the “Newstrike
Acquisition”) and will not tender to Aurora’s bid. The Board
strongly recommends shareholders join them in doing the same, no matter
how many shares are owned. Here’s how:
1. To vote FOR the Newstrike Acquisition vote GREEN. Follow the
instructions on the GREEN VIF or form of proxy by January 19th, 2018 at
10:00 am (EST). Shareholders with questions or need help voting should
call Kingsdale Advisors toll-free at 1-888-518-1554 or by email at email@example.com.
2. Ignore and recycle any Blue proxy forms received.
3. To reject Aurora’s bid, simply do nothing. Do not tender your shares.
If you have tendered your shares in error or now wish to withdraw,
simply ask your broker or Kingsdale Advisors at 1-888-518-1554 or firstname.lastname@example.org
to assist with this process.
Shareholders are also encouraged to visit www.NewstrikeNotAurora.com
for more details.
About CanniMed Therapeutics Inc.
CanniMed is a Canadian-based, international plant biopharmaceutical
company and a leader in the Canadian medical cannabis industry, with 17
years of pharmaceutical cannabis cultivation experience,
state-of-the-art, GMP-compliant production process and world class
research and development platforms with a wide range of
pharmaceutical-grade cannabis products. In addition, the Company has an
active plant biotechnology research and product development program
focused on the production of plant-based materials for pharmaceutical,
agricultural and environmental applications.
CanniMed, through its subsidiaries, was the first producer to be
licensed under the Marihuana for Medical Purposes Regulations,
the predecessor to the current Access to Cannabis for Medical
Purposes Regulations. It was the sole supplier to Health Canada
under the former medical cannabis system for 13 years, and has been
producing safe and consistent medical cannabis for thousands of Canadian
patients, with no incident of product diversion or recalls.
Notice Regarding Forward Looking Statements
This news release contains forward-looking statements. Forward-looking
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements
of CanniMed to be materially different from any future results,
performance or achievements expressed or implied by the forward-looking
statements. These forward-looking statements include, but are not
limited to, statements relating to our expectations with respect to: the
outcome of the action filed on January 12, 2018 against Aurora, several
large shareholders of CanniMed (Golden Opportunities Fund Inc.,
SaskWorks Venture Fund Inc., Apex Investment Limited Partnership and
Vantage Asset Management Inc.), Westcap Mgt. Ltd., PFM Capital Inc.,
Canaccord Genuity Group Inc., and others; the timing and outcome of the
proposed acquisition of all the issued and outstanding common shares of
Newstrike; Often, but not always, forward-looking statements can be
identified by the use of words such as “plans”, “expects” or “does not
expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does
not anticipate”, or “believes”, or variations of such words and phrases
or state that certain actions, events or results “may”, “could”,
“would”, “might” or “will” be taken, occur or be achieved. In respect of
the forward-looking statements CanniMed has provided such statements and
information in reliance on certain assumptions that it believes are
reasonable at this time, including assumptions as to the ability of the
parties to receive, in a timely manner and on satisfactory terms, the
necessary regulatory, court and shareholders approvals; the ability of
the parties to satisfy, in a timely manner, the other conditions to the
closing of the transaction; and other expectations and assumptions
concerning the transaction. There can be no assurance that the Newstrike
Acquisition will occur, or that it will occur on the terms and
conditions contemplated in this news release. The proposed transaction
could be modified, restructured or terminated. Accordingly, readers
should not place undue reliance on the forward-looking statements and
information contained in this press release.
Since forward-looking statements and information address future events
and conditions, by their very nature they involve inherent risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of factors and risks. Readers are
cautioned that the foregoing list of factors is not exhaustive.
The forward-looking statements contained in this news release are made
as of the date of this release and, accordingly, are subject to change
after such date. CanniMed does not assume any obligation to update or
revise any forward-looking statements, whether written or oral, that may
be made from time to time by us or on our behalf, except as required by
Neither of the Toronto Stock Exchange, nor its Regulation Services
accept responsibility for the adequacy or accuracy of this release.
Ian Robertson, 416-867-2333
Vice President, Communication Strategy