The Supreme Cannabis Company, Inc. is pleased to announce that Institutional Shareholder Services Inc. (“ISS“) and Glass, Lewis & Co., LLC (“Glass Lewis“), leading independent proxy advisory firms, have each recommended that Supreme shareholders vote “FOR” the resolution approving the plan of arrangement (the “Arrangement“) involving Canopy Growth Corporation (“Canopy“) at Supreme’s special meeting of shareholders (the “Meeting“) on Thursday June 10, 2021 at 10:00 a.m. (Toronto time).
In reaching its recommendation, ISS stated the following:
“The Arrangement makes strategic sense as the combined entity is anticipated to capture approximately $30 million in cost synergies within two years of closing across COGS and G&A expenses, with current FIRE shareholders able to participate in the upside potential represented by the new larger scale cannabis entity.”
The recommendation from ISS follows the report from Glass Lewis, who also recommended that shareholders vote “FOR” the Arrangement, noting that:
“Supreme shareholders will also benefit from an increase in trading liquidity and participation in a company with enhanced capital markets presence and a broader shareholder group, with strengthened access to growth capital in the form of both debt and equity.”
Voting and Support Agreements
Supreme is also pleased to announce that two institutional shareholders holding in aggregate approximately 5.46% of the total issued and outstanding Supreme shares on a non-diluted basis have entered into voting support agreements (the “Support Agreements“) with Canopy. Pursuant to the Support Agreements, the two institutional shareholders have agreed, among other things and subject to the terms contained therein, to vote all of the Supreme shares owned by such shareholders in favour of the Arrangement.
Under the terms of the Arrangement, Supreme shareholders will receive 0.01165872 of a Canopy common share and $0.0001 in cash in exchange for each Supreme share held (the “Consideration“). The Consideration represented a premium per Supreme share of approximately 66% based on the closing prices of the Supreme shares and Canopy shares on the Toronto Stock Exchange (the “TSX“) on April 7, 2021, being the date Supreme and Canopy entered into the definitive agreement in respect of the Arrangement.
VOTING IS FAST AND EASY
Even if a Supreme shareholder has never voted before, every vote will count no matter how many shares such shareholder owns. Holders of Supreme shares eligible to vote at the Meeting must vote their proxies before 10:00 a.m. (Toronto time) on June 8, 2021.
FOR SUPREME SHAREHOLDERS WITH QUESTIONS OR REQUIRING HELP VOTING:
If you have any questions or require more information with respect to the procedures for voting, please contact our strategic shareholder advisor and proxy solicitation agent, Kingsdale Advisors, by telephone at 1-877-659-1819 (416-867-2272 for collect calls outside of North America) or by email at firstname.lastname@example.org.