Aphria Inc. acquires LATAM Holdings Inc. for US$130M

COLOMBIA - Aphria Inc. of Canada planned to acquire the entire share capital of LATAM Holdings Inc., manufacturer of pharmaceutical preparations, from Scythian Biosciences Corp., for a total COP 376.112 bil (USD 130.887 mil), in a stock swap transaction. The consideration was to consist of 15.678 mil Aphria common shares valued at COP 373.923 bil (USD 130.1125 mil) and the assumption of COP 2.188 bil (USD 0.761) in liabilities. The shares were valued based on Aphria's closing stock price of COP 23,849.732 (USD 8.3) on 16 July 2018, the last full trading day prior to the announcement. The transaction was to include 90% of Colcanna and the entire share capitals of ABP and Marigold Acquisitions Inc.

The purposes of the transaction were for Aphria Inc. to solidify its position in the global cannabis industry, to acquire strategic assets, to strengthen the management team, to expand in South America and to gain accretive cash flow in 2019.

Date Announced: 07/17/2018
Deal Status (as of publication date): Pending
Deal Value (US mil): $130.89

ACQUIRER ADVISORS*
Cormark Securities Inc. (Financial Advisor)
Stikeman Elliott LLP (Legal Advisor)

TARGET ADVISORS*
Clarus Securities Inc. (Financial Advisor)
Haywood Securities Ltd. (Financial Advisor)
Gowling WLG (Canada) LLP (Legal Advisor to Parent)

Scythian Biosciences Corp, formerly Kitrinor Metals Inc., is a Toronto, Canada-based pre-clinical research and development company. It is engaged in the process of developing drug therapies. The Company conducts a project regarding development of a cannabinoid-based combination drug therapy for the treatment of concussions and traumatic brain injury. The Company also provides a research in area of treatment of gastro-inflammatory disease. It was founded in 2005.

LATAM Holdings Inc is a manufacturer and wholesaler of pharmaceutical preparations. The Company is located in Colombia. It holds 90 per cent of Colcanna, a Colombian medical cannabis producer, 100 per cent of ABP, an Argentine pharmaceutical import and distribution company and 100 per cent of Marigold Acquisitions Inc., a B.C.-incorporated entity, which owns 100 per cent of Hampstead Holdings Ltd., a Bermuda-incorporated entity. Hampstead Holdings owns 49 per cent of Marigold Projects Jamaica, which has received a licence to cultivate, as well as conditional licences to process, sell and provide therapeutic (or spa) services using cannabis products. 

Aphria Inc., located in Leamington, Ontario, is a medical cannabis company. It is engaged in the business of producing, supplying and selling medical marijuana. It has over 40 strains of medical marijuana in approximately 30,000 square feet of operating space across three light- and computer-controlled glass greenhouses. The Company was founded in June 2011.

*List of advisors are those known at press time.