Canopy Growth Corporation’s $69 Million Acquisition of Lemurian, Inc. (Jetty)

Paul Hastings LLP acted as U.S. legal counsel to Canopy Growth. Cassels Brock & Blackwell LLP acted as Canadian legal counsel to Canopy Growth. Raines Feldman LLP assisted Jetty.

Canopy Growth Corporation (TSX: WEED) (NASDAQ: CGC) and Lemurian, Inc., a California-based producer of high-quality cannabis extracts and pioneer of clean vape technology, entered into definitive agreements providing Canopy Growth, by way of a wholly-owned subsidiary, the right to acquire, upon federal permissibility of THC in the U.S. or earlier at Canopy Growth’s election, up to 100% of the outstanding capital stock of Jetty.

The agreements are structured as two separate option agreements whereby Canopy Growth will make aggregate upfront payments in the amount of approximately US$69 million payable through a combination of cash and Canopy Growth common shares in exchange for approximately 75% of the equity interests in Jetty, subject to certain adjustments. Upon exercise of the rights to acquire up to 100% of the equity interests in Jetty, Canopy Growth will make an additional payment to be satisfied through a combination of cash and Canopy Growth common shares.

Canopy Growth is a world-leading diversified cannabis and cannabinoid-based consumer product company, driven by a passion to improve lives, end prohibition, and strengthen communities by unleashing the full potential of cannabis. Leveraging consumer insights and innovation, we offer product varieties in high-quality dried flower, oil, softgel capsule, infused beverage, edible, and topical formats, as well as vaporizer devices by Canopy Growth and industry-leader Storz & Bickel. 

Founded in 2013, Jetty is one of the true originals in the California cannabis market. Jetty began its operations in San Diego with a focus on craft and innovation while applying a strict adherence to compliance, fiscal responsibility, environmental concerns, and community commitment (with a little time for some surfing in between). 

The Cassels’ team was led by Jonathan Sherman (Picture), Jamie Litchen, Tayyaba Khan and Thea Gaertner. 

The Raines Feldman team consisted of  Jonathan Littrell. 

Involved fees earner: Thea Gaertner – Cassels Brock & Blackwell LLP; Tayyaba Khan – Cassels Brock & Blackwell LLP; Jamie Litchen – Cassels Brock & Blackwell LLP; Jonathan Sherman – Cassels Brock & Blackwell LLP; Jonathan Littrell – Raines Feldman LLP;

Law Firms: Cassels Brock & Blackwell LLP; Raines Feldman LLP;

Clients: Canopy Growth Corp.; Jetty Extracts;

Sonia Carcano

Author: Sonia Carcano