LEAMINGTON, ON and
TORONTO, Feb. 2, 2018 /CNW/ - Aphria Inc. (TSX:
APH or OTCQB: APHQF) ("Aphria") and
Liberty Health Sciences Inc. (CSE:LHS or OTCQB:LHSIF)
("Liberty") jointly announce that they have entered into a
definitive agreement (the "Agreement") with respect to the
sale (the "Transaction") of Aphria's subsidiary Aphria
(Arizona) Inc. and its sole
holdings being the minority membership interests in
Copperstate Farms, LLC and Copperstate Farms Investors, LLC
(collectively "Copperstate") to Liberty for a purchase price
of $20 million ("Purchase
Price").
"The sale of Copperstate is an important step in our continued
efforts to work collaborately with the TSX and Canadian securities
regulatory authorities regarding the divestiture of our direct
investment in a US cannabis business," said Vic Neufeld, Chief Executive Officer of Aphria.
"We are assessing solutions that meet the needs of Aphria while
protecting shareholder interests and maintaining shareholder value.
On behalf of the Aphria team, I would like to acknowledge the great
work being done by Copperstate to provide high-quality medical
grade cannabis to Arizona
patients. Liberty and its strong management team will be a great
partner for Copperstate moving forward.
Copperstate owns approximately 1.7 million square feet of
greenhouses in Snowflake, Arizona
of which approximately 348,000 square feet are in production of
medical cannabis.
"This acquisition further demonstrates Liberty's commitment to
expanding its leadership position in the U.S. medical cannabis
industry" said George Scorsis,
Director and CEO of Liberty. "The Copperstate team has strong
operational expertise and we look forward to a productive
collaboration to enhance the experience of Arizona patients".
An independent special committee (the "Aphria
Committee") of the board of directors of Aphria (the
"Aphria Board") received an opinion from Haywood Securities
Inc., independent financial advisors to Aphria, that as of
January 31, 2018, and subject to the
assumptions, limitations and qualifications on which such opinions
are based, the Purchase Price for the Transaction is fair from a
financial point of view. The Aphria Committee unanimously
recommended the approval of the Transaction to the Aphria
Board. Subsequently, the Transaction and the entering into of
the Agreement were unanimously approved by the Aphria
Board.
In conjunction with the Transaction, an independent special
committee (the "Liberty Committee") of the Board of
Directors of Liberty (the "Liberty Board"), received an
opinion from Clarus Securities Inc., its independent financial
advisor, that as of January 31, 2018,
and subject to the assumptions, limitations and qualifications on
which such opinions are based, the Purchase Price for the
Transaction is fair from a financial point of view. The Liberty
Committee unanimously recommended the approval of the Transaction
to the Liberty Board. Subsequently, the Transaction and the
entering into of the Agreement were unanimously approved by the
Liberty Board.
The Transaction is subject to customary conditions of closing,
including the satisfaction or waiver of a right of first offer in
favour of existing Copperstate investors. The Transaction is
expected to close in the second quarter.
About Aphria
Aphria Inc., one of Canada's
lowest cost producers, produces, supplies and sells medical
cannabis. Located in Leamington,
Ontario, the greenhouse capital of Canada. Aphria is truly powered by sunlight,
allowing for the most natural growing conditions available. We are
committed to providing pharma-grade medical cannabis, superior
patient care while balancing patient economics and returns to
shareholders.
For more information, visit www.aphria.ca
About Liberty Health Sciences Inc.
Liberty Health Sciences Inc. ("Liberty") is an investor and
operator in the medical cannabis market, capitalizing on new and
existing opportunities in U.S. states where medical cannabis is
legal. Liberty's stringent investment criteria for
expansion maximizes returns to shareholders,
while focusing on significant near and
mid-term opportunities. Liberty has an
extensive background in highly regulated industries, with expertise
in becoming a low-cost producer. Liberty leverages commercial
greenhouse knowledge to deliver high-quality, clean and
safe pharmaceutical grade cannabis to patients.
For more information, visit
www.libertyhealthsciences.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain
information in this news release constitutes forward-looking
statements under applicable securities laws. Any statements that
are contained in this news release that are not statements of
historical fact may be deemed to be forward-looking statements.
Forward-looking statements are often identified by terms such as
"may", "should", "anticipate", "expect", "believe", "plan",
"intend" or the negative of these terms and similar expressions.
Forward-looking statements in this news release include, but are
not limited to, expectations related to the proposed transaction
between Aphria and Liberty for Copperstate. Forward-looking
statements necessarily involve known and unknown risks, including,
without limitation, risks associated with general economic
conditions; adverse industry events; marketing costs; loss of
markets; future legislative and regulatory developments involving
medical marijuana; inability to access sufficient capital from
internal and external sources, and/or inability to access
sufficient capital on favourable terms; the medical marijuana
industry in Canada and
the United States generally,
income tax and regulatory matters; the ability of Aphria or Liberty
to implement its business strategies; competition; crop failure;
currency and interest rate fluctuations and other risks.
Readers are cautioned that the foregoing list is not exhaustive.
Readers are further cautioned not to place undue reliance on
forward-looking statements as there can be no assurance that the
plans, intentions or expectations upon which they are placed will
occur. Such information, although considered reasonable by
management at the time of preparation, may prove to be incorrect
and actual results may differ materially from those anticipated.
Forward-looking statements contained in this news release are
expressly qualified by this cautionary statement.
SOURCE Aphria Inc.