On July 18, 2022, Canopy Growth Corporation closed its previously announced exchange transaction with certain holders of Canopy’s outstanding 4.25 percent unsecured senior notes due 2023 to reduce its debt obligations by approximately $263 million in exchange for common shares and approximately $5.4 million in cash for accrued and unpaid interest. Constellation Brands, Inc., through a wholly owned subsidiary, participated in the transaction.

On the initial closing, 35,662,420 Canopy shares were issued to the noteholders based on a price equal to US$3.50 per Canopy share.

On the final closing, 29,245,456 Canopy shares were issued to Constellation and 11,896,536 Canopy shares were issued to other noteholders.

Upon deal closing, Canopy acquired and cancelled $100 million aggregate principal amount of the notes held by Constellation in exchange for 29,245,456 Canopy shares.

Cassels Brock & Blackwell LLP acted for Canopy with a deal team comprised of Jonathan Sherman, Jamie Litchen, Tayyaba Khan, Jeffrey Roy, Thea Gaertner (Securities and Cannabis), Chuck Rich, Daniel Cipollone (Banking & Specialty Finance and Cannabis), Zahra Nurmohamed, Tera Li Parizeau (Tax), and Golsa Hashemi-Ghochani (Summer Student).

Latham & Watkins LLP acted as US counsel for Canopy with a deal team comprised of Greg Rodgers, Arash Aminian-Baghai, Ryan Gold, and Andrew Bentz.

Osler, Hoskin & Harcourt LLP acted for Constellation with a deal team comprised of Emmanuel Pressman, James Brown, and Rob Lando.