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6k filed on the pr too.
https://sec.report/Document/0001279569-22-000406/
Man, if you are still holding, you're doing awesome!
really nice things going on. Seems the new ceo continues to do what he says.
So in the press release that came out a but ago...
"Transaction will provide immediate positive Adjusted EBITDA to Aurora, and support the Company's path to Adjusted EBITDA profitability in the first half of fiscal 2023."
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Aurora Cannabis Advances Premiumization Strategy by Acquiring Thrive Cannabis, and its Award-Winning Greybeard Brand, in a Margin Accretive Transaction
6:06 PM ET 3/22/22 | Dow Jones
-- Thrive's highly experienced and trusted cannabis team in craft
cultivation, product innovation, and operational execution will lead
Aurora's Canadian recreational business
-- Expands Aurora's brand offering with Greybeard, an award-winning,
super-premium, high margin brand regarded for its budtender appreciation
-- Transaction is expected to close in Aurora's Q4 fiscal 2022, contribute
immediate positive EBITDA and support Aurora's goal to reach EBITDA
profitability in the first half of fiscal 2023
NASDAQ | TSX: ACB
EDMONTON, AB, March 22, 2022 /CNW/ - Aurora Cannabis Inc. (the "Company" or "Aurora") (NASDAQ: ACB) (TSX: ACB), the Canadian company defining the future of cannabinoids worldwide, is pleased to announce today that the Company has reached an agreement to acquire all of the issued and outstanding shares of TerraFarma Inc. (parent company of Thrive Cannabis) ("Thrive") (the "Transaction"). The Transaction is based upon aggregate consideration of $38 million (the "Initial Consideration") payable in cash and Aurora common shares ("Aurora Shares"), plus two earnout amounts (the "Earnout Consideration") payable in Aurora Shares or cash (at the election of Aurora), if applicable, based on Thrive achieving certain revenue targets within two years of closing of the Transaction.
The Transaction is expected to strategically strengthen Aurora's position in the Canadian market by placing the Thrive team in charge of Aurora's Canadian recreational portfolio, advancing the shift in focus to innovative premium products including dried flower, pre-rolls, vapour products, and concentrates. The Transaction is expected to close, subject to customary closing conditions, in Aurora's fiscal Q4 2022. It is anticipated that the Transaction will provide immediate positive Adjusted EBITDA to Aurora, and support the Company's path to Adjusted EBITDA profitability in the first half of fiscal 2023.
Founded in 2018, Thrive is a licensed producer of super-premium cannabis concentrates and craft dried flower, and leverages innovative cultivation and extraction techniques with a singular focus on achieving the highest quality standards. Thrive is most widely known for its award-winning flagship recreational brand, Greybeard Cannabis Co. ("Greybeard"), which amongst other accolades was recognized as the #1 brand recommended by Canadian budtenders in 2021, and was the 2021 winner of Best Concentrate from the Kind Magazine Awards, as voted for by budtenders.
Management Commentary
"As consolidation among licensed producers accelerates, it's vital that any transactions we make, now or in the future, be strategic, accretive, and centred around adding exceptional talent and brands that align with our path to profitability," said Miguel Martin, Chief Executive Officer of Aurora. "In these respects, Geoff and the Thrive team have a track record seldom found elsewhere in the Canadian market. They are truly exceptional cultivators who have gained trust with consumers and developed products that have been recognized and acclaimed by Canadian budtenders and industry peers. We see a unique opportunity to leverage their expertise to deliver near and long-term benefits for both our recreational and medical markets," he continued.
"This transaction supports our path to profitability while ensuring that we are strategic in our M&A activity. Thrive's achievement of positive standalone EBITDA, combined with their exceptional operational and brand capabilities, truly set them apart, and we look forward to leveraging their expertise as we embark together on Aurora's path to profitability, " he concluded.
"We are excited to be joining a team that shares our vision for delivering the highest quality, premium cannabis products to consumers in a way that generates sustainable profitability," said Geoff Hoover, Chief Executive Officer of Thrive. "We look forward to combining our best-in-class products and innovation pipeline with Aurora's depth of operational capabilities, robust route to market and shared focus on superior science and genetics that is critical for advancement in this sector. This combining of two great companies will be transformative."
Strategic Rationale
Supports Aurora's Timeline to Profitability with Positive and Growing EBITDA: Transaction is aligned with Aurora's plan to achieve profitability in H1/FY23 on an Adjusted EBITDA basis. Thrive has achieved positive standalone EBITDA in the last 12 months ended December 2021, with additional cost synergies expected to drive further EBITDA growth.
Acquisition of Two Leading Cannabis Brands Synonymous with Quality & Consistency: Thrive adds two new brands to Aurora's portfolio, both of which have rapidly gained market share over the last twelve months and are expected to flourish with additional resources on Aurora's platform:
Greybeard is an ultra-premium, high-terpene, high-potency brand with a world class lineup of concentrates that has quickly developed recognition with budtenders and cannabis connoisseurs. Concentrates are produced using a proprietary hydrocarbon extraction and refining process that maximizes the cannabinoids and terpene content, resulting in aromatic and flavourful products that highlight the unique characteristics of each strain. Greybeard also utilizes industry leading cultivation practices to offer super-premium, small batch, AAAA quality dry flower and pre-rolls, featuring large pristine buds grown in its indoor facilities.
Being Cannabis is a wellness-oriented brand known for their sublingual THC and CBD strips. These fast-acting and precisely dosed sublingual strips dissolve under the tongue and don't require any accessories or preparation.
Addition of Highly Experienced Management Team with Leading Operational and Cultivation Expertise: Transaction will add a talented management team comprised of industry veterans with leading cannabis cultivation, extraction, and product development expertise. The Thrive team leading Aurora's Canadian recreational business will drive significant improvements to the consistency, quality, and yield of Aurora's cannabis products across the portfolio.
Robust Product Pipeline Led by Expansive Genetics Library: Thrive brings a genetics library that has consistently delivered 24%+ THC potency, high yielding (80g+ / plant) and disease-resistant cultivars. These new cultivars, along with various SKUs in the development pipeline for Greybeard and Being, will deliver innovative and on-trend products to Canadian consumers.
Transaction Details and Timing
The Transaction will be effected by way of a three-cornered amalgamation whereby Thrive will amalgamate with a wholly-owned subsidiary of Aurora resulting in Aurora owning all of the issued and outstanding shares of the amalgamated entity in exchange for the Initial Consideration to be issued to Thrive shareholders on a pro rata basis at deemed price per Aurora Share equal to the volume weighted average trading price ("VWAP") of Aurora Shares on the Toronto Stock Exchange ("TSX") for the 5 trading days immediately prior to the second business day prior to the effective date of the Transaction. The sum of $3 million of the Initial Consideration is subject to a holdback to be released on the 18-month anniversary of the closing of the Transaction subject to adjustment for any indemnification claims. The Earnout Consideration consists of up to $10 million for satisfying certain near-term revenue targets and up to $20 million for satisfying certain long-term revenue targets within 2 years of the closing of the Transaction, each payable in cash, Aurora Shares or a combination of both (at the election of Aurora).
The number of Aurora Shares to be issued under the Earnout Consideration, if any, will be calculated based on a deemed price per Aurora Share equal to the VWAP of Aurora Shares on the TSX for the 5 trading days immediately prior to the applicable earnout payment date.
The Transaction is subject to receipt of regulatory, third party and Thrive shareholders' approvals and other customary closing conditions and expected to close in Aurora's fiscal Q4 2022. Lazard Canada Inc. is acting as exclusive financial advisor to Aurora in connection with the Transaction. McMillan LLP is serving as legal counsel to Aurora.
About Aurora Cannabis
Aurora is a global leader in the cannabis industry, serving both the medical and consumer markets. Headquartered in Edmonton, Alberta, Aurora is a pioneer in global cannabis, dedicated to helping people improve their lives. The Company's adult-use brand portfolio includes Aurora Drift, San Rafael '71, Daily Special, and Whistler, as well as CBD brands, Reliva and KG7. Medical cannabis brands include MedReleaf, CanniMed, Aurora, Whistler Medical Marijuana Co, and Pedanios. Driven by science and innovation, and with a focus on high-quality cannabis products, Aurora's brands continue to break through as industry leaders in the medical, performance, wellness and adult recreational markets wherever they are launched. Learn more at www.auroramj.com and follow us on Twitter and LinkedIn.
Aurora's common shares trade on the NASDAQ and TSX under the symbol "ACB" and is a constituent of the S&P/TSX Composite Index.
About Thrive Cannabis
Founded in 2018, Thrive Cannabis is a vertically integrated cannabis company based in Simcoe, Ontario. Thrive is most widely known for its award-winning flagship adult-use brand, Greybeard Cannabis Co., which specializes in premium quality, small-batch craft cannabis concentrates and flower products. Thrive is also known for its adult-use wellness-oriented brand, Being. The Thrive team leverage their expertise in cannabis cultivation, extraction and product development with a singular focus on delivering the highest quality standard products to consumers. Learn more at www.thrivecannabis.ca.
Forward Looking Information
(MORE TO FOLLOW) Dow Jones Newswires
March 22, 2022 18:06 ET (22:06 GMT)
Wow... at last!!..
Hello Longs!..you are going to put up that smile soon!..
Here is the breakout alert for Aurora!... Enjoy!.
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=168296038
You had great timing on that purchase! I know if I purchase then I'd be struggling with the question today....should I cover a bit of the cost base at this point. I've not seen anything to indicate why the drop or the rise... but I've been swamped with my normal work.
(sic) Is that DL subterfuge for shoulda-woulda-coulda?
To be fair, it was $100k CDN=)
Woot!
This is nice and ancient.
How 'bout you modernize it in lieu of 3 day old fish concerns?
Yeah, but that is also why people are bullish as they feel it's going to get reclassified, being studies are coming out showing medical value.
Very possible. I hope it's not the case as I have seen this new ceo doing what he says he plans to do...yes..actually doing it unlike the past ceo. The reality of all this, in my opinion, will all start to get revealed soon as they did give time-lines to be ebita positive as well as when the rec market might be worth jumping back into in regards to more than where we are.
Awesome and good luck! Hopefully things swing in the right direction for both of us(up for me as I don't bet against). And yeah, it's going to be interesting to see what the heck is going on. I looked around for any real justification why these canadian stocks like acb are getting hit so hard and I'm not finding anything. What I didn't do was see if some other canadian canabis company did a pr or earnings that gave a bleak outlook..
There is no accurate guide as to how a company keeps one foot in state law, and the other in federal law.
We have a company here trying to get products to people to make them feel better on some level.
The courts need to keep up. I dare say US courts are among the world's least liberal.
I think ACB due to the extrodinary amounts of capital they've infused within the company will be just fine eventually. It's not like this has been done before and I think ACB has a leg up.
My trades don't reflect a long position. This isn't yet a long company.
I put $100k into a trade here because I knew I could buy that much stock without a dimple on any direction.
My sell point is already in.
I'm here to make money trading this stock, which is another reason I haven't been around much lately; it wasn't trading well, and now it is. Nice 10-20% swings.
I'm trying to make sense of any of this. It's not just acb but we are getting beaten up worse in my opinion. He did say any further dilution would be(don't quote me.as one should go read the cc transcript) for strategical things like aquasitions... but they were waiting as things would get more appropriately prices(he did later say 9 months is when he thought rec would be getting cleaned up). So is this further dilution we are seeing now...for an aquasition to take place (medical related) in the USA? It is plausible imo. I'm just not sure where and when this pain ends. I wish you well and they say one should be looking to buy while others are running when bargain hunting. I just need some real plausible theories before I toss more into this...Risk is too high even for me right now(and I play higher risk/longer term plays all the time)
Bearish: DEA has cannabis listed as a schedule-1 drug with no medical value.
Bought a boatload @ $3.0
Does anyone want to tell me what an idiot I am, today?
=)
I know Exactly what you're saying I was one of the idiots who refused to listen.. Insiders dumping shares saying that their house burnt down.. Management claiming to be EBTIDA positive promise after promise and never deliver and then serve up a nice reverse split.. Not to mention the 2 crooks Cam Battley and Terry Booth Robbed investors blind and have fled the scene.. Promising the Aurora sun facility to be finished and operational and instead they put it up for sale... There has been so many fleeces with Aurora I wouldn't touch it with a 10' Pole..
It was a painful lesson for many. Some still haven't learned that "management speak" does not equate to reality. The numbers say one thing, management says another.
ACB management keeps getting bonuses for raping the shareholders and they smile while they're doing it.
Up +4.13% in the past day!
Too bad the YTD is down -42.96%
Even worse, the five year history is down -84.54%
How many shares are outstanding right now?
Another reverse split coming? Soon enough it will be back under $1
They will use it on whatever they like, no matter what they "said."
They are burning cash like crazy and they are bonused on how much cash they raise by dilution investors.
Don't forget In Germany, Aurora has the top-two best selling flower products. "The company notes that Germany is the largest cannabis market in the EU, with 83 million citizens, and the new leadership in the country favors recreational legalization. "
The question I have is what are they ready to pounce on with this cash. Per the cc they were clear what it's not going to be used for.
Work together on what???
I believe the numbers. You believe what management wants you to believe.
One of those strategies has resulted in a 98% loss of share price.
(hint: the numbers don't lie.)
Ok. So the proper address back then would have been to point out the 450M was stated at the cc which already included the 17m new shares. Geez. Work together person... I was more bent out of shape the 17m came after the cc.. good to know. It still stands what he said in the cc for the $.
Nope. You were off by $90m. Your exact post is right here.
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=168021317
"They had 450M already in cash. "
And now France is the savior?
How many countries have been the saviors before this?
The numbers and share price tells the tale no matter how things are spun.
Lol. Ok. I was 5m off so I'll give you that. I believe i posted about the dilution already as i post both good and bad and my opinions.. what this board is meant for. Btw, did you see the news today in regards to France? I believe he mentioned our next shipment to France in the last cc as well.
March 1 may not go down in history as a revolutionary date in France—like, say, the July standbys such as Bastille or Independence Day—but it will still stand as a significant one in the world of cannabis.
The French government has finally seen the light and announced that medical cannabis is here to stay. They have, as a result, now agreed to a decree authorizing the medical cultivation, manufacture, and distribution of medical cannabis in the country as of today.
https://hightimes.com/news/france-moves-to-begin-cultivating-medical-cannabis/
I don't have a problem with looking beyond a simple google search for you.
That was AFTER they sold the additional $90m is shares. You claimed it was before.
Your claim about it being before they did the placement was not correct. Details matter.
That was AFTER they sold the additional $90m is shares. You claimed it was before.
Your claim was in error. Details matter.
O geez. I didn't have the name of the person. Here it is for you. Awesome I can help on this clarification!
Aurora Cannabis, the Canadian company defining the future of cannabinoids worldwide, announced its financial and operational results for the second quarter fiscal 2022 ended December 31, 2021. "During the second quarter, we improved our Adjusted EBITDA by $2.5 million over Q1, moving us closer to our profitability goal. Our focus remains on further cost reductions, and we are pleased to announce today that we expect to reach the high end of the $60 to $80 million range. Our balance sheet remains among the strongest in the industry, with approximately $445 million in cash as of yesterday. This gives us significant working capital to support organic growth and positions us to pursue strategic M&A opportunities," stated Miguel Martin, Chief Executive Officer of Aurora.
I don't have a problem doing your google search.
"So let's begin with a few key highlights. We have one of the strongest balance sheets among Canadian LPs, including approximately $445 million in cash as of yesterday, no term debt and access to a USD 1 billion shelf perspective. This prospectus includes a USD 300 million ATM, from which we have recently drawn down nearly USD 90 million, meant to position us to take advantage of strategic M&A opportunities in the future. Our cash flow continues to improve with $20.3 million used in operating working capital in Q2 compared to $67.3 million in the same period of last year."
"Credit facility terms improved including maturity extension to December 2022
~$450 million of cash on balance sheet & improving cashflow positions company to drive sustainable, long-term revenue growth"
It doesn't say a word about them having the $450M in cash you claimed they had.
Awesome input and thank you! I don't think anyone added this interview of the ceo here.
If one listening to the cc and what the interview echos what was said in the cc, it does help explain... be it if you trust or not trust what he says...it's just another data point.
https://www.cnbc.com/video/2022/02/10/were-the-number-one-medical-business-in-canada-aurora-cannabis-ceo-on-earnings.html
A good article about why ACB is where it is.
Why Are Dark Clouds Still Looming Over This Pot Stock?
https://www.fool.com/investing/2022/02/26/why-are-dark-clouds-still-looming-over-this-pot-st/
Some notable quotes:
"It doesn't come as a surprise anymore when Canadian cannabis grower Aurora Cannabis reports disappointing quarterly results. The company has been on a roller-coaster ride for the last few years, failing to rebound. This year doesn't look any different. "
"Declining revenue has become a regular occurrence for Aurora Cannabis. In its recent second quarter (ended Dec. 31, 2021), Aurora's total net revenue declined 10% year over year to 60 million Canadian dollars."
"Aurora has missed achieving its positive target for earnings before interest, taxes, depreciation, and amortization multiple times by now, making investors skeptical."
"But this kind of heavy dilution doesn't sit well with investors, which is evident from its declining stock price. "
"But with it consistently missing its targets, it's hard to believe it will be EBITDA positive by next year. "
$332M USD DOES NOT equate to $450M CAD
Show where you got your $450M from.
At the end of the last quarter they had $332M in cash, not the $450M you want to claim. They had burned through $90M in cash in 6 months.
Given a 21% share price decline since earning were announced, I would say investors are not very pleased with the actual numbers and the additional dilution.
https://www.sec.gov/Archives/edgar/data/1683541/000127956922000209/ex991.htm
Too funny. Here are a couple of things you may want to take note of:
1) Insider sales are typically not perceived as positive events.
2) Shares obtained by insiders through grants are paid for by shareholders. It is free money for the insider.
So with the about 17M shares that are in the float now, as it was 198M, do you think that is to support the salaries of the CEO and directors? They had 450M already in cash. That would be some pretty massive raises! Thoughts?
Thanks for all the knowledge you bring here to discuss our investment! Here is another fact about the company.
Aurora Cannabis Inc. (TSE:ACB) Senior Officer Andre Jerome sold 6,916 shares of the stock in a transaction that occurred on Friday, February 18th. The stock was sold at an average price of C$5.31, for a total value of C$36,719.81. Following the completion of the transaction, the insider now owns 31,674 shares in the company, valued at approximately C$168,169.94.
Please don't focus on me as I'm already overconfident enough with a big ego. As for acb, this new management has a mission that seems logical to me. It's OK we have different opinions, but let's not get personal and keep the focus on the company.
I'm wondering how that strategy is working out?
When the numbers said that EBITDA positive wouldn't happen you said, "But cam said so" and "the midas letter said so." The numbers were right.
Then you said, "but cam really meant the next quarter." (The beginning of the perennial next quarter timeframe.) The numbers were right.
When the numbers said that the new EBITDA positive goal wouldn't happen you said, "But Singer said so." The numbers were right.
When the numbers showed the company was bleeding cash and new ATMs were announced you said, "they'll only use it if they have to, and they don't have to." The numbers were right.
Now you want to imply that somehow, more dilution is something other than what it is. Given the record of the numbers showing the real story and your constant support of "inaccurate" management statements I wonder how that will work out? During that time management has continued to collect huge bonuses but shareholders have lost 98% of their money.
Yup, next quarter, next year.
The numbers tell the real story.
Yeah. People need to listen to the cc to understand the numbers. He was pretty clear .
Outstanding Shares
198,572,414
02/03/2022
For those "half full" people who thought they were finished with selling shares, here is what the company claims they still can sell,
"As of December 31, 2021, the Company has access to the following capital resources available to fund operations and obligations:
• $332.4 million cash and cash equivalents; and
• US$1.0 billion securities registered for sale under the 2021 Shelf Prospectus filed on March 30, 2021 (the “2021 Shelf Prospectus”) for future financings or issuances of securities, including US$300 million available securities for sale under the 2021 at-the-market (ATM) program (the “ATM Program”).
"
https://www.sec.gov/Archives/edgar/data/1683541/000127956922000209/ex991.htm
They aren't close to the end of selling shares.
Yup, contrary to what some here claimed, they are not finished selling shares.
Hey but wont they just sell more in the future
Their main product is shares, not pot.
This has been denied by some here but the company admits it clearly in their releases.
"Subsequent to Q2 2022, the Company issued 19,595,000 common shares for gross proceeds of US$89.7 million under the ATM program."
The company's Q2 2022 ended less than 2 months ago. That's $45 million per month selling shares instead of pot.
That far outpaces their pot revenue. But yet, management will be happy with the bonuses.
Oh, and for those who have trouble with the math, the company admits with those sales that their stock is worth no more than $4.50 per share.
If you didn't listen to the conference call, he gave a good summary of the industry here and where ACB sits in it at thus link below. Hope this helps whatever decision you make. I am more pro acb and tilray and try to not be biased to only one side. Simply keep that in mind that in mind I'm a glass 1/2 full and am willing to take on risk where it may take a couple years to pay off.... it's worked for me in the past. I'm not sure if this will do down over the next 9 months, but I believe this market will be heating up alot as all these countries legalize.
https://www.cnbc.com/video/2022/02/10/were-the-number-one-medical-business-in-canada-aurora-cannabis-ceo-on-earnings.html
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