Aurora Cannabis Inc (ACB)

[Edward]

Aurora Cannabis to Issue Return of Capital to Shareholders via Spin-Out of U.S. Assets

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES/

New Spin-Off Company Australis Capital Applying for CSE Listing

TSX: ACB

EDMONTON, June 20, 2018 /CNW/ - Aurora Cannabis Inc. ("Aurora" or the "Company") (TSX: ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) announced today that it intends to distribute units consisting of shares and warrants of its subsidiary, Australis Capital Inc. ("Australis"), to shareholders of the Company by way of a return of capital.

Capital distribution of Australis shares to Aurora shareholders

The spin-out of Australis will happen in the form of a distribution of units (the "Units") in Australis Capital to resident holders of Aurora shares (the "Distribution"). Non-resident holders will receive cash instead of units pursuant to the spin-out, as explained below.

The Distribution will be paid on the basis of one Unit for every 20 Aurora shares outstanding on the record date, to be fixed by the board of directors of Aurora. Each Unit will consist of one common share ("Share") and one Share purchase warrant ("Warrant") of Australis. Each Warrant will entitle the holder thereof to acquire one Share at an exercise price of $0.25 per Australis share, on or prior to 4:00 p.m. (Eastern Time) on the date that is one year from the date of the Distribution.

Aurora shareholders are not required to pay for the Units they receive by way of the Distribution, to tender or surrender their Aurora shares, or to take any other action in connection with the Distribution, other than providing a declaration of residency.

Australis has filed a preliminary prospectus in all provinces and territories of Canada, except for Quebec in respect of the Distribution, which is available on SEDAR under Australis' profile (www.sedar.com). Australis intends to file a preliminary prospectus in Quebec shortly, upon completion of translation of the preliminary prospectus into French.

Spin-out to Non-resident Holders

As described in further detail in the preliminary prospectus, no Shares will be issued to shareholders who are (or are deemed to be) non-residents of Canada. Rather, such Shares will be delivered to a custodian for sale in the open market following the Distribution, and the net cash proceeds will be delivered to non-resident shareholders, net of any withholding taxes. Shareholders who fail to provide a declaration of Canadian residency in the form that will be provided will be deemed to be a non-resident for these purposes. Canadian shareholders who hold their shares in Aurora through a brokerage or other account are therefore urged to contact their brokers to avoid being deemed a non-resident.