Canopy Growth to Acquire MTL Cannabis; Transaction Expected to Create Canada’s Leading Medical Cannabis Business and Enhance Capacity to Serve Growing International Demand
This news release constitutes a “designated news release” for the purposes of Canopy Growth’s prospectus supplement dated August 29, 2025 to its short form base shelf prospectus dated June 5, 2024
All financial amounts in this press release are expressed in Canadian dollars.
- Highly accretive business combination expected to generate significant run-rate synergies of approximately $10 million within 18 months
- Strengthens Canopy Growth’s presence in Québec with an opportunity to expand national distribution of MTL’s high-quality, budtender-recommended product portfolio²
- MTL’s core management team is expected to join Canopy Growth to drive cultivation excellence and enhance the Company’s product quality and operational performance
- Implied consideration of $0.91 per MTL Share based on the closing price of Canopy Growth Shares on the TSX as of December 12, 2025. Represents a 45% premium to the average 20-day VWAP of MTL Shares on the CSE as of December 12, 2025
SMITHS FALLS, Ontario & POINTE-CLAIRE, Quebec–(BUSINESS WIRE)–Canopy Growth Corporation (“Canopy Growth” or the “Company”) (TSX: WEED) (Nasdaq: CGC) and MTL Cannabis Corp. (“MTL Cannabis” or “MTL”) (CSE: MTLC) (OTCQX: MTLNF) are pleased to announce that they have entered into a definitive arrangement agreement (the “Arrangement Agreement”) pursuant to which Canopy Growth will acquire all of the issued and outstanding common shares of MTL (the “MTL Shares”) and will settle all debt and debt-like instruments owed by MTL, in a transaction valued at approximately $125 million on a fully-diluted equity basis (the “Transaction”) and approximately $179 million on an enterprise value (“TEV”) basis. Under the terms of the Arrangement Agreement, each shareholder of MTL (an “MTL Shareholder”) will receive fixed consideration for each MTL Share equal to: (i) 0.32 of a common share of Canopy Growth (each whole share, a “Canopy Growth Share”), and (ii) $0.144 in cash.
MTL was founded by Québec-based entrepreneurs and brothers, Richard and Michel Clément, who built the company around a deep commitment to cultivating high-quality cannabis flower. The quality of the cannabis products produced by MTL’s disciplined, craft-driven cultivation approach has earned national recognition, including being named Canada’s #1 budtender-recommended brand in a 2024 Brightfield Study¹. MTL brings proven operations excellence, loyal consumer demand, and a track record of producing cannabis that performs in market. Canopy Growth intends to leverage the expertise of the MTL team as it continues to elevate its cannabis product portfolio.
“MTL brings skilled operators, strong brands, and a profitable business that will strengthen our leadership in Canada’s medical market and deepens our presence in key Canadian adult-use markets, including Québec. Their cultivation expertise, combined with our national scale, positions us to improve product quality, expand supply, and accelerate our path to profitable growth. Together, we’re building a stronger, more competitive Canadian business for the long term,” said Luc Mongeau, Chief Executive Officer, Canopy Growth.
“MTL was built on the idea that high-quality flower, grown with care and consistency, will always earn the trust of consumers and patients. Joining Canopy Growth gives us the platform to bring that philosophy to more Canadians. Our respective portfolios are highly complementary, and we see a strong opportunity to expand MTL’s reach through Canopy Growth’s national distribution and retail relationships. We’re incredibly proud of what our team has built and look forward to working with Canopy Growth to continue elevating Canadian cannabis,” said Richard Clément, Co-Founder and Chief Cultivation Officer, MTL Cannabis.
Original press release
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