Canopy Growth to acquire MTL Cannabis in stock-and-cash deal valued at ~38M shares + C$17M

Canopy Growth Corp

Exchange ratio: 0.32 CGC share + C$0.144 cash per MTL share; aggregate approx. 38M CGC shares and C$17M cash.
~75% of MTL shareholders entered voting support agreements; ~72% of CGC shares issued to MTL holders locked up for 3–12 months.
MTL founders Clement to receive 18-month consulting agreements at C$25k/month each plus C$2M PSUs; MTL CEO Perron appointed CGC COO.
Transaction subject to MTL shareholder, court, and regulatory approvals; expected closing by end of February 2026.
Termination fee of C$4M payable by MTL under specified circumstances.

item 1.01 item 3.02 item 5.02 item 7.01 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Canopy Growth Corp entered into Arrangement Agreement with MTL Cannabis Corp. valued at approximately 38 million Canopy Growth Shares and C$17 million in cash in the aggregate (effective 2025-12-14).

Action: entry
Agreement: merger
Counterparty: MTL Cannabis Corp.
Value: approximately 38 million Canopy Growth Shares and C$17 million in cash in the aggregate
Effective: 2025-12-14

Exact text from the filing

On December 14, 2025, Canopy Growth Corporation (“Canopy Growth”) entered into an arrangement agreement (the “Arrangement Agreement”) with MTL Cannabis Corp. (“MTL”) pursuant to which, among other things, Canopy Growth agreed to acquire all of the issued and outstanding common shares in the capital of MTL

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Canopy Growth Corp filing history →

Source: SEC EDGAR

accession 0001104659-25-120861

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