Canopy Growth Corp (CGC): debt financing — Canopy Growth reduces total debt by ~C$437M via note redemption and credit facility paydown

Canopy Growth Corp

Redeemed ~C$193M of 4.25% convertible notes due July 15, 2023 for C$101M cash, 90.4M shares, and C$40.4M convertible debentures.
Amended term loan: reduced $100M principal for $93M cash; additional paydowns at $0.95 on the dollar from asset sale proceeds.
Expects annualized interest expense savings of ~$20-30M and total debt reduction of ~$437M over next 6 months.
Largest shareholders (CBG Group) with 171.5M shares agreed to vote in favor of shareholder approval for share issuance.
Received Nasdaq notice on July 11, 2023 for non-compliance with minimum bid price requirement due to stock below $1.00.

item 1.01 item 2.03 item 3.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

Canopy Growth Corp incurred convertible notes of C$40.4 million aggregate principal amount of newly issued non-interest bearing unsecured convertible debentures with certain holders at non-interest bearing maturing January 15, 2024.

Instrument: convertible notes
Principal: C$40.4 million aggregate principal amount of newly issued non-interest bearing unsecured convertible debentures
Counterparty: certain holders
Rate: non-interest bearing
Maturity: January 15, 2024
Event: incurrence

Exact text from the filing

of approximately $101 million in cash, (ii) the issuance of 90,430,920 newly issued common shares of the Company (the “common shares”) and (iii) the issuance of approximately C$40.4 million aggregate principal amount of newly issued non-interest bearing unsecured convertible debentures (the “Debentures”). Indenture and Debentures The Debentures were created and are

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

Canopy Growth Corp amended credit facility of reduces the principal indebtedness under the credit facility (the “Credit Facility”) in the amount of $100 million of fo with certain lenders at not specified maturing not specified.

Instrument: credit facility
Principal: reduces the principal indebtedness under the credit facility (the “Credit Facility”) in the amount of $100 million of fo
Counterparty: certain lenders
Rate: not specified
Maturity: not specified
Event: amendment

Exact text from the filing

On July 14, 2023, the Company entered into agreements with certain of its lenders under its term loan credit agreement, dated March 18, 2021, as amended on October 24, 2022 (the “Original Credit Agreement”), pursuant to which the Company and certain of its lenders agreed to amend certain terms of the Original Credit Agreement (collectively, the “Amended Credit Agreement”). The Amended Credit Agreement reduces the principal indebtedness under the credit facility (the “Credit Facility”) in the amount of $100 million of for a cash payment of $93 million (the “Paydown”) and includes an agreement from the Company to direct certain proceeds from completed and contemplated asset sales to reduce indebtedness under the Credit Facility and receive principal reductions at, in certain circumstances, $0.95 on the dollar toward such repayments. In addition, the Amended Credit Agreement, among other things, removes (i) the US$100,000,000 minimum liquidity covenant concurrently with completion of the

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Canopy Growth Corp entered into Voting Support Agreement with Greenstar Canada Investment Limited Partnership (“Greenstar”) and CBG Holdings LLC (“CBG” and together with Greenstar, the “CBG Group”) valued at CBG Group agreed to vote their 171,499,258 common shares in favor of Shareholder Approval (effective 2023-07-13).

Action: entry
Counterparty: Greenstar Canada Investment Limited Partnership (“Greenstar”) and CBG Holdings LLC (“CBG” and together with Greenstar, the “CBG Group”)
Value: CBG Group agreed to vote their 171,499,258 common shares in favor of Shareholder Approval
Effective: 2023-07-13

Exact text from the filing

On July 13, 2023, the Company entered into a voting support agreement (the “Voting Support Agreement”) with Greenstar Canada Investment Limited Partnership (“Greenstar”) and CBG Holdings LLC (“CBG” and together with Greenstar, the “CBG Group”), our largest shareholders, pursuant to which the CBG Group has agreed to vote their common shares in favor of the Shareholder Approval.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Canopy Growth Corp entered into Redemption Agreements with certain holders (the "Holders") of its 4.25% Convertible Senior Notes due on July 15, 2023 valued at C$193 million aggregate principal amount redeemed for cash, common shares, and debentures (effective 2023-07-13).

Action: entry
Agreement: notes offering
Counterparty: certain holders (the "Holders") of its 4.25% Convertible Senior Notes due on July 15, 2023
Value: C$193 million aggregate principal amount redeemed for cash, common shares, and debentures
Effective: 2023-07-13

Exact text from the filing

On July 13, 2023, Canopy Growth Corporation (the “Company”) entered into privately negotiated redemption agreements (collectively, the “Redemption Agreements”) with certain holders (the “Holders”) of its 4.25% Convertible Senior Notes due on July 15, 2023 (the “Notes”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Canopy Growth Corp amended Amended Credit Agreement with certain of its lenders under its term loan credit agreement valued at Reduces principal indebtedness by $100 million for cash payment of $93 million (effective 2023-07-14).

Action: amendment
Agreement: credit facility
Counterparty: certain of its lenders under its term loan credit agreement
Value: Reduces principal indebtedness by $100 million for cash payment of $93 million
Effective: 2023-07-14

Exact text from the filing

On July 14, 2023, the Company entered into agreements with certain of its lenders under its term loan credit agreement, dated March 18, 2021, as amended on October 24, 2022 (the “Original Credit Agreement”), pursuant to which the Company and certain of its lenders agreed to amend certain terms of the Original Credit Agreement (collectively, the “Amended Credit Agreement”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Canopy Growth Corp entered into Debenture Indenture with Odyssey Trust Company, as trustee valued at C$40.4 million aggregate principal amount of newly issued non-interest bearing unsecured convertible (effective 2023-07-14).

Action: entry
Agreement: notes offering
Counterparty: Odyssey Trust Company, as trustee
Value: C$40.4 million aggregate principal amount of newly issued non-interest bearing unsecured convertible
Effective: 2023-07-14

Exact text from the filing

The Debentures were created and are governed pursuant to the terms of a debenture indenture (the “Indenture”), dated as of July 14, 2023 (the “Indenture”), between the Company and Odyssey Trust Company, as trustee (the “Trustee).

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26 debt financings filed in the last 30 days. Browse all debt financings →

Canopy Growth Corp filing history →

Source: SEC EDGAR

accession 0001193125-23-187324

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