Curaleaf says ASC ruling doesn't change case for US$5.00/share Aurora bid at 86% premium

Curaleaf Holdings, Inc.

• Curaleaf's enhanced offer implies ~US$5.00 per Aurora share, an 86% premium to Aurora's unaffected VWAP of ~US$2.75; Aurora calls it a discount.
• Curaleaf says Aurora sold ATM shares as low as US$2.56 — a 49% discount to the enhanced offer — less than a month before Curaleaf announced its bid.
• Aurora confirmed it stopped using its ATM program on August 18, 2026, shortly after Curaleaf challenged the activity, and has not used it since.
• Combined company would operate in 17 countries with >US$1.5B LTM revenue, ~US$350M LTM Adjusted EBITDA and at least US$40M of expected annual cost synergies.
• Curaleaf says Aurora still excludes it from customary diligence while giving other parties access; offer circular dated Aug 18, 2026, amended Oct 6, 2026.