Canopy Growth Corp — fact timeline

Canopy Growth Corp: Board approved By-Law No. 2 Advance Notice By-Law, establishing a formal framework for shareholder nominations of directors, effective May 26, 2026, subject to shareholder confirmation (effective 2026-05-26).

“On May 26, 2026, the Board of Directors (the “Board”) of Canopy Growth Corporation (the “Company”) approved By-Law No. 2 Advance Notice By-Law (the “Advance Notice By-Law”), which is an amendment to its current bylaws. The Advance Notice By-Law became effective upon its approval by the Board.”

Canopy Growth Corp reported that prior financial statements should not be relied upon.

“the audit committee of the board of directors of the Company (the “Audit Committee”) was made aware of and, after discussion with senior management of the Company, concluded that the Company’s previously issued (i) audited consolidated financial statements for the fiscal year ended March 31, 2024, included in the Company’s Annual Report on Form 10-K for such fiscal year (the “2024 10-K”), (ii) audited consolidated financial statements for the fiscal year ended March 31, 2025, included in the Company’s Annual Report on Form 10-K for such fiscal year (the “2025 10-K”) and (iii) unaudited consolidated financial statements for the quarterly periods ended September 30, 2023, December 31, 2023, June 30, 2024, September 30, 2024, December 31, 2024, June 30, 2025, September 30, 2025, and December 31, 2025, included in the Company’s Quarterly Reports on Form 10-Q for such quarterly periods (collectively, the “Prior Financial Statements”), should no longer be relied upon”

Canopy Growth Corp entered into Exchange Agreement with MMCAP International Inc. SPC valued at C$96,358,375 aggregate principal amount of senior unsecured convertible debentures exchanged for C$5 (effective 2026-01-07).

“Exchange Agreement On January 7, 2026, the Company entered into an Exchange Agreement (the “ Exchange Agreement ”) with MMCAP International Inc. SPC (the “ Investor ”) pursuant to which, among other things, on January 8, 2026 (the “ Exchange Closing Date ”), the Investor delivered to the Company C$96,358,375 aggregate principal amount of senior unsecured convertible debentures of the Company maturing in May 2029 held by the Investor in exchange for (A) the Company issuing to the Investor (i) new senior unsecured convertible debentures of the Company with an aggregate principal amount of C$55,000,000 maturing on July 8, 2031 (the “ Convertible Debentures ”), (ii) 12,731,481 common share purchase warrants (the “ Investor Warrants ” and together with the Loan Warrants, the “ Warrants ”) of the Company, and (iii) 9,493,670 Common Shares (the “ Exchange Shares ”) and (B) a C$10,500,000 cash payment from the Company (collectively, the “ Exchange Transaction ” and together with the Loan Trans”

Canopy Growth Corp entered into Loan and Guaranty Agreement with JGB Collateral LLC, as administrative and collateral agent, and the Lenders valued at US$150,000,000 advanced under senior secured loan in aggregate principal amount of US$162,115,000 (effective 2026-01-08).

“Loan Agreement On January 8, 2026, Canopy Growth Corporation (the “ Company ”) entered into a Loan and Guaranty Agreement (the “ Loan Agreement ”), by and among the Company, as a borrower, certain subsidiaries of the Company party thereto, as borrowers and/or guarantors, the parties identified therein as lenders (the “ Lenders ”), and JGB Collateral LLC, as administrative and collateral agent (the “ Agent ”), pursuant to which, among other things, the Lenders advanced US$150,000,000 pursuant to a senior secured loan in the aggregate principal amount of US$162,115,000 (collectively, the “ Loans ” and such transaction, the “ Loan Transaction ”).”

Canopy Growth Corp incurred convertible notes of C$55,000,000 with MMCAP International Inc. SPC at 7.50% per annum maturing July 8, 2031.

“new senior unsecured convertible debentures of the Company with an aggregate principal amount of C$55,000,000 maturing on July 8, 2031 (the “ Convertible Debentures ”)”

Canopy Growth Corp incurred term loan of US$162,115,000 with JGB Collateral LLC at Term SOFR (floor 3.25%) + 6.25% per annum maturing January 31, 2031 or 120 days prior to maturity of Convertible Debentures.

“On January 8, 2026, Canopy Growth Corporation (the “ Company ”) entered into a Loan and Guaranty Agreement (the “ Loan Agreement ”), by and among the Company, as a borrower, certain subsidiaries of the Company party thereto, as borrowers and/or guarantors, the parties identified therein as lenders (the “ Lenders ”), and JGB Collateral LLC, as administrative and collateral agent (the “ Agent ”), pursuant to which, among other things, the Lenders advanced US$150,000,000 pursuant to a senior secured loan in the aggregate principal amount of US$162,115,000 (collectively, the “ Loans ” and such transaction, the “ Loan Transaction ”).”

David Klein departed as Chief Executive Officer at Canopy Growth Corp.

“Mr. Klein will continue in his role as CEO and a member of the Board until the Start Date, at which time Mr. Klein will step down from the Board and will serve as Special Advisor”

Luc Mongeau was appointed as Chief Executive Officer at Canopy Growth Corp.

“appointed Luc Mongeau, a current member of the Board, to serve as Chief Executive Officer (“CEO”) of the Company (the “Appointment”), effective January 6, 2025”

David Klein changed role as Chief Executive Officer at Canopy Growth Corp.

“On August 15, 2024, Canopy Growth Corporation (the “Company”) entered into a Mutual Separation Agreement (the “Separation Agreement”) with David Klein, the Company’s Chief Executive Officer (“CEO”), pursuant to which Mr. Klein will remain as CEO until the earlier of: (i) March 31, 2025; or (ii) the date that a new CEO commences employment (the “End Date”).”

Canopy Growth Corp amended Eighth Amendment to the Floating Share Arrangement Agreement with Canopy USA, LLC and Acreage Holdings, Inc. (effective 2024-05-08).

“On May 8, 2024, the Company, Canopy USA and Acreage entered into an eighth amendment to the Floating Share Arrangement Agreement (the “ Amendment ”).”

Canopy Growth Corp incurred convertible notes of C$96,358,375 with MMCAP International Inc. SPC at 7.50% per annum maturing five years from the Closing Date.

“a new senior unsecured convertible debenture of the Company with an aggregate principal amount of C$96,358,375 maturing five years from the Closing Date (as defined below) (the “ Convertible Debenture ”)”

Canopy Growth Corp entered into Exchange and Subscription Agreement with MMCAP International Inc. SPC valued at approximately C$27.5 million aggregate principal amount of Supreme Debentures (effective 2024-05-02).

“On May 2, 2024, the Company entered into an Exchange and Subscription Agreement (the “ Exchange and Subscription Agreement ”) with MMCAP International Inc. SPC (the “ Investor ”) pursuant to which, among other things, the Investor agreed to deliver to the Company approximately C$27.5 million aggregate principal amount of Supreme Debentures maturing in September 2025 held by the Investor and pay the Company approximately US$50 million in exchange for the Company issuing to the Investor (i) a new senior unsecured convertible debenture of the Company with an aggregate principal amount of C$96,358,375”

Canopy Growth Corp entered into Second Amended and Restated Limited Liability Company Agreement with Canopy USA, LLC and its members, 11065520 Canada Inc. and the Huneeus 2017 Irrevocable Trust (effective 2024-04-30).

“On April 30, 2024, Canopy USA and its members, 11065520 Canada Inc. and the Huneeus 2017 Irrevocable Trust, entered into a Second Amended and Restated Limited Liability Company Agreement (the “ Second A&R LLC Agreement ”) which amended and restated the prior amended and restated limited liability company agreement of Canopy USA”