Hunchbackgeek
3 months ago
OGI Organigram UPDATE ⬇️ https://www.organigram.ca/organigram-closes-third-tranche-of-previously-announced-bat-private-placement-investment
March 3rd, 2025
Organigram Closes Third Tranche of Previously Announced BAT Private Placement Investment
TORONTO, Ontario – March 3, 2025 – Organigram Holdings Inc. (NASDAQ: OGI) (TSX: OGI), (the “Company” or “Organigram”), a leading licensed producer of cannabis, announced today that on February 28, 2025, the Company closed the third and last of three tranches (the “Third Tranche”) of the previously announced C$124,559,674 follow-on strategic equity investment (the “Investment”) by BT DE Investments Inc. (the “Investor”), a wholly owned subsidiary of British American Tobacco plc (“BAT”). Pursuant to the Third Tranche closing, the Investor acquired 7,562,447 common shares (the “Common Shares”) and 5,330,728 Class A preferred shares (the “Preferred Shares” and together with the Common Shares, the “Shares”) of the Company at a price of C$3.2203 per Share (the “Per Share Price”) for gross proceeds of USD$28,955,918.44 (equal to C$41,519,891)[1].
“With all three tranches of the Jupiter private placement now funded, Organigram has approximately C$57.8 million to further invest from its Jupiter strategic investment pool after completing investments of C$21 million in Sanity Group and C$2.7 million in Open Book Extracts,” said Paolo De Luca, Chief Strategy Officer of Organigram. “Opportunities in the space have only improved with cannabis valuations at historically weaker levels and many cannabis and hemp companies unable to access cost-efficient growth capital despite fundamentally strong businesses. We look forward to continuing to roll out our international and differentiated product strategy supported by the Jupiter platform.”
As previously announced, most of the Investment is being used by Organigram to fund a strategic investment pool, named “Jupiter” (the “Jupiter Pool”). The Jupiter Pool was designed to accelerate Organigram’s international growth ambitions and targets investments both overseas and in the United States. All potential investments will undertake rigorous legal compliance and due diligence processes.
Early Warning Disclosure
Immediately following the closing of the Third Tranche, the Investor beneficially owned 40,134,389 Common Shares and 13,794,163 Preferred Shares, representing 30% of the issued and outstanding Common Shares and 100% of the Preferred Shares, in each case on a non-diluted basis.
As previously announced, the Investment was undertaken in three (3) tranches, each subject to the satisfaction of certain conditions. Under the first tranche (the “First Tranche”), which closed on January 23, 2024, 12,893,175 Common Shares were issued to the Investor at the Per Share Price. Under the second tranche (the “Second Tranche”), which closed on August 30, 2024, 4,429,740 Common Shares and 8,463,435 Preferred Shares were issued to the Investor at the Per Share Price.
Approval by the Company’s shareholders, clearance under the Competition Act (Canada), applicable stock exchange approval and certain other conditions to closing of each of the First Tranche, the Second Tranche and the Third Tranche were satisfied in connection with the closing of the First Tranche. The aggregate subscription price of the Shares acquired by the Investor as part of the First Tranche, the Second Tranche, and the Third Tranche was C$124,559,674.36.
Pursuant to the terms of the subscription agreement between the Investor and the Company dated November 5, 2023, as amended pursuant to an amending agreement dated December 20, 2023 (the “Subscription Agreement”), Shares issued in the First Tranche, the Second Tranche, and the Third Tranche were allocated between Common Shares and Preferred Shares, such that if the number of Common Shares owned by the Investor or its affiliates, associates, related parties and any joint actors would have exceeded 30% of the aggregate number of Common Shares issued and outstanding (the “30% Threshold”) after the closing of the applicable tranche, the Company issued to the Investor the greatest number of Common Shares issuable pursuant to such closing without exceeding the 30% Threshold, with the remainder of the Shares issuable as Preferred Shares (all as more specifically set forth in the Subscription Agreement).
The Preferred Shares are non-voting convertible preferred shares of the Company convertible at the option of the Investor without payment of any additional consideration (subject to the 30% Threshold). The Preferred Shares are convertible initially on a one-for-one basis into Common Shares, provided however that the conversion rate will increase at a rate of 7.5% per annum commencing from the initial date on which Preferred Shares are issued, until such time as the holders of Preferred Shares would beneficially own, or exercise control or direction over, directly or indirectly, with their respective affiliates, associates, related parties and any joint actors, after giving effect to the conversion of the Preferred Shares, 49.0% of the aggregate number of Common Shares issued and outstanding.
The Investor entered into the Subscription Agreement in furtherance of its strategic investment in the Company. The Investor intends to review its investment in the Company on a continuing basis and may, subject to the terms of the A&R Investor Rights Agreement (as defined below), and depending upon a number of factors, including market and other conditions, increase or decrease its beneficial ownership, control, direction or economic exposure over securities of the Company, through market transactions, private agreements, treasury issuances, exercise of options, convertible securities, derivatives, swaps or otherwise. Pursuant to the Subscription Agreement, unless otherwise consented to in writing by the Investor in advance, the Company is required to use one-half of the proceeds from each of the First Tranche and the Second Tranche for general corporate purposes, and one-half of the proceeds of each of the First Tranche and the Second Tranche, and all of the proceeds of the Third Tranche, to fund the Jupiter Pool, subject to adjustment in accordance with the terms of the Subscription Agreement. The Jupiter Pool is to be invested by the Company in accordance with the terms of reference provided for in the A&R Investor Rights Agreement.
Pursuant to the amended and restated investor rights agreement entered into between the Investor and the Company concurrently with the closing of the First Tranche (the “A&R Investor Rights Agreement”), the Investor has the right to nominate up to 30% of the board of directors of the Company (the “Board”), subject to the Investor maintaining certain share ownership thresholds. The Investor is entitled, subject to the terms and conditions of its nomination rights, to replace its nominee directors from time to time. In addition, the Investor has certain governance rights, so long as it maintains certain share ownership thresholds, including pre-emptive rights, top-up rights and customary registration rights. The Investor is permitted to engage with the Board regarding the Company’s business and prospects.
This press release is being issued, in part, pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires an early warning report to be filed under the Company’s profile on SEDAR+ at www.sedarplus.ca containing additional information respecting the foregoing matters. You may also contact the Investor’s media centre at +44 (0) 20 7845 2888, Victoria Buxton at +44 (0) 20 7845 2012 or Amy Chamberlain at +44 (0) 20 7845 1124 to obtain a copy of the early warning report once filed.
Further details relating to the Investment can be found in the press release issued by the Company on November 6, 2023 and the Company’s management information circular dated December 20, 2023 (the “Circular”).
About Organigram Holdings Inc.
Organigram Holdings Inc. is a NASDAQ Global Select Market and TSX listed company whose wholly owned subsidiaries include Organigram Inc., a licensed cultivator of cannabis and manufacturer of cannabis-derived goods in Canada, and Motif Labs Ltd., a licensed cannabis processor.
Organigram is focused on producing high-quality cannabis for adult recreational consumers, as well as developing international business partnerships to extend the Company's global footprint. Organigram has also developed and acquired a portfolio of legal adult-use recreational cannabis brands, including Edison, Holy Mountain, Big Bag O’ Buds, SHRED, SHRED’ems, Monjour, Tremblant Cannabis, Trailblazer, BOXHOT and DEBUNK. Organigram operates facilities in Moncton, New Brunswick and Lac-Supérieur, Quebec, with a dedicated edibles manufacturing facility in Winnipeg, Manitoba. The Company also operates two additional cannabis processing facilities in Southwestern Ontario; one in Aylmer and the other in London. The facility in Aylmer houses best-in-class CO2 and Hydrocarbon extraction capabilities, and is optimized for formulation refinement, post-processing of minor cannabinoids, and pre-roll production. The facility in London will be optimized for labelling, packaging, and national fulfillment. The Company is regulated by the Cannabis Act and the Cannabis Regulations (Canada).
Hunchbackgeek
6 months ago
OGI OrganiGram Holdings Inc TSX UPDATE
Organigram and Intercure (dba : Canndoc) Sign New International Strategic Agreement Representing Largest Such Deal to Date for Both Companies
November 17 2022 - 8:17AM
Organigram Holdings Inc. (NASDAQ: OGI) (TSX: OGI), ( “Organigram”), a leading Canadian licensed producer of cannabis, and Canndoc Ltd. (“Canndoc”), a subsidiary of InterCure Ltd. (NASDAQ: INCR) (TSX:INCR.U) (TASE:INCR) (dba Canndoc) Israel’s largest and most established pharmaceutical cannabis producer, today jointly announced that they have entered into a new multi-year agreement (the “New Strategic Agreement”) for Organigram to continue supply of dried flower to InterCure.
Organigram and InterCure entered into a previous strategic supply agreement in June 2020, (the “First Strategic Agreement”) that contemplated a minimum supply of 3,000 kg all of which has been fulfilled. The New Strategic Agreement contemplates up to 20,000 kg to be supplied to InterCure's international supply chain. Specifically, the New Strategic Agreement provides for a commitment of 10,000kg with an option for Canndoc to elect to order up to an additional 10,000kg from Organigram during the three-year term (the “Term”). Approximately 2,800 kg has already been delivered to Canndoc from Organigram since July 2022 and credited against the total volume commitment under the New Strategic Agreement.
Based on the success of the First Strategic Agreement and the desire of the parties to continue to collaborate and grow their businesses, the New Strategic Agreement was entered into. Subject to the terms and conditions of the New Strategic Agreement, Organigram has agreed to exclusively supply InterCure in Israel for the Term. Additionally, the parties agreed on certain popular genetics which will be exclusively supplied for distribution into InterCure's international supply chain, subject to local regulations.
“Our business with InterCure, a leader in pharmaceutical grade cannabis, has been mutually beneficial and we are excited to expand the relationship going forward,” said Beena Goldenberg, Chief Executive Officer of Organigram. “This new Strategic agreement envisions a significantly greater amount of dried flower to be shipped from Organigram to Canndoc and allows us to collaborate in the future on other emerging medical cannabis markets in European jurisdictions."
"Establishing exclusive long term strategic partnerships with world-class partners supports our international expansion plans and profitable growth strategy," says Alex Rabinovitch, CEO, InterCure. "We are proud to expand our long and fruitful partnership with Organigram, a pioneering multinational operator which shares our commitment of providing the highest quality pharmaceutical grade medical cannabis products to patients around the globe."
Activities under the New Strategic Agreement are subject to compliance with all applicable laws, including receipt of all requisite approvals and permits for each proposed shipment from all applicable regulatory authorities including the Israeli Ministry of Health and Health Canada.
About Organigram Holdings Inc.
Organigram Holdings Inc. is a NASDAQ Global Select Market and TSX listed company whose wholly-owned subsidiaries include: Organigram Inc. and Laurentian Organic Inc. licensed producers of cannabis and cannabis-derived products in Canada, and The Edibles and Infusions Corporation, a licensed manufacturer of cannabis-infused edibles in Canada.
Organigram is focused on producing high-quality, indoor-grown cannabis for patients and adult recreational consumers in Canada, as well as developing international business partnerships to extend the Company’s global footprint. Organigram has also developed a portfolio of legal adult-use recreational cannabis brands, including Edison, Big Bag O’ Buds, SHRED, Monjour and Trailblazer. Organigram operates facilities in Moncton, New Brunswick and Lac-Supérieur, Québec, with a dedicated manufacturing facility in Winnipeg, Manitoba. The Company is regulated by the Cannabis Act and the Cannabis Regulations (Canada).
This news release contains forward-looking information. Forward-looking information, in general, can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “could”, “would”, “might”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “plan”, “continue”, “budget”, “schedule” or “forecast” or similar expressions suggesting future outcomes or events. They include, but are not limited to, statements with respect to expectations, projections or other characterizations of future events or circumstances, and the Company’s objectives, goals, strategies, beliefs, intentions, plans, estimates, forecasts, projections and outlook, including statements relating to the Company’s international sales. These statements are not historical facts but instead represent management beliefs regarding future events, many of which, by their nature are inherently uncertain and beyond management control. Forward-looking information has been based on the Company’s current expectations about future events.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectations. Important factors - including impact on demand for products, general economic factors; receipt of regulatory approvals or consents and any conditions imposed upon same and the timing thereof, ability to meet regulatory criteria which may be subject to change, regulatory uncertainty related to importations, ordering patterns, factors that may influence the exercise of the option by Canndoc and transportation risks, that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time under the Company’s issuer profile on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (“SEDAR”) at www.sedar.com and reports and other information filed with or furnished to the United States Securities and Exchange Commission (“SEC”) from time to time on the SEC’s Electronic Document Gathering and Retrieval System (“EDGAR”) at www.sec.gov, including the Company’s most recent AIF. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this news release. The Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About InterCure and Canndoc
InterCure (dba Canndoc) (NASDAQ: INCR) (TSX: INCR.U) (TASE: INCR) is a cannabis company outside of North America. Canndoc, a wholly owned subsidiary of InterCure, is Israel’s largest licensed cannabis producer and one of the first to offer Good Manufacturing Practices (GMP) certified and pharmaceutical-grade medical cannabis products. InterCure leverages its market leading distribution network, best in class international partnerships and a high-margin vertically integrated "seed-to-sale" model to lead the fastest growing cannabis global market outside of North America.
For more information visit: https://www.canndoc-pharma.com/ and http://www.intercure.co
For Investor Relations enquiries, please contact:
investors@organigram.ca
For Media enquiries, please contact:
Paolo De Luca, Chief Strategy Officer
paolo.deluca@organigram.ca
InterCure Ltd.
Amos Cohen, Chief Financial Officer
amos@intercure.co
Hunchbackgeek
6 months ago
OGI OrganiGram Holdings Inc TSX
Organigram and Intercure (dba : Canndoc) Sign New International Strategic Agreement Representing Largest Such Deal to Date for Both Companies
November 17 2022 - 8:17AM
Organigram Holdings Inc. (NASDAQ: OGI) (TSX: OGI), ( “Organigram”), a leading Canadian licensed producer of cannabis, and Canndoc Ltd. (“Canndoc”), a subsidiary of InterCure Ltd. (NASDAQ: INCR) (TSX:INCR.U) (TASE:INCR) (dba Canndoc) Israel’s largest and most established pharmaceutical cannabis producer, today jointly announced that they have entered into a new multi-year agreement (the “New Strategic Agreement”) for Organigram to continue supply of dried flower to InterCure.
Organigram and InterCure entered into a previous strategic supply agreement in June 2020, (the “First Strategic Agreement”) that contemplated a minimum supply of 3,000 kg all of which has been fulfilled. The New Strategic Agreement contemplates up to 20,000 kg to be supplied to InterCure's international supply chain. Specifically, the New Strategic Agreement provides for a commitment of 10,000kg with an option for Canndoc to elect to order up to an additional 10,000kg from Organigram during the three-year term (the “Term”). Approximately 2,800 kg has already been delivered to Canndoc from Organigram since July 2022 and credited against the total volume commitment under the New Strategic Agreement.
Based on the success of the First Strategic Agreement and the desire of the parties to continue to collaborate and grow their businesses, the New Strategic Agreement was entered into. Subject to the terms and conditions of the New Strategic Agreement, Organigram has agreed to exclusively supply InterCure in Israel for the Term. Additionally, the parties agreed on certain popular genetics which will be exclusively supplied for distribution into InterCure's international supply chain, subject to local regulations.
“Our business with InterCure, a leader in pharmaceutical grade cannabis, has been mutually beneficial and we are excited to expand the relationship going forward,” said Beena Goldenberg, Chief Executive Officer of Organigram. “This new Strategic agreement envisions a significantly greater amount of dried flower to be shipped from Organigram to Canndoc and allows us to collaborate in the future on other emerging medical cannabis markets in European jurisdictions."
"Establishing exclusive long term strategic partnerships with world-class partners supports our international expansion plans and profitable growth strategy," says Alex Rabinovitch, CEO, InterCure. "We are proud to expand our long and fruitful partnership with Organigram, a pioneering multinational operator which shares our commitment of providing the highest quality pharmaceutical grade medical cannabis products to patients around the globe."
Activities under the New Strategic Agreement are subject to compliance with all applicable laws, including receipt of all requisite approvals and permits for each proposed shipment from all applicable regulatory authorities including the Israeli Ministry of Health and Health Canada.
About Organigram Holdings Inc.
Organigram Holdings Inc. is a NASDAQ Global Select Market and TSX listed company whose wholly-owned subsidiaries include: Organigram Inc. and Laurentian Organic Inc. licensed producers of cannabis and cannabis-derived products in Canada, and The Edibles and Infusions Corporation, a licensed manufacturer of cannabis-infused edibles in Canada.
Organigram is focused on producing high-quality, indoor-grown cannabis for patients and adult recreational consumers in Canada, as well as developing international business partnerships to extend the Company’s global footprint. Organigram has also developed a portfolio of legal adult-use recreational cannabis brands, including Edison, Big Bag O’ Buds, SHRED, Monjour and Trailblazer. Organigram operates facilities in Moncton, New Brunswick and Lac-Supérieur, Québec, with a dedicated manufacturing facility in Winnipeg, Manitoba. The Company is regulated by the Cannabis Act and the Cannabis Regulations (Canada).
This news release contains forward-looking information. Forward-looking information, in general, can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “could”, “would”, “might”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “plan”, “continue”, “budget”, “schedule” or “forecast” or similar expressions suggesting future outcomes or events. They include, but are not limited to, statements with respect to expectations, projections or other characterizations of future events or circumstances, and the Company’s objectives, goals, strategies, beliefs, intentions, plans, estimates, forecasts, projections and outlook, including statements relating to the Company’s international sales. These statements are not historical facts but instead represent management beliefs regarding future events, many of which, by their nature are inherently uncertain and beyond management control. Forward-looking information has been based on the Company’s current expectations about future events.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectations. Important factors - including impact on demand for products, general economic factors; receipt of regulatory approvals or consents and any conditions imposed upon same and the timing thereof, ability to meet regulatory criteria which may be subject to change, regulatory uncertainty related to importations, ordering patterns, factors that may influence the exercise of the option by Canndoc and transportation risks, that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time under the Company’s issuer profile on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (“SEDAR”) at www.sedar.com and reports and other information filed with or furnished to the United States Securities and Exchange Commission (“SEC”) from time to time on the SEC’s Electronic Document Gathering and Retrieval System (“EDGAR”) at www.sec.gov, including the Company’s most recent AIF. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this news release. The Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About InterCure and Canndoc
InterCure (dba Canndoc) (NASDAQ: INCR) (TSX: INCR.U) (TASE: INCR) is a cannabis company outside of North America. Canndoc, a wholly owned subsidiary of InterCure, is Israel’s largest licensed cannabis producer and one of the first to offer Good Manufacturing Practices (GMP) certified and pharmaceutical-grade medical cannabis products. InterCure leverages its market leading distribution network, best in class international partnerships and a high-margin vertically integrated "seed-to-sale" model to lead the fastest growing cannabis global market outside of North America.
For more information visit: https://www.canndoc-pharma.com/ and http://www.intercure.co
For Investor Relations enquiries, please contact:
investors@organigram.ca
For Media enquiries, please contact:
Paolo De Luca, Chief Strategy Officer
paolo.deluca@organigram.ca
InterCure Ltd.
Amos Cohen, Chief Financial Officer
amos@intercure.co
Hunchbackgeek
7 months ago
OGI-Organigram Launches FAST™ Nanoemulsion Gummies https://www.organigram.ca/organigram-launches-fasttm-nanoemulsion-gummies
November 26th, 2024
Organigram Launches FAST™ Nanoemulsion Gummies
Company Continues to Lead in Innovation with Launch of Edison Sonics Gummies Featuring Groundbreaking FAST™ Nanoemulsion Technology
Clinically Proven to Deliver up to ~50% Faster Onset, Improved Bioavailability and Nearly Double the Cannabinoid Delivery at Peak Effect
Toronto, Ontario – November 26, 2024 - Organigram Holdings Inc. (NASDAQ: OGI) (TSX: OGI), (the “Company” or “Organigram”), a leading licensed producer of cannabis, is thrilled to finally launch Edison Sonics gummies, Organigram’s inaugural product powered by FAST™, the Company’s groundbreaking nanoemulsion technology and a first-to-market innovation.
FAST™ products deliver up to ~50% faster onset and improved bioavailability delivering nearly double the cannabinoids at peak effect compared to traditional edible products. This is made possible as FAST™ is an advanced nanoemulsion technology delivery system that breaks down cannabinoids into tiny particles, allowing them to be absorbed more quickly and efficiently during consumption. These results have been scientifically verified through one of the largest pharmacokinetic studies in the cannabis industry, completed in January 2024 in compliance with Health Canada regulations.
The groundbreaking patent-pending technology, branded FAST ™ (Fast Acting Soluble Technology), is the first innovation to be commercialized by Organigram leveraging the output of the Product Development Collaboration (“PDC”), established to focus on developing next-generation cannabis products.
“We pride ourselves on consistently being at the forefront of cannabis innovation, pushing boundaries to deliver products that resonate with consumers while firmly being grounded in science and research-based technology,” said Borna Zlamalik, Senior Vice President, R&D and Innovation at Organigram. “We are extremely excited about this launch as our Edison Sonics gummies will be a game-changer in the edibles category and FAST™ will redefine how consumers experience cannabis. We are thrilled to be leading the charge in transforming the way cannabis is enjoyed.”
Edison Sonics are launching with 2 exciting flavours and will be available in all major provinces starting early December:
Kiwi Berry Burst (Sativa) – Strawberry, Kiwi, Passionfruit
Red Razz Chiller (Indica) – Raspberry, Pomelo
Each pack will include 2 gummies, with a total of 10mg THC + 10mg CBD per pack (5mg THC + 5mg CBD per gummy).
“Organigram continues to raise the bar with consumer-focused innovation, a key characteristic that distinguishes us in a highly competitive industry. Organigram has consistently delivered revolutionary products that go on to become consumer favourites,” said Beena Goldenberg, CEO of Organigram. “As we drive our innovation strategy to solidify our leadership in Canada, we’re confident that yet again, an innovation-led product by Organigram will be widely embraced by cannabis enthusiasts.”
Inspired by scientific discoveries that shape the world, Edison is here to push the barriers of what’s possible. Edison brings the joy and excitement back to cannabis – as the brand willing to wonder and willing to be playfully experimental.
Edison has a history of delivering industry-leading innovation with products like hash infused pre-rolls and first-to-market Edison JOLTS. Edison Sonics Gummies are a perfect fit within the brand’s portfolio, contributing to the ethos of the brand.
About Organigram Holdings Inc.
Organigram Holdings Inc. is a NASDAQ Global Select Market and TSX listed company whose wholly owned subsidiary Organigram Inc. is a licensed producer of cannabis, cannabis-derived products and cannabis infused edibles in Canada.
Organigram is focused on producing high-quality cannabis for adult recreational consumers, as well as developing international business partnerships to extend the Company's global footprint. Organigram has also developed and acquired a portfolio of legal adult-use recreational cannabis brands, including Edison, Holy Mountain, Big Bag O’ Buds, SHRED, SHRED’ems, Monjour, Tremblant Cannabis and Trailblazer. Organigram operates facilities in Moncton, New Brunswick and Lac-Supérieur, Quebec, with a dedicated edibles manufacturing facility in Winnipeg, Manitoba. The Company is regulated by Health Canada under the Cannabis Act and the Cannabis Regulations (Canada).
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