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May 5, 2022

On May 5, 2022, Aurora Cannabis Inc. (NASDAQ: ACB) (TSX: ACB) (“Aurora”) acquired TerraFarma Inc., the parent company of Thrive Cannabis (“Thrive”), an Ontario-based vertically integrated cannabis company, by way of a three-cornered amalgamation for $38 million in cash and Aurora shares, plus additional earnouts of up to $10 million for satisfying certain near-term revenue targets and up to $20 million for satisfying certain long-term revenue targets.

The transaction was effected with a view to strategically strengthening Aurora’s position in the Canadian market by placing the Thrive team in charge of Aurora’s Canadian recreational portfolio, advancing the shift in focus to innovative premium products including dried flower, pre-rolls, vapour products, and concentrates.

Founded in 2018, Thrive is a licensed producer of super-premium cannabis concentrates and craft dried flower, specializing in innovative cultivation and extraction techniques. Thrive is best known for its award-winning flagship recreational brand, Greybeard Cannabis Co., which amongst other awards was recognized as the #1 brand recommended by Canadian budtenders in 2021.

Aurora is a global leader in the cannabis industry serving both the medical and consumer markets. Headquartered in Edmonton, Alberta, Aurora is a pioneer in global cannabis dedicated to helping people improve their lives.

Acting as counsel to Aurora, Arman Farahani and Desmond Balakrishnan led the national and multi-disciplinary team which included Alex Bruvels, Adam Jones, Jordan Ghag, and Esther Sohn.

To address our client’s needs and help them stay ahead, the firm’s Mergers and Acquisitions (“M&A”) Group, which provides trusted counsel to merging parties and related stakeholders in M&A activity across various industries, joined forces with our Capital Markets & Securities and Corporate Finance groups, who advise, among others, on equity and debt offerings. As a leading Canadian mergers and acquisitions law firm, McMillan specializes in simplifying the complexities of both public M&A and private M&A for our clients. Our M&A lawyers work closely with the client to develop a true understanding of the transaction at hand, and any competition-related challenges that could delay or block approval.