Curaleaf Holdings (USOTC:CURLF) has sent a letter to Aurora Cannabis (NASDAQ:ACB) shareholders urging them to tender their shares to its outstanding acquisition offer after Aurora’s board declined to engage with the proposal.
Under the offer, Aurora shareholders would receive 0.3463 Curaleaf shares and $0.75 in cash for each Aurora share.
Curaleaf said the terms implied a value of $4.00 per Aurora share based on the unaffected date, representing a 45% premium to Aurora’s 30-day volume-weighted average price as of August 10, 2026. Aurora shares traded at $2.76 before the offer was announced.
Curaleaf Chairman and Chief Executive Boris Jordan said in the letter, “Aurora has refused. And so, we are putting the decision where it belongs: in your hands.”
Curaleaf Cites Potential $40 Million in Annual Synergies
Curaleaf said the proposed combination would create a company operating across 17 countries.
Based on the 12 months ended June 30, 2026, Curaleaf said the combined businesses would have generated more than $1.5 billion in revenue and nearly $350 million in adjusted EBITDA.
The company also projects at least $40 million of annual cost synergies from the proposed transaction. These figures represent Curaleaf’s estimates and do not establish the financial performance that a combined company would ultimately achieve.
Curaleaf Points to Aurora Financial Performance
In its appeal to shareholders, Curaleaf noted that Aurora had raised more than $400 million through equity issuances, including shares sold at $2.60 in July 2026. Curaleaf compared that price with the $4.00 per-share value it attributes to its offer.
Curaleaf also cited Aurora’s reported financial results for the four quarters ended June 30, 2026, including a 14% decline in net revenue and a 78% decrease in adjusted EBITDA. It also noted that Aurora’s operating cash flow had turned negative.
The figures were cited by Curaleaf as part of its case for the transaction and reflect the bidder’s arguments to Aurora shareholders.
Tender Offer Deadline Set for December 1
Jordan is scheduled to host a shareholder webcast on September 17 at 10:30 a.m. ET to discuss the proposed transaction.
Aurora shareholders currently have until December 1, 2026, to tender their shares under the offer.
Curaleaf has filed a Registration Statement on Form F-80 and a Tender Offer Statement on Schedule 14D-1F with the US Securities and Exchange Commission in connection with the proposal.
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