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(CNW) Calgary — SNDL Inc. announced that it has entered into a purchase agreement with Indiva Limited and its direct and indirect subsidiaries, pursuant to which SNDL has offered to purchase all of the issued and outstanding shares of Indiva and the business and assets of the Indiva Group for consideration comprising of a credit bid of all of the indebtedness of the Indiva Group owing to SNDL, the retention of certain liabilities of the Indiva Group, and cash payments sufficient to repay certain priority indebtedness of the Indiva Group and costs associated with the Indiva Group’s proceedings under the Companies’ Creditors Arrangement Act (CCAA) (Canada).
The Bid Agreement has been entered into in the context of the CCAA Proceedings, as part of a sales process where the Indiva Assets will be marketed to prospective purchasers by PricewaterhouseCoopers Inc., the monitor in the CCAA Proceedings and, accordingly, is subject to approval by the court overseeing the CCAA Proceedings and to potential alternative bids submitted pursuant to the Sale Process.
Based on a report of the Monitor, dated July 4, 2024, issued in the CCAA Proceedings, the Monitor currently estimates the value of the credit bid and cash consideration payable by SNDL under the Bid Agreement to be in the range of approximately CAD$25 million to CAD$28 million. SNDL is the stalking horse bidder in the Sale Process, such that the Bid Agreement will set the “floor,” or minimum acceptable bid, for other bidders and will be deemed accepted if there are no other bids submitted. If the Monitor determines that there is another bid that offers superior terms to the Bid Agreement, SNDL will also have the opportunity to participate in an auction process for the Indiva Assets. The Sale Process is currently expected to conclude by September 30, 2024.
The acquisition of the Indiva Assets is expected to further enhance SNDL’s product portfolio, particularly in the edibles segment, and reinforce its position as a leading player in the Canadian cannabis market. Indiva’s leading brands, Pearls by Grön, No Future Gummies and Vapes, Bhang Chocolate, Indiva Blips Tablets, Indiva Doppio Sandwich Cookies, and Indiva 1432 Chocolate, have garnered strong consumer loyalty and are known for their quality, innovation and value.
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McCarthy Tétrault LLP is acting as legal counsel for SNDL, Bennett Jones LLP is acting as legal counsel for the Indiva Group, and Osler Hoskin & Harcourt LLP is acting as legal counsel for the Monitor.
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