SNDL announces agreement to acquire The Valens Company
by CM Staff
The combined company will operate as SNDL Inc., and Valens shareholders will own approximately 9.5% of the pro forma entity.
CALGARY and KELOWNA — SNDL Inc. and The Valens Company Inc. announce on Aug. 22 that they have entered into an arrangement agreement to combine their businesses and create a leading vertically integrated cannabis platform. Pursuant to the terms of the Agreement, SNDL will acquire all of the issued and outstanding common shares of Valens, other than those owned by SNDL and its subsidiaries, by way of a statutory plan of arrangement. All financial information in this press release is reported in Canadian dollars unless otherwise indicated.
Under the terms of the Agreement, Valens’ shareholders will receive, for each Valens Share, 0.3334 of a common share of SNDL. Based on the August 19, 2022 close of the SNDL shares on the Nasdaq Capital Market exchange, the consideration represents an implied value of $1.26 per Valens Share, for total consideration of approximately $138 million. The Implied Offer Price represents a premium of 10% based on a trailing 30-day volume-weighted average price of the Valens Shares, on the Toronto Stock Exchange up to August 19, 2022.
With 555,500 square feet of cultivation and manufacturing space and 185 cannabis stores under the Spiritleaf and Value Buds banners, the combined company will offer a complete portfolio of branded products to consumers in Canada through its own supply and distribution channels. SNDL will also reportedly have the highest pro forma Canadian cannabis revenue on a last fiscal quarter annualized basis. The combined company will operate as SNDL Inc., and Valens shareholders will own approximately 9.5% of the pro forma entity.