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FOLLOW UP ON HOSTILE BID


Before the market opened on December 28, 2018, we declared, “Aphria Receives Hostile Takeover Bid” and is “ potential[ly] a “snatch and run” deal. Now the Street has chimed in: After the market closed last Thursday, Green Growth Brands Limited, also known as Xanthic Biopharma Inc. (CSE: GGB) made a "hostile bid" for Aphria Inc. (APHA) The deal has been met with great skepticism from cannabis industry market watchers. It's been called a "Highly Irregular Deal" by Hindenburg Investment Research and a "Publicity Stunt" by Cornerstone Investments. Green Growth Brands said in the press release it would provide Aphria shareholders with 1.5714 common shares of Green Growth based on a valuation of C$7 a share. The first problem that keeps getting pointed out is that Green Growth shares closed on Friday at C$5.11, not C$7. On Thursday, it closed at C$4.98. Does the company know something that the rest of the market doesn't that would cause the shares to jump that much? It's possible. Cornerstone Investments pointed out that Green Growth stock has increased roughly 50% in the past month on little news. It was awarded seven retail licenses in Nevada and acquired a few small properties, but none of these transactions warrant such a big move. Currently, the company only operates one dispensary in Las Vegas and a cultivation facility in Nevada. Green Growth is new to the cannabis industry. It is made up of former Victoria's Secret executives whose pitch is that no one in cannabis understands retail like they do and they will show all the cannabis industry executives how it is done. Take that MedMen CSE: MMEN! Let's unpack this for a moment. Victoria's Secret is part of L Brands (LB) , which laid off many of its executives a few years ago when the company began tanking because women began to reject the company's products and sales plunged -- not unlike the bras. Three years ago, L Brands was a $99 stock and it was lately trading at $25.46. Selling over-priced, poor-quality brassieres in a limited amount of sizes was not the best retail plan, it turns out. Plus, the company completely missed the huge shift in women's mindsets who were dealing with campus rapes and body acceptance issues. These men were still selling push-up bras to women who were yelling #MeToo. These are the same people that now say they know how to sell cannabis. The dispensary it purchased in Las Vegas, The Source, was already doing $17 million in sales a year, so it seems like they must know something about selling cannabis already. Hindenburg Investment Research is a short seller that has already publicly thrashed Aphria for its Latin American investments. As a short seller, it is in their interest to see the stock move down, not up, which is exactly what happened when the bid was made. The stock rose 12% on Friday to close at $6.26. So, it fits that HIR would feel negatively about the offer. What HIR did point out was Green Growth's "second-largest shareholder is a fund sponsored by Green Acre Capital. A firm that lists none other than Aphria CEO Vic Neufeld on its board of advisors." Neufeld also announced on Thursday that he was stepping down as the Chairman of the Board of Aphria, but remaining as a director and CEO of the company. HIR questioned how "Hostile" the bid could be if Aphria's CEO is an investor in Green Growth through the fund Green Acre? HIR also points out that the key backer of Green Growth is the Schottenstein family, which worked with Aphria to bring medical dispensaries to Ohio a year ago. The Schottenstein Family also owns stakes in DSW and American Eagle Outfitters, which also supplied many of the executives that are now at Green Growth. Again, it looks quite cozy and not hostile at all. Green Growth said that it already has the support of 10% of the Aphria shareholders. "We believe our offer will create value for both Aphria and Green Growth shareholders. We are confident that the significant premium we are offering and the opportunity to participate in the growth of a stronger, combined company are so compelling that we are taking our offer directly to Aphria's shareholders. Together, we can unleash synergies between our teams, assets and geographies, forming a combined enterprise that will accelerate our collective growth strategies in Canada, the U. S. and overseas," said Peter Horvath, CEO of Green Growth. Since Aphria's stock has sold off from approximately $13 in November to almost $4.50 in early December, there aren't quite so many shareholders to worry about. So whether the deal makes sense or not, unsuspecting shareholders could potentially approve it. Thus, pushing up the stock price by the experts of pushups.

We follow the noise to gauge the temperament on what can be tolerated or not in the cannabis investment arena. Need to monitor this very closely!


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