Privateer-owned Tilray seeks up to $165.6 mln from IPO

Tilray, a Nanaimo, British Columbia-based cannabis cultivator, processor and distributor, has priced its recently filed initial public offering in the United States.

Tilray, which plans to list on the Nasdaq Global Select Market under the symbol TLRY, is selling Class 2 common stock at an initial price of US$14 to US$16 per unit. The IPO is expected to raise as much as US$165.6 million ($217 million) in proceeds, assuming its greenshoe option is fully exercised.

Founded in 2014, Tilray is owned by U.S. cannabis private equity firm Privateer Holdings. Earlier this year, the company closed a $60 million Series A financing backed by unidentified institutional investors.

With the IPO’s close, Privateer is expected to hold 93 percent of the voting power of Tilray’s capital stock, according to the prospectus.

PRESS RELEASE

Tilray Inc. Launches Initial Public Offering

July 09, 2018

NANAIMO, British Columbia–(BUSINESS WIRE)–Tilray Inc., a vertically-integrated and federally-licensed cannabis cultivator, processor and distributor, today announced that it has launched an initial public offering (IPO) of its Class 2 common stock pursuant to a registration statement on Form S-1 previously filed with the United States Securities and Exchange Commission (the “SEC”). Tilray has applied to list its common stock on the Nasdaq Global Select Market under the ticker symbol “TLRY”.

Tilray is offering 9,000,000 shares of Class 2 common stock at an initial price to the public between US$14.00 and US$16.00 per share (approximately CAD$18.40 to CAD$21.00 per share1). Tilray intends to grant the underwriters a 30-day over-allotment option to purchase up to 1,350,000 additional shares.

In order to qualify the offering of securities in Canada and to ensure that purchasers in Canada are not subject to restrictions on resale, Tilray has also filed a preliminary prospectus for a proposed IPO in Canada with the securities regulatory authorities in each province of Canada other than the Province of Quebec. Tilray does not intend to list on any stock exchange in Canada.

Cowen and BMO Capital Markets are acting jointly as book-runners for the proposed IPO. Cowen is acting as the sole book-running manager for the IPO in the United States, and BMO Capital Markets is acting as the sole book-running manager for the IPO in Canada. Eight Capital is acting as lead manager for the IPO in Canada. In the United States, Roth Capital Partners is acting as lead manager and Northland Capital Markets is acting as a co-manager for the IPO.

The offering will be made only by means of a prospectus. Copies of the U.S. preliminary prospectus may be obtained from the SEC’s website or from Cowen by contacting Cowen c/o Broadridge Financial Services, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn: Prospectus Department. Phone: (631) 274-2806. Copies of the Canadian preliminary prospectus may be obtained from www.sedar.com or from BMO Capital Markets by contacting BMO Capital Markets, Brampton Distribution Centre c/o The Data Group of Companies, 9195 Torbram Road, Brampton, Ontario, L6S 6H2 or by telephone at (905) 791-3151 Ext 4312 or by email at torbramwarehouse@datagroup.ca.

A registration statement on Form S-1 relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

1Based approximately on the Bank of Canada daily exchange rate on July 5, 2018 of C$1.3129 = US$1.00

Contacts
Tilray Inc.
Media:
Zack Hutson, +1-415-534-5541
zack.hutson@tilray.com
or
Investors:
Katie Turner, +1-646-277-1228
Katie.turner@icrinc.com