Evolving Cannabis Industry Potential and Constellation Investment Overview

Made public by

Canopy Growth Corporation

sourced by PitchSend

1 of 18

Creator

Canopy Growth Corporation

Category

Technology

Published

September 28, 2018

Slides

Transcriptions

#1Constellation Brands Investment in Canopy Growth Expanding our Strategic Partnership August 2018 CANOPY GROWTH Constellation Brands CORPORATION#2Forward-looking Information Disclaimer CANOPY GROWTH Constellation Brands CORPORATION This presentation contains "forward-looking information" and "forward-looking statements" (which we refer to collectively as forward-looking information) within the meaning of applicable Canadian securities legislation, and “forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively referred to as "forward-looking information"). All statements, other than statements of historical fact, may be forward-looking information. Forward looking information can be identified by the use of statements that include words such as "anticipate", "plan", "continue","estimate", "expect", "exceed", "may", "will", "project", "predict", "propose”, “potential", "targeting", "exploring", "scheduled"”, “implementing”, “intend”, “could”, “might”, “should”, “believe” and similar words or expressions. Information provided in this presentation is necessarily summarized and may not contain all available material information. Such forward- looking information is subject to various risks and uncertainties. Forward-looking information in this presentation includes, but is not limited to, statements with respect to: (i) the anticipated effects and benefits of, timing and completion, including satisfaction of all necessary conditions, of each component of Constellation's investment in Canopy; (ii) the ability of Canopy to grow its business, operations and activities; (iii) the benefits of the investment to Canopy; (iv) the potential impact on Canopy's growth prospects; (v) potential opportunities in the Canadian, U.S. and global cannabis market, including for growth in sales, supply, revenue, cultivation and processing; (vi) the potential for future product development; (vii) the availability or benefit of Canopy's existing contractual relationships, including provincial supply agreements; (viii) the ability of Canopy to achieve market scale; (ix) the impact of the transaction on the Company's outstanding share capital; (x) the abilities of management of Canopy; (xi) future market share achieved in recreational markets, (xii) product development; (xiii) clinical trial work, (xiv) planned acquisition activities, including with respect to pending acquisitions. Forward looking information is based on certain assumptions, estimates, expectations, analyses and opinions made by management in light of their experience and perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. Forward looking information is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information, including, but not limited to, risks relating to the cannabis industry; risks relating to the completion of the transaction; risks relating to the demand for cannabis products; risks relating to being a controlled company; risks relating to future growth; risks relating to competition in the industry; risks relating to necessary approvals to completion of the transaction; financing risks; market risks; risks to the economy; regulatory risks; risks relating to global financial conditions; reliance on key personnel; operational risks inherent in the conduct of cannabis activities; increases in capital or operating costs; risks relating to the Company's ability to use the proceeds effectively; the risk of delays or increased costs that may be encountered during the company's growth; risks relating to completion of the transaction, including being able to complete the transaction on satisfactory terms or at all, environmental risks, and the additional risks identified in the "Risk Factors" section of Canopy's annual information form and Constellation's annual report on Form 10-K and other reports and filings filed with applicable securities regulators in Canada and the United States. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are made as of the date hereof and neither Constellation nor Canopy intends, and expressly disclaims any obligation to, update or revise the forward-looking information contained in this presentation, except as required by law. Accordingly, readers are cautioned not to place undue reliance on forward-looking information. | 2#3Working Together Towards Global Leadership Constellation Brands The powerful combination gives Canopy the size, scale and strength to lead on a global level CANOPY GROWTH CORPORATION Constellation Brands Global leader in the total beverage alcohol category Unparalleled expertise in consumer insights, marketing and distribution Large scale production and brand building expertise Experience bringing regulated products to market & Global powerhouse positioned to take advantage of the rapidly-growing cannabis market 2 Robust financial resources to fund ambitious growth CANOPY GROWTH CORPORATION Leading market share in the cannabis industry Deep expertise and industry knowledge Entrepreneurial approach 5 Well-established R&D and production capabilities 3 Best-in-class industry knowledge and experience World-class platform for new brand development Expertise and discipline to support sustainable, long-term success | 3#4How it Started CANOPY GROWTH Constellation Brands CORPORATION Oct-2017 Constellation makes initial investment in Canopy with acquisition of minority stake (~9.9% for C$245mm) Oct-2017 Constellation and Canopy enter into a commercialization agreement providing Constellation with exclusive rights to Cannabis based beverages Jun-2018 Canadian government passes Bill C-45, which will effectively legalize the recreational Cannabis market in Canada when rolled out in October Today Based on success of initial investment and conviction in the attractiveness of the industry, Constellation and Canopy continue expanding the partnership October 2017 June 2018 July 2018 August 2018 Oct-2017 to Today Extensive collaboration towards the development and commercial launch of non-alcoholic cannabis beverages Jun-2018 Canopy issues C$600mm of 4.25% convertible senior notes due 2023, with Constellation purchasing C$200mm Aug-2018 Constellation increases stake in Canopy to ~38%¹ for C$5bn US$4bn (plus additional warrants to increase stake above 50%)² Source: Company filings, Subscription agreement 1 Reflects fully diluted shares outstanding. 2 See Transaction Summary for details supporting pro forma ownership. | 4#5Getting to Today CANOPY GROWTH Constellation Brands CORPORATION 50 40 Closing Price (C$) $9 30 20 20 10 0 Tremendous Canopy Share Price Appreciation Since Constellation's Initial Investment D H A B C$37.00 لسا Oct-2017 Nov-2017 Dec-2017 Jan-2018 Mar-2018 Apr-2018 May-2018 Jul-2018 Aug-2018 Recreational Medical C D E 30-Oct-2017 Constellation announces C$245mm investment in Canopy for ~9.9% ownership 05-Dec-2017 Spectrum Cannabis Denmark announces forty thousand square metre medical cannabis facility 08-Dec-2017 Newfoundland & Labrador and Canopy enter comprehensive supply, development, and retail agreement 17-Jan-2018 Canopy offers 5.8mm shares for C$200.7mm in follow-on offering 11-Apr-2018 Canopy completes three year supply agreement with the Société des alcools du Québec Financial Capital Markets F H H 24-May-2018 Canopy begins trading on NYSE 30-May-2018 Canopy announces entry into African market 20-Jun-2018 Canadian senate passes Bill C-45, otherwise known as the Cannabis Act to legalize recreational use of marijuana 22-Jun-2018 Canopy issues C$600mm of 4.25% convertible senior notes due 2023, with Constellation purchasing C$200mm 05-Jul-2018 Canopy enters supply agreement with province of Alberta 05-Jul-2018 Canopy introduces Latin American subsidiary, Canopy LATAM Share price has increased ~185% or C$24.02 from Constellation's initial investment at C$12.98 Source: Company information, Press releases, Subscription agreement, Capital IQ, Bloomberg; market data as of 10-Aug-2018 | 5#6Creation of Global Brand Starts with Cooperation Continuity of Best-in-Class Management CANOPY GROWTH Constellation Brands CORPORATION Expanded Partnership Across All Current and Future Products... Current Products Retain Current Management Team Maintain Canadian Corporate Domicile Future Products Flower Oils Soft Gel Caps Expansion of Board Leadership Existing Canopy Board Members 3 Source: Company information 現 New Constellation Nominees Beverages Edibles Medicinal Pre-Roll ...And Cutting Edge Brands that Consumers Covet 4 Owned Brands Adult-Use Tweed vert Medical Spectrum Cannabis™ Affiliate Brands DNA GENETICS 7 Member Board Retail Brands LEAFS SNOOP Tweed MAIN STREET - SHOP - ORGANALABS. | 6#7Canopy's Positioning for Success Key Metrics #1 Canadian Licensed Producer by Supply Agreement Award¹ 8 Supply Agreements Signed to Date 0 ~68K 36% of all Supply Agreements Awarded to Date in Canada² CANOPY GROWTH Constellation Brands CORPORATION Largest Legal Cannabis Production Footprint in the World Edmonton B Delta4 Yorkton A Aldergrove St. John's Kilograms Year of Minimum Contracted Supply Committed Significant Contractual Relationships Across Canada Saskatoon St. Lucien Mirabel Fredericton Smiths Falls (E Creemore Toronto Niagara (D Bowmanville License Status Province Alberta Supply³ 30,000 kg/year Licensed Facility Future Facility Extraction Value-add Hemp Acreage Quebec 12,000 kg/year Facility Description Newfoundland & Labrador 8,000 kg/year A) Aldergrove Manitoba 6,500 kg/year B Delta British Columbia 5,700 kg/year New Brunswick 4,000 kg/year C) Mirabel D) Niagara Prince Edward Island 1,000 kg/year E Smiths Falls Yukon 300 kg/year Hybrid Greenhouse, Cultivation & Processing Hybrid Greenhouse, Cultivation & Processing Hybrid Greenhouse, Cultivation & Processing Hybrid Greenhouse, Cultivation & Processing, GMP Certified Indoor, Cultivation & Processing, Oil Extraction, Dealer's License Area, Advanced Manufacturing, Distribution Centre, GMP Certified Tremendous opportunity as Other Facilities Ontario supply still to Ontario comprises >40% of total be awarded Canadian population Total Source: Company information Sq. Ft.5 ('000) 1,300 1,700 700 1,000 730 510 5,940 1 As of 14-Aug-2018. 2 Estimated share of supply agreements announced to date by provinces and territories. Includes Canopy estimate of total of supply agreements entered into by AB and BC.3 Supply amounts are annualized. Expected to be licensed in future." Licensed or under development. | 7#8Canopy's Complementary Brands and Retail Footprint Constellation Brands CANOPY GROWTH CORPORATION Engaging Retail Presence Provides Compelling Brand Recognition YT NT NU BC AB SK MB 5 Brick & Mortar Online Application Government Private TBD 8 NL PEI ON QC NB NS Emerging Global Presence and Infrastructure Cultivation/License Application/Facility Under Development Germany Denmark Jamaica Columbia Spain Lesotho Australia Canada Distribution GMP Certified Facility Germany Canada Germany Australia Imports Germany Dedicated Technology-Enabled Sales Force Facilitates real-time engagement with market and consumers Provides educational resource for retailers Czech Republic Canada Ensures optimal product placement Coordinates closely with production and operations Source: Company information Research Czech Republic Brazil Australia Australia Brazil Canada Spain | 8#9Constellation's Global Brand Building Platform Industry Leader in Total Beverage Alcohol with Worldwide Brand Recognition Beer Corona. Extra KIM CRAWFORD BALLAST CATED TO THE CRA POINT BLACK BOX CERVE Modelo Especial Wine FUNKY BUDDHA PACIFICO CLARA MEIOMI TPW ROBERT MONDAVI WINERY Spirits BLACK VELVET CASA NOBLE Jequila SVEDKA IMPORTED VODKA Source: Company website CANOPY GROWTH Constellation Brands CORPORATION Global Manufacturing Footprint HIGH WEST HW DISTILLERY 26 9 PARK CITY UTAH Wineries/ Facilities Breweries 3 Distilleries 1 Glass Plant | 9#10Cannabis Market Opportunity Governments Around the World Have Signalled a Significant Change in Attitudes Towards Cannabis in Recent Years Countries with / Exploring Legal Cannabis Framework 2001 2014 2 5 Today +25 Current or Pending Commercial Legal Status² Medical Recreational and Medical In the Process of / Exploring Legalization Limited Illegal Source: Company information, Marijuana Business Daily Factbook 2017 Note: Cannabis remains illegal at a federal level in the United States. Constellation Brands CANOPY GROWTH CORPORATION US Opportunity: ~$50bn Industry Today¹ Estimated US Cannabis Sales vs. Other US CPG Categories (US$bn) Beer 117 Cigarettes Wine 65 59 Spirits 58 Total 50 77 77 Cannabis Global Opportunity: Potentially >$200bn by 2032 ~$11bn Canadian Recreational and Medical ~$96bn US Recreational and Medical ~$120bn RoW Recreational and Medical 'Includes estimated legal and illegal markets in the US as of calendar year 2017.2 Current commercial legal status estimates as of June 2018; includes material updates. Legislation permitted the recreational market in Canada will come into force in October 2018. Limited legalization includes the legal "Coffee shop" system in Amsterdam and areas where cannabis is permitted in private clubs. | 10#11Cannabis as a Potentially Disruptive Ingredient CANOPY GROWTH Constellation Brands CORPORATION Cannabis is the New Frontier of Human and Animal Health Global Ахәлира BECKLEY CANOPY THERAPEUTICS Sleep - $10bn Pain - $24bn Anxiety - $5bn MS - $18bn Psoriasis $8bn IP Protection 39 Patent Applications filed with USPTO Base New Markets to Drive Incremental Growth Market Population of Adult Consumers Consumption Volume in Grams per Consumer Develop and validate cannabinoid based medicines as a Formulation, $ canopy health INNOVATIONS Price per Gram of Marijuana safer alternative to current treatments Based Dosing & Ancillary Market Potential Upside $+ + A Security Growers Infused Product Testing Labs Makers ☑+ Π 貝 Tourism Revenue Business Taxes License Fees Paraphernalia Source: Deloitte Industry Report, Company information Indications Commerci Licensing Phase II Sleep Trial Approved Animal Anxiety Canopy Growth has the first right to commercialize CANOPY GROWTH CORPORATION IP that is developed by Canopy Health Study Approved | 11#12Experienced Canopy Management Team Poised to Continue Delivering Exceptional Growth Constellation Brands CANOPY GROWTH CORPORATION Company Background: Bruce Linton Chairman and Co-CEO Founded Canopy; CEO since 2014 webHancer Select Prior Experience: CROSSKEYS. NEWBRIDGE Mark Zekulin President and Co-CEO Joined Canopy at founding; Co-CEO since June 2018 CLK Cassidy Levy Kent Ontario >>> OECD Tim Saunders Executive VP and CFO Joined Canopy in June 2015 vodafone Mitel ZARLINK SEMICONDUCTOR David Bigioni Chief Commercial Officer Joined Canopy in August 2017 MOLSON Coors TD Eventure Unilever Company Background: Select Prior Experience: Ru Wadasinghe CIO Joined Canopy in September 2016 MARCH networks An Infinova Company NORTEL NETWORKS Phil Chaer CLO Joined Canopy in 2016 CONVERSANT mccarthy tetrault Source: Company information Rade Kovacevic EVP, Managing Director Joined Canopy in 2015 CAMCD ACDCM CANADIAN ASSOCIATION OF MEDICAL CANNARS DISPENSARIES ASSOCIATION CANADIENNE DE DESNINGAIRES DE CANNABIS MEDICAL CMCIA CANADIAN MEDICAL CANNABIS INDUSTRY ASSOCIATION Tom Shipley VP Quality Assurance Joined Canopy in 2014 I+I Health Canada Dave Pryce VP Int'l Market Expansion Joined Canopy in 2016 BlackBerry 1 * Ontario D2L | 12#13Strategy Doesn't Change, It Only Gets Better CANOPY GROWTH Constellation Brands CORPORATION Canopy Near-Term Priorities Cement Leadership Position in Canadian Recreational Market 3 Grow Presence in Existing International Markets LO 5 Develop and Launch New Cannabis Product Formats 2 7 8 Improve Distribution and Infrastructure Capture Additional Share in Canadian and International Medicinal Market Expand into New Geographies¹ Develop Industrial Scale Manufacturing Technology Increase International Production Capabilities and Growing Capacity ✓ Constellation's Growth Accelerators World-class consumer brand building expertise Deep understanding of consumer trends and shifting preferences Global platform to enhance expansion into new and existing markets Financial resources to support robust global growth Disciplined approach to M&A, finance, large- scale production, marketing and sales Experience bringing regulated products to market 1 In jurisdictions that have legalized cannabis usage. | 13#14The Transaction Acquisition of Shares and Warrants¹ Other Key Terms CANOPY GROWTH Constellation Brands CORPORATION Pro Forma Tranche Expiry Date Shares Price Premium² CAD / USD³ Ownership¹ Today 18.9mm ~8% New Shares 104.5mm C$48.60 38% C$5.1bn $3.9bn ~35% Existing Warrants Apr-2020 18.9mm C$12.98 C$245mm $187mm ~38% Tranche A Warrants 3 Years After Closing 88.5mm C$50.40 43% C$4.5bn $3.4bn / ~50% Tranche B Warrants 3 Years After Closing 51.3mm VWAP4 >50% Board Structure Constellation will have the right to nominate 4 out of 7 directors to Canopy's Board Commercial Considerations " Constellation commits to Canopy as its sole cannabis platform & agrees not to participate in the cannabis category otherwise Existing commercialization agreement for non-alcoholic beverages is terminated Current Canopy management is retained to lead the company ■ Constellation to provide other support services through a Master Services Agreement 'Reflects fully diluted shares outstanding. Convertible debenture of C$600mm is not included in fully diluted shares outstanding and assumed to be cash settled.² Premium to Canopy's five day VWAP on the TSX as of August 14, 2018 close.³ CAD/USD exchange rate of 0.764 as of 10-Aug-2018. Five day VWAP of Canopy common shares on the TSX immediately prior to exercise. | 14#15Key Matters and Next Steps CANOPY GROWTH Constellation Brands CORPORATION 1 Canopy Shareholder Approval Canopy Annual General Meeting to be postponed to no later than September 28, 2018 Shareholders to vote on proposed Constellation Transaction and Constellation's Board nominees Requisite approval threshold of simple majority of the votes cast excluding interested parties¹ 2 Required Regulatory Approvals Investment Canada Act Canada Competition Act TSX and NYSE 3 Closing Date ■Transaction closing following receipt of all necessary approvals, but not earlier than October 31, 2018 unless otherwise agreed by the parties 1 Excludes votes cast by Constellation and certain Canopy shareholders that are required to be excluded under applicable law and stock exchange rules. | 15#16Appendix A: Supplementary Materials Constellation Brands CANOPY GROWTH CORPORATION#17Canopy Performance Highlights Revenue (C$ in mm) $21.7 $22.8 $17.6 $15.9 $14.7 CANOPY GROWTH Constellation Brands CORPORATION Sales (kg & kg equiv.) 2,528 2,330 2,020 1,740 1,830 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Q4 2017 Q1 2018 Average Sales Price / Gram Q2 2018 Patients ('000) Q3 2018 Q4 2018 $8.43 $8.30 $8.03 $7.96 $7.99 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 Source: Company information 29 55 55 59 59 74 69 64 Q3 2017 Q4 2017 Q1 2018 Q2 2018 Q3 2018 Q4 2018 | 17

Download to PowerPoint

Download presentation as an editable powerpoint.

Related

1st Quarter 2021 Earnings Presentation image

1st Quarter 2021 Earnings Presentation

Technology

Rackspace Technology Q4 2022 Earnings Presentation image

Rackspace Technology Q4 2022 Earnings Presentation

Technology

CBAK Energy Technology Investor Presentation image

CBAK Energy Technology Investor Presentation

Technology

Jianpu Technology Inc 23Q1 Presentation image

Jianpu Technology Inc 23Q1 Presentation

Technology

High Performance Computing Capabilities image

High Performance Computing Capabilities

Technology

SOLOMON Deep Learning Case Studies image

SOLOMON Deep Learning Case Studies

Technology

1Q20 Earnings image

1Q20 Earnings

Technology

Nutanix Corporate Overview image

Nutanix Corporate Overview

Technology