An anonymous director reports

CANOPY GROWTH ANNOUNCES UPSIZED US$35 MILLION PRIVATE PLACEMENT

Canopy Growth Corp. has entered into subscription agreements, dated as of Jan. 18, 2024, with certain institutional investors in a private placement offering of 8,158,510 units at a price per unit of $4.29 (U.S.) for aggregate gross proceeds of approximately $35-million (U.S.).

The purpose of the offering is to provide the company with additional liquidity to further strengthen Canopy Growth's financial position. Proceeds are expected to be used to pay down debt, which is consistent with the company's strategy for overall debt reduction, as well as for working capital and other general corporate purposes.

Each unit will comprise: (a) one common share of the company; and (b)(i) one Series A common share purchase warrant or (ii) one Series B common share purchase warrant. Each warrant will entitle the holder to acquire one common share from the company at a price equal to $4.83 (U.S.). The Series A warrants will be exercisable immediately following the closing of the offering for a period of five years from such date, and the Series B warrants will be exercisable for a period commencing on the date that is six months following the closing of the offering and ending on the date that is five years following such date. The company has also agreed to provide the investors with customary registration rights.

The closing of the private placement pursuant to the subscription agreements is expected to occur on or about Jan. 19, 2024, subject to Toronto Stock Exchange approval and customary closing conditions.

About Canopy Growth Corp.

Canopy Growth is a leading North American cannabis and consumer packaged goods (CPG) company dedicated to unleashing the power of cannabis to improve lives. Through an unwavering commitment to its consumers, Canopy Growth delivers innovative products with a focus on premium and mainstream cannabis brands, including Doja, 7Acres, Tweed and Deep Space. Canopy Growth's CPG portfolio includes gourmet wellness products by Martha Stewart CBD, and category-defining vaporizer technology made in Germany by Storz & Bickel.

Canopy Growth has also established a comprehensive ecosystem to realize the opportunities presented by the United States tetrahydrocannabinol market through its rights to Acreage Holdings Inc., a vertically integrated, multistate cannabis operator with principal operations in densely populated states across the northeast, as well as Wana Brands, a leading cannabis edible brand in North America, and Jetty Extracts, a California-based producer of high-quality cannabis extracts and pioneer of clean vape technology.

Beyond its world-class products, Canopy Growth is leading the industry forward through a commitment to social equity, responsible use and community reinvestment -- pioneering a future where cannabis is understood and welcomed for its potential to help achieve greater well-being and life enhancement.

We seek Safe Harbor.