21:04:50 EDT Tue 21 May 2019
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Aphria Inc
Symbol C : APHA
Shares Issued 250,159,940
Close 2019-02-19 C$ 12.77
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Aphria terminates Liberty Health note, option

2019-02-19 18:53 ET - News Release

An anonymous director reports


Independent members of Aphria Inc.'s board of directors consisting of Shlomo Bibas, John Herhalt, Tom Looney and Irwin Simon have unanimously approved the early termination and liquidation of a promissory note, option and other agreements related to the company's previously announced divestment of all interests in Liberty Health Sciences Inc.

As detailed on Sept. 6, 2018, the company entered into a share purchase agreement with a group of buyers, wherein it completed the sale of the shares making up 100 per cent of its outstanding interest in Liberty, in exchange for a five-year promissory note due Sept. 6, 2023, bearing interest at 12 per cent per annum and in the amount of $59,097,986. Aphria retained an irrevocable option to repurchase its shares in Liberty from the buyers for a period of up to five years, subject to the satisfaction of certain conditions.

In line with Aphria's commitment to enhanced corporate governance practices and a renewed focus on its strategic plan, the option in the Liberty shares represented a non-essential holding of the company. Accordingly, the independent members of the board of directors unanimously approved the early termination and liquidation, wherein the company received cash consideration of $47.4-million and may earn up to an additional $10-million based on certain value thresholds, if the counterparties monetize the Liberty shares underlying the terminated option within six months. Jefferies LLC acted as financial adviser to the company.

The early termination and liquidation represents the ultimate conclusion of Aphria's investment in Liberty. From Aphria's first investment in Liberty of $25-million in April, 2017, until today's date, Aphria earned a return equal to 3.4 times its cumulative investment in Liberty, an internal rate of return of approximately 167.2 per cent on the initial investment.

About Aphria Inc.

Aphria is a leading global cannabis company driven by an unrelenting commitment to its people, product quality and innovation. Headquartered in Leamington, Ont., the greenhouse capital of Canada, Aphria has been setting the standard for the low-cost production of safe, clean and pure pharmaceutical-grade cannabis at scale, grown in the most natural conditions possible. Focusing on untapped opportunities and backed by the latest technologies, Aphria is committed to bringing breakthrough innovation to the global cannabis market.

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