Organigram to acquire Sanity Group

Goodmans LLP is advising Organigram Global Inc. (the “Company” or “Organigram”), a leading licensed producer of cannabis, in connection with its definitive agreement to acquire Sanity Group GmbH (“Sanity” or “Sanity Group”) for €113.4 million (“Upfront Consideration”), as well as the related C$65.2 million investment from British American Tobacco (“BAT”) through its subsidiary, BT DE Investments Inc. and a new credit facility with ATB Financial and a syndicate of lenders, in respect of which the Company has entered into an underwritten commitment.

The Upfront Consideration consists of €80.0 million in cash and €33.4 million in Organigram shares, representing a 71% premium, with a performance-based earnout of up to €113.8 million to follow. This acquisition will strengthen Organigram’s position as a global leader by providing a vertically integrated platform in Germany—the world’s second-largest federally legal cannabis market.

Organigram Global Inc. is a NASDAQ Global Select Market and TSX listed company whose wholly owned subsidiary, Organigram Inc., is a licensed cultivator of cannabis and manufacturer of cannabis-derived goods in Canada.

Sanity Group is a Berlin-based cannabis company with a focus on cannabinoid-based pharmaceuticals and consumer goods.

Goodmans LLP continues to be a leader in the corporate and M&A space, bringing strength to advising major multinational corporates and financial institutions involved in high-value, multi-jurisdictional M&A, reorganisations and corporate governance matters. — The Legal 500 Canada
Goodmans have excellent subject matter expertise and actionable strategy and advice. They give deep confidence of their ability to capably handle complex and sophisticated matters. — Chambers Canada
The corporate and commercial team has impressive depth with experienced and highly skilled counsel at all relevant levels, from senior partner to junior associate. — Chambers Canada
The Corporate/Commercial team at Goodmans make it seem as though we are their only client. They are our go-to external corporate-commercial counsel. — Chambers Canada
Clients note, "They have a good team of very experienced lawyers who know the process, " adding, "They have a good bench strength." — Chambers Canada
Clients note, "They get our business and what we're trying to accomplish. It's not just technical advice." — Chambers Canada
One interviewee reported, "The Goodmans team as a whole is excellent," adding: "The lawyers are very responsive and get the job done. It is of great assurance to have them as our legal advisers." — Chambers Canada
One client noted, "...they handled a very complicated transaction involving many jurisdictions and did a very good job. They are always able to make comparative decisions through a relatively simple way and try to balance risk and find solutions." — Chambers Canada
Clients note, "The client service at Goodmans has always been excellent, and they are very deep from a corporate and financing perspective." — Chambers Global
Interviewees praise the firm's work on cross-border matters, saying: "The team's coordination is superb, its work ethic unparalleled and the service excellent." — Chambers Global
One client noted, "very strong legal minds, focus in on the business issues...good communicators, include my internal team as much or as little as we may want on a particular project." — IFLR1000
....punches above its weight for big-ticket M&A in Canada, recently advising on substantial transactions in mining, energy, technology and cannabis sectors. — Chambers Global
Clients commend Goodmans for being, "very entrepreneurial in their culture, in addition to being able to provide sophisticated and excellent legal assistance." — Chambers Canada

Practices

Industries

Organigram to acquire Sanity Group

Site Search

Organigram to acquire Sanity Group

Expertise

Featured Work