Sundial Growers Reiterates Commitment to the Transaction with Alcanna and Announces ISS Support for Plan of Arrangement

Published: December 9, 2021

Sundial Growers Reiterates Commitment to the Transaction with Alcanna and Announces ISS Support for Plan of Arrangement

Sundial Growers Inc. is issuing this press release to reiterate its commitment to the proposed plan of arrangement with Alcanna Inc. as previously announced on October 7, 2021.

Sundial’s Commitment to the Consideration Offered for the Arrangement and Iss Recommendation

Sundial is committed to the existing consideration offered to Alcanna shareholders whereby Alcanna’s shareholders will receive, for each common share of Alcanna (each, an “Alcanna Share“) held, 10.69 common shares of Sundial (each whole share, a “Sundial Share“).  Based on this fixed exchange ratio and the closing price of Sundial Shares on December 7, 2021, the consideration represents a deemed value of approximately $8.08 per Alcanna Share. This value implies an 11% premium from the closing price of Alcanna Shares on the TSX as of December 7, 2021. At this implied price and based on Sundial’s 30-day average trading volumes as of December 7, 2021, it would take approximately 3 days of liquidity for holders of Alcanna Shares to dispose of all Sundial Shares received pursuant to the Arrangement.

Additionally, Institutional Shareholder Services Inc. (“ISS“), a leading independent proxy advisory firm, has recommended that Alcanna shareholders vote “FOR” the resolution approving the Arrangement (the “Arrangement Resolution“) at Alcanna’s special meeting of shareholders (the “Meeting“).

Commenting on the Arrangement, Sundial’s CEO Zach George stated, “Despite recent market volatility, we remain committed to our plan of arrangement with Alcanna. This plan received the unanimous support of Alcanna’s board and management, in addition to the support of global governance advisor ISS. Sundial shareholders demand discipline when it comes to capital deployment, and our strong capital base is in high demand in the current environment, which is seeing increasing levels of financial distress. We respect the right of Alcanna shareholders to vote for or against the Arrangement at the upcoming meeting.”

About Sundial Growers Inc.
Sundial is a public company with the Sundial Shares traded on Nasdaq under the symbol “SNDL”. Our business is reported and analyzed under three operating segments: Cannabis Operations, Cannabis Retail and Investments.  As a licensed producer that crafts small-batch cannabis using state-of-the-art indoor facilities, our ‘craft-at-scale’ modular growing approach, award-winning genetics and experienced growers set us apart. Sundial’s brand portfolio includes Top Leaf, Sundial Cannabis, Palmetto and Grasslands. Sundial also operates the Spiritleaf retail banner. Spiritleaf aims to be the most knowledgeable and trusted source of recreational cannabis by offering a premium consumer experience and quality curated cannabis products. We are proudly Albertan, headquartered in Calgary, AB, with operations in Olds and Rocky View County, Alberta, Canada. For more information on Sundial, please go to www.sndlgroup.com.