Aurora Cannabis Inc. has issued a new response to Curaleaf Holdings Inc.’s hostile takeover bid, challenging several of the arguments Curaleaf has presented to Aurora shareholders in support of its US$4.00-per-share offer.
The August 24 communication marks the latest escalation in the takeover battle, following Aurora’s earlier call for shareholders to take no action while its board reviews the proposal.
Aurora is now focusing its defense on the performance and potential value of its international medical cannabis business, arguing that Curaleaf’s assessment doesn’t accurately represent its operations in markets including Germany, the UK and Poland.
Curaleaf Makes Its Case for the US$4 Offer
Curaleaf formally launched its takeover bid on August 18, offering 0.3463 Curaleaf subordinate voting shares plus US$0.75 in cash for each Aurora share. Based on Curaleaf’s August 10 closing price, the consideration had an implied value of US$4.00 per Aurora share and is subject to a maximum value of US$5.00.
Curaleaf characterized the offer as a 45% premium to Aurora’s 30-day volume-weighted average price of US$2.75 as of August 10. Excluding Aurora’s cash and equivalents, Curaleaf calculated the premium at 110%.
The company also presented several financial and strategic arguments for accepting the bid. Among them, Curaleaf said the combination could produce at least US$40 million in annual cost synergies and create a company with a pro forma market capitalization exceeding US$3 billion.
Curaleaf also warned that Aurora shares could move back toward pre-offer levels if the acquisition does not proceed.
Aurora Defends International Growth
Aurora’s August 24 response directly challenges Curaleaf’s portrayal of its international medical cannabis operations.
The company pointed to a 17% year-over-year increase in international net revenue in the first quarter of fiscal 2027 and identified Germany as a key contributor to that growth.
Aurora also disputed Curaleaf’s argument that changes affecting German medical cannabis reimbursement represent a significant headwind. According to Aurora, the reimbursement segment accounted for less than 10% of its total German volume before the changes.
That counters one of the arguments Curaleaf used to support its bid. In its August 18 release, Curaleaf cited changes affecting medical cannabis reimbursement in Canada and Germany among the pressures facing Aurora.
Aurora is similarly emphasizing its position elsewhere in Europe. It said it remains the market leader by revenue in Poland and is gaining market share in the UK.
The UK has also become a more significant part of Aurora’s European strategy following its August 19 acquisitions of Internode Pharma Limited and HAP Pharma Limited, which expanded the company’s direct distribution capabilities in the market.
Aurora Points to Improved Financial Performance
Aurora is also using its recent financial performance to argue that Curaleaf’s offer comes at a point when its multiyear restructuring strategy is producing results.
The company reported record global medical cannabis revenue and adjusted EBITDA results for fiscal 2026 and said it has now recorded three consecutive years of positive adjusted EBITDA. Aurora also highlighted continued year-over-year international revenue growth and its adjusted gross margins before fair-value adjustments.
Aurora attributed the change in its business profile partly to its decision to prioritize global medical cannabis while exiting lower-margin businesses, including Plant Propagation and Canadian Consumer operations.
This represents another major point of disagreement between the companies. Curaleaf has argued that Aurora’s fiscal 2027 outlook points to a smaller, less profitable business and has criticized restructuring costs, inventory impairments, and historical write-offs.
Cultivation Assets Become Central to Valuation Dispute
Aurora’s cultivation infrastructure has also emerged as a key battleground in the takeover.
Curaleaf has promoted its cultivation scale and efficiency as a potential advantage of a combination. It said its cultivation footprint totals approximately 472,000 square feet and reported significant improvements in yields and production costs since the first quarter of 2024.
Aurora, however, said Curaleaf’s assessment of its cultivation operations relies on outdated information and doesn’t account for the specialized capabilities of its EU-GMP-certified facilities.
According to Aurora, its EU-GMP production capacity has increased by more than 40% over the past five years. The company is continuing to add capacity, including through the Safari Flower Company transaction, as it prepares for further international demand.
What the Escalating Dispute Means for ACB Stock
Aurora’s latest response provides shareholders with a clearer picture of the valuation dispute that could shape ACB stock while the takeover remains unresolved.
Curaleaf’s case emphasizes the immediate premium, potential synergies and opportunity for Aurora investors to retain cannabis-sector exposure through ownership in the combined company. Aurora’s defense instead rests heavily on the argument that its improving financial performance, European expansion and EU-GMP infrastructure could generate greater long-term value as a standalone business.
The stock implications therefore extend beyond the headline US$4.00 offer price. Investors must also weigh the value of the Curaleaf shares included in the consideration, the offer’s US$5.00 cap and the possibility that Aurora’s standalone valuation could change if the takeover fails.
Aurora’s board and its independent Special Committee have not yet issued their formal recommendation. The company continues to advise shareholders to take no action while the review is underway.
Curaleaf’s offer is scheduled to remain open until December 1, 2026, unless it is extended, varied or withdrawn in accordance with its terms.
Until Aurora’s board delivers its recommendation, the competing assessments of the company’s European growth, financial performance and cultivation assets are likely to remain central to how shareholders evaluate the hostile bid.
Rita Ferreira
Rita is a seasoned writer with over five years of experience, having worked with globally renowned platforms, including Forbes and Miister CBD. Her deep knowledge of hemp-related businesses and passion for delivering accurate and concise information distinguish her in the industry. Rita's contributions empower individuals and companies to navigate the complexities of the cannabis world, and her work remains a valuable resource for those seeking a deeper understanding of its potential.
