SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Canopy Growth Corp [ CGC ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 05/01/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Shares | 05/01/2020 | X | 9,438,451 | A | (1) | 28,315,352 | I | by Greenstar Canada Investment Limited Partnership(2) | ||
Common Shares | 05/01/2020 | X | 9,438,450 | A | (1) | 37,753,802 | I | by Greenstar Canada Investment Limited Partnership(2) | ||
Common Shares | 104,500,000 | I | by CBG Holdings LLC(3) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Tranche 1 Warrants (right to buy) | (1) | 05/01/2020 | X | 9,438,451 | 08/01/2018 | 05/01/2020 | Common Shares | 9,438,451 | $0 | 0 | I | by Greenstar Canada Investment Limited Partnership(2) | |||
Tranche 2 Warrants (right to buy) | (1) | 05/01/2020 | X | 9,438,450 | 02/01/2019 | 05/01/2020 | Common Shares | 9,438,450 | $0 | 0 | I | by Greenstar Canada Investment Limited Partnership(2) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. These warrants have an exercise price of CAD 12.9783, which, when using the exchange rate on May 1, 2020, is equivalent to $9.2117. |
2. These shares are owned directly by Greenstar Canada Investment Limited Partnership, which partners are Greenstar Canada Investment Corporation ("GCIC") and Constellation Brands Canada Holdings ULC ("CBCH"). CBCH is a wholly-owned subsidiary of Constellation Capital LLC ("CC"), which is a wholly-owned subsidiary of Constellation International Holdings Limited ("CIHL"), which is a wholly-owned subsidiary of Constellation Brands, Inc. GCIC, CBCH, CC, CIHL and Constellation Brands, Inc. are indirect beneficial owners of the reported shares. |
3. These shares are owned directly by CBG Holdings LLC, which is a wholly-owned subsidiary of Constellation Brands, Inc. |
Remarks: |
/s/ H. Elaine Ziakas, Assistant Secretary of Constellation Brands, Inc. | 05/04/2020 | |
/s/ Barbara J. LaVerdi, Secretary of Greenstar Canada Investment Corporation acting as General Partner of Greenstar Canada Investment Corporation Limited Partnership | 05/04/2020 | |
/s/ H. Elaine Ziakas, Assistant Secretary of Constellation Brands Canada Holdings ULC | 05/04/2020 | |
/s/ H. Elaine Ziakas, Assistant Secretary of Constellation International Holdings Limited | 05/04/2020 | |
/s/ Barbara J. LaVerdi, Secretary of Greenstar Canada Investment Corporation | 05/04/2020 | |
/s/ H. Elaine Ziakas, Assistant Secretary of Constellation Capital LLC | 05/04/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |