Canopy Growth Corporation (CGC) is making a move to consolidate Canada's cannabis market. The company announced it will acquire MTL Cannabis Corp. (MTLNF) in a transaction valued at approximately 125 million Canadian dollars on a fully diluted equity basis, or about 179 million Canadian dollars when you factor in enterprise value.
The deal structure is straightforward: MTL shareholders get 0.32 of a Canopy Growth common share and 0.144 Canadian dollars in cash for each MTL share they hold. That works out to an implied value of 0.91 Canadian dollars per share, which is a 45% premium to where MTL was trading based on its 20-day volume-weighted average price as of December 12, 2025.
This is a court-approved plan of arrangement, which means all of MTL's debt and debt-like instruments get settled as part of the package. The transaction is expected to close before the end of February 2026, assuming shareholders, courts, and regulators all give it the green light. For context, Canopy Growth reported 298 million Canadian dollars in cash and cash equivalents as of September 30, 2025, so they've got the financial capacity to get this done.
Why This Deal Makes Sense
The strategic logic here is about scale and market positioning. Canopy Growth thinks this acquisition will elevate it to a leading position in Canada's medical cannabis market. MTL brings a complementary patient network, Canada House clinics, and the Abba Medix online medical platform, which expands Canopy's national reach in ways its current setup doesn't quite cover.
The deal also strengthens Canopy's presence in Québec specifically and improves access to high-quality flower supply for both Canadian and international medical markets, including Europe. That's not nothing when you're trying to build a vertically integrated cannabis operation with global ambitions.
MTL isn't just a strategic acquisition, though. It's actually a profitable business. The company reported trailing twelve-month net revenue of 84 million Canadian dollars, a gross margin of 51% before fair value adjustments, and operating cash flow of 11 million Canadian dollars as of September 30, 2025. Those are solid numbers in a sector that's been notoriously difficult to make profitable.
Canopy expects to squeeze out annualized cost synergies of about 10 million Canadian dollars within 18 months of closing, which should help its push toward positive adjusted EBITDA.
Leadership and Integration
"MTL brings skilled operators, strong brands, and a profitable business that will strengthen our leadership in Canada's medical market," said Canopy Growth CEO Luc Mongeau.
MTL Co-Founder and Chief Cultivation Officer Richard Clément emphasized that the combination will allow MTL to expand its reach through Canopy's national distribution and retail relationships.
MTL's core leadership team is expected to join Canopy Growth after the deal closes, with MTL CEO Michael Perron set to become Chief Operating Officer. That's usually a good sign when the acquiring company wants to keep the talent around rather than just absorbing the assets.
Canopy Growth shares were up 1.72% at $1.77 at the time of publication on Monday.