Curaleaf Holdings has accused the Aurora board of failing to act in the interests of shareholders following its rejection of a revised offer to buy the company.
Chairman and chief executive Boris Jordan said Aurora has kept the highest bidder “out of the room” while allowing others to see its books, a reference to Aurora plans to explore alternative transactions.
Aurora formally rejected the Curaleaf bid earlier this week.
“Aurora’s board has a fiduciary duty to shareholders, which requires it not to take illogical steps to keep the highest bidder out of the room,” Jordan said. “The board has locked out Curaleaf while granting diligence access to unnamed parties and cites selective sources to support its agenda.
“None of that reflects a board acting in the company’s or shareholders’ best interests.
“Shareholders deserve the facts, and the facts favour engagement, not obstruction.”
He said the Curaleaf offer provides shareholders with “real money on the table” yet the Aurora board continues to reject its advances “despite repeated outreach and requests”.
“These are not the actions of a company that is serious about maximising value for shareholders,” Curaleaf said.
It described Aurora’s claim that its bid is inadequate as a “myth”, arguing it represents an 86% premium to Aurora’s unaffected 30-day volume-weighted average share price.
“Curaleaf remains ready to engage immediately in a constructive diligence process,” the company added.