April 2026: British American Tobacco Affiliate Holds 29.9% Stake in Organigram, With Path to 49%
Organigram reported that its strategic investor, BT DE Investments, an affiliate of British American Tobacco (BAT), has updated its ownership position. As of April 2026, BAT owns 42.2 million common shares, representing 29.9% of the outstanding shares, along with 50.7 million Class A preferred shares, on a non-diluted basis. The increase follows the completion of Organigram’s acquisition of Sanity Group and a concurrent private placement. As part of the transaction, BAT received both common and preferred shares in exchange for its Sanity stake and subscribed for additional shares through the private placement, including via top-up rights.
The preferred shares are non-voting but convertible into common shares at an annual step-up conversion rate of 7.5%. Conversion is subject to structural limits: immediate ownership of common shares is capped at 30%, while total ownership – assuming full conversion – cannot exceed 49%. These constraints limit near-term control while preserving a pathway to increased economic exposure over time.
Under the updated investor rights agreement, BAT can nominate up to 30% of Organigram’s board and retains pre-emptive, top-up, and registration rights, contingent on maintaining specified ownership thresholds. Future disclosures will indicate how any conversions, additional investments, or share sales affect the company’s ownership structure and governance balance.
March 2026: BAT Strengthens Strategic Partnership with Charlotte’s Web Through Debenture Conversion and New Equity Investment
Charlotte’s Web Holdings has announced a new transaction with British American Tobacco (BAT) involving the conversion of an existing debenture into equity and an additional US$10 million equity investment, a move designed to strengthen Charlotte’s Web’s balance sheet while increasing BAT’s ownership stake in the company. Following completion of the transaction, BAT is expected to hold approximately 40% of Charlotte’s Web, significantly increasing its strategic position in the U.S. CBD and botanical wellness market.
From BAT’s perspective, the transaction represents both a financial restructuring and a reinforcement of a long-term strategic partnership. The original investment, made via a convertible debenture, is now being converted into equity, eliminating a major liability from Charlotte’s Web’s balance sheet while strengthening the company’s equity base. In addition, BAT will inject a further US$10 million through a private placement, providing additional capital to support operations and future growth initiatives. The conversion of debt into equity effectively transforms BAT from a lender into a significantly larger shareholder, aligning the interests of both companies more closely.
Charlotte’s Web is one of the leading U.S. producers of hemp-derived cannabidiol (CBD) wellness products. The company produces a wide range of CBD products including tinctures, capsules, gummies, and topical products, and is widely regarded as one of the most established and recognized CBD brands in the United States. The brand originates from a high-CBD, low-THC cannabis strain developed in Colorado and named after a child whose epilepsy treatment using CBD helped bring national attention to medical cannabis and CBD products in the United States. Over time, Charlotte’s Web evolved into a major consumer wellness brand focused on hemp-derived CBD products that do not produce psychoactive effects.
BAT originally invested in Charlotte’s Web through a convertible debenture structure, which initially represented a non-controlling equity stake upon conversion. The latest transaction marks the next phase of this partnership, with the debenture conversion and new equity investment increasing BAT’s ownership to approximately 40% of the company. This positions BAT as a major strategic shareholder and reinforces its broader strategy to expand beyond traditional tobacco and nicotine into adjacent wellness and botanical product categories.
Strategically, the transaction strengthens Charlotte’s Web’s financial position by removing debt and improving its capital structure, while simultaneously increasing BAT’s exposure to the CBD and botanical wellness segment in the United States. For BAT, the investment reflects continued interest in non-combustible, non-nicotine consumer products and supports the company’s long-term diversification strategy.
Overall, the transaction can be seen as both a balance sheet restructuring for Charlotte’s Web and a strategic equity increase for BAT, resulting in BAT holding approximately a 40% stake in the company and further deepening the partnership between the two companies in the U.S. CBD and wellness market.
February 2026: Organigram acquires Sanity Group
Organigram has agreed to acquire all issued and outstanding shares of Sanity Group that it does not already own, in a transaction valued at up to €227.2 million. The consideration includes €113.4 million payable at closing, plus a potential earn-out of up to €113.8 million tied to financial performance. At closing, Sanity shareholders will receive €80 million in cash and €33.4 million in Organigram shares. In addition, they will be eligible for an earn-out consisting of €20 million in cash and up to €93.8 million in Organigram shares, contingent upon Sanity achieving specified net revenue and EBITDA targets during the 12 months following closing.
The upfront share consideration will be priced at C$3.00 per Organigram share, representing a 71% premium to the C$1.75 TSX closing price. Earn-out shares will be priced based on the 20-day volume-weighted average price (VWAP) on the TSX prior to settlement, subject to a C$3.00 floor and C$4.00 cap. The transaction will be financed through a combination of cash on hand, proceeds from a new credit facility, and a C$65.2 million equity investment by British American Tobacco (BAT). BAT has also elected to receive Organigram shares in lieu of cash for its interest in Sanity. BAT is an existing shareholder in both Organigram and Sanity.
Founded in 2018, Sanity has established presence across several key market segments in Europe, including medical cannabis, recreational pilot programs, and wellbeing products. Sanity’s annual net revenue increased from €9 million in 2023 to €60 million in 2025, including €19 million generated in Q4 2025. Sanity’s gross margin improved from 15% in 2023 to 35% in 2024 to 47% in 2025. Sanity holds #2 market share position in Europe as of January 2026, up from #5 in January 2025.
Sanity’s primary operations are in Germany, a fast growing medical cannabis markets. The growth is fuelled by increased adoption among physicians, broader patient access, and a favourable regulatory landscape following the 2024 cannabis law reform. The German medical cannabis market was valued at over €2 billion in 2025, serving approximately 800,000 patients. The market is forecast to surpass €4.5 billion by 2028 expecting a 50% year-over-year growth rate, with the patient population expected to reach around 1.8 million (~2.0% of the population), bringing it on par with other major global medical markets, such as Israel (1.9%) and Australia (2.3%). Moreover, Sanity Group operates Europe’s first two legal cannabis specialty stores as part of scientific pilot projects in Switzerland and plans to enter the UK and Poland markets while expanding on existing business in Czechia.
Organigram aims to bring its products to emerging legal cannabis markets and sell significantly greater volumes of higher-margin flower into Europe. The acquisition of the Berlin, Germany‑based Sanity Group unites two companies in the largest federally legal cannabis markets. Organigram is currently the market leader in the Canadian adult use recreational market.
Download the Sanity Acquisition Press Release
July 2025: Awake Chocolate receives further funding from British American Tobacco
Functional snack brand, Awake Chocolate closed an C$8 million (US$5.8 million) funding round aimed at supporting rapid growth and product innovation. The investment was led by Btomorrow Ventures, the corporate venture arm of British American Tobacco (BAT), alongside contributions from BDC Capital. This latest round brings Awake’s total funding to C$15.5 million.
Since its inception, Awake has expanded its sales by over tenfold, approaching C$30 million (US$22 million) in revenue in 2025. The brand’s products, which include caffeinated chocolate bites and bars made with Fairtrade chocolate, are now available in more than 3,000 retail locations across Canada and over 15,000 locations in the U.S., including major retailers such as Shoppers Drug Mart, Loblaws and Costco. The new capital will be allocated to improve co-manufacturing partnerships, enhance supply chain efficiency, bolster research and development, and expand marketing efforts.
Btomorrow Ventures highlighted the strategic importance of the investment with reference to the growing consumer interest in functional foods and beverages and re-stated that “wellness and stimulation” category is a focus for them.
April 2025: Organigram acquires Collective Project Limited
Organigram acquired cannabis and hemp-derived THC infused beverage maker, Collective Project Limited (“CPL”) for a consideration up to C$24 million, including a ~C$6.2 million up-front payment and potential milestone & earnout payments from September 30, 2025 to September 30, 2026. With this acquisition, Orginagram enters the fast-growing hemp-derived THC beverage market in the U.S. and fast tracks its entry into the cannabis beverage category in Canada.
Launched by Collective Arts, a Hamilton, Ontario-based company founded in 2013, Collective Project is known for its unique approach to blending artist-designed labels with craft beverages – including cannabis and hemp-derived THC infused sparkling juices, teas and sodas. Collective Project products feature a premium flavour-forward lineup of beverages made with real fruit juice, no artificial sweeteners and featuring elevated flavour profiles. In addition to Collective Project, CPL has recently launched “Fetch” in Canada featuring a lineup of accessibly priced sodas in popular flavours. In the U.S., Collective Project products were launched in late-2024 and are currently available in 10 States in key retailers such as Total Wines and Top 10 Liquors. In Canada, the products are currently available in 5 provinces.
March 2025: Organigram unveils a brand identity
British American Tobacco (BAT)’s strategic partner, Organigram Holdings announced its official rebrand to Organigram Global, a move that highlights the Company’s evolution from an East Coast (Atlantic Canada) medical cannabis company into a global cannabis leader. Having achieved the number one position in market share in Canada and established a growing international footprint, Organigram Global will focus on accelerating its global expansion and strengthening its presence in key international markets going forward.
Organigram Global’s international expansion plans include:
– A strategic investment in German cannabis leader, Sanity Group: Sanity holds roughly 7% market share, distributes to over 2,000 pharmacies, and is participating in multiple recreational pilot projects with applications pending in six German jurisdictions as well as existing stores in Switzerland.
– EU-GMP certification: Expected to be completed in the upcoming months, resulting in an ability to scale exports further
– Participation in the U.S. market in a more meaningful way: Two investments in the U.S. creating strategic advantages that expand reach and enhance offerings. Open Book Extracts provides access to a leader in hemp-derived extracts and formulations while Phylos Bioscience drives innovation in cannabis technology, including an exclusive access to proprietary genetics like THCV
– Exportation of premium indoor-grown cannabis to Australia, Germany and the United Kingdom
– Investments to further expand the international footprint: Jupiter, the strategic investment pool, financed by BAT’s follow-on investment announced in November 2023.
Evolution to Organigram Global includes a new logo, a refreshed visual identity, and a new corporate website. The name change was approved by the shareholders and, subject to TSX approval, Organigram shares will begin trading on the TSX and NASDAQ under the new name on or about March 31, 2025. The trading symbol will remain unchanged as “OGI”.
March 2025: Organigram closes the third and final round of funding from BAT
Organigram closed the third and final tranche of funding (C$41.5 million in gross proceeds) from BT DE Investments, a wholly owned subsidiary of British American Tobacco (BAT). In three rounds, Organigram recieved an aggregate amount of C$124.6 million funding from BAT. Post-funding, Organigram has C$57.8 million to further invest from its Jupiter strategic investment pool after investing C$21 million in Sanity Group and C$2.7 million in Open Book Extracts. Organigram acquired a minority stake in German cannabis company Sanity Group in June 2024 and in North Carolina-based cannabinoid ingredient manufacturer, Steady State LLC (dba Open Book Extracts or OBX) in March 2024.
Organigram stated that the opportunities in the space have improved with cannabis valuations being at historically low levels and many cannabis & hemp companies being unable to access cost-efficient growth capital despite having fundamentally strong businesses.
Organigram operates out of Moncton, New Brunswick and has an edibles facility in Winnipeg, Manitoba, a flower cultivation and hash production facility in Lac-Supérieur, Québec. Moreover, Organigram recently acquired a cannabinoid processing facility in Aylmer, Ontario and a labelling, packaging, national fulfilment facility in London, Ontario from the cannabis producer, Motif.
February 2025: BAT-backed CBD treatment for autism gets US FDA greenlight for Phase 2 clinical trials
The U.S. Food and Drug Administration (FDA) authorized DeFloria to conduct Phase 2 clinical trials for an oral CBD solution intended to address autism spectrum disorder (ASD). DeFloria is a joint-venture between British American Tobacco (BAT), Charlotte’s Web and AJNA BioSciences. DeFloria combines Charlotte’s Web’s expertise in hemp cultivation, Ajna BioSciences’ expertise in botanical drug development and strategic investment from BAT – which owns 20% of both DeFloria and Charlotte’s Web.
Phase 2 trials are scheduled to start in Summer 2025 with the primary objectives to assess the safety, tolerability and efficacy of the drug and to obtain data for Phase 3 design & authorization. Phase 2 trials take 2-3 years and Phase 3 trials typically last 3-5 years. Adding in a year for the US FDA review and approval for new drug application, the BAT-backed CBD treatment could be authorized for marketing in 6-9 years if all goes well.
December 2024: BAT launches a new £200 million fund to invest in wellbeing and stimulation
British American Tobacco (BAT)’s corporate venture fund Btomorrow Ventures (BTV) launched its second fund (BTV Fund II), which will primarily focus on wellbeing & stimulation products and come with an additional commitment of £200 million. The fund will play a critical role in BAT’s exploration of products in the beyond nicotine space and will support BAT’s transformation agenda into a multi-category, consumer goods business.
Since its first investment in 2020, BTV’s first fund (BTV Fund I) has made 28 investments, focused primarily on early-stage financings in companies that support the development of innovative, reduced-risk new category products. Most of the original £150 million fund has either been deployed or committed, with notable investments including the US based functional drink brand Moment and Canadian caffeinated chocolate brand AWAKE.
September 2024: Organigram closes the second round of funding from BAT
Organigram closed the second of three tranches of the previously announced C$124.6 million follow-on strategic equity investment by BT DE Investments, a wholly owned subsidiary of British American Tobacco (BAT). BAT acquired 4.43 million common shares and 8.46 million Class A preferred shares at a price of C$3.2203 per share for gross proceeds of C$41.5 million (US$30.8 million). The remaining 12.89 million shares subscribed for are due to be issued in the final tranche on or around February 28, 2025. BAT now owns 30% of Organigram’s common shares and 100% of its preferred shares. The preferred shares are convertible to common shares with the limitation of 49% BAT ownership.
Most of BAT’s investment is used to fund the Jupiter strategic investment pool which will accelerate Organigram’s international growth and technology & product portfolio development. Following the closing of the first tranche, Organigram made two investments from the Jupiter Pool:
– US$2 million investment in Open Book Extracts, a North Carolina-based ingredient provider and manufacturer of hemp derived extracts and products
– €14 million (C$21 million) investment in Sanity Group, a market leader in the fast-growing German medical cannabis market.
Investment in Sanity marks Organigram’s first strategic investment aimed at expanding its presence in Europe. Sanity maintains a distribution network with over 2,000 pharmacies working with ~5,000 physicians in Germany. Sanity currently holds an estimated market share position of over 10% in Germany and recorded an over 100% run rate revenue growth from the pre-April 1st period to the date hereof. Sanity is also participating in a Swiss recreational cannabis pilot program in the Canton of Basel-Landschaft, with two stores operational and a plan to expand its retail footprint in Switzerland.
August 2024: Organigram reports Q3 2024 results
Organigram reported $41.1 million net revenue (up +25%), $14.6 million adj. gross margin (up +139%; gross margin up from 19% to 36%) and $3.5 million adj. EBITDA (vs. $2.9 million loss a year ago) in Q3 2024. Key business highlights include:
– Held the overall #3 market position in Canada
– Established European foothold with a strategic investment in Berlin-based cannabis company, Sanity Group (in which BAT also owns a non-controlling minority stake) => Sanity Group owns a robust distribution network in the high-growth German market, collaborating with over 2,000 pharmacies and 5,000 physicians
– Signed two new international supply agreements in Australia and the UK => Organigram now has supply agreements with seven partners in Germany, UK, Australia and Israel
– Continued to collaborate with BAT to develop innovative technologies in the edible, vape and beverage categories in addition to new disruptive inhalation formats
– Completed the clinical study on FAST nano-emulsion technology (- see below for further details).
August 2024: Organigram announces PK study results for FAST
Organigram announced that the preliminary results of the clinical pharmacokinetic (PK) study reveals that its FAST nano-emulsion technology is expected to be a competitive advantage for the ingestible cannabis portfolio. The clinical study was completed in January 2024 with the final report expected in October 2024. The results of the study offer early indications of technological advances, including but not limited to:
– Faster onset of effects compared to traditional ingestible products (up to ~50% faster depending on ingestible format)
– Improved bio-availability of cannabinoids (up to double the cannabinoid delivery at peak)
– More predictable duration of the effects (subject to additional supporting studies).
This technology will be the first innovation to be commercialized by Organigram leveraging the output of the Product Development Collaboration (“PDC”), a joint collaboration with BAT (45% equity interest in Organigram) focusing on the development of next-generation cannabis products1. Organigram expects to commercialize FAST in the fall of 2024, beginning with gummies. Manufacturing scale-up trials for these gummies are currently underway at Organigram’s Winnipeg facility.
Organigram states that FAST could allow consumers to navigate and control their dosage experience more accurately – a key consumer pain point in the ingestible product space. Organigram intends to leverage the data to substantiate functional technology claims, adhering to Health Canada regulations.
July 2024: BAT is commencing Ryde roll-out in Australia and Canada
BAT announced that, following successful pilots, it is commencing the national roll-outs of the functional shot brand, Ryde, in Australia and Canada. https://us.ryde.com
November 2023: BAT deepens strategic partnership with Organigram
BAT deepens strategic partnership with Organigram2 (a Canadian licensed producer of cannabis) and will invest C$124.6Mn (£74Mn) between Jan 2024 and Jan 2025, increasing its equity position from c.19% to 45%. The private placement agreement (~38.7 million shares at C$3.22/share over three tranches; roughly double the Organigram’s last closing price on TSX) caps BAT’s equity interest at 49% and its voting interest & Board rights at 30%.
BAT and Organigram established Product Development Collaboration (PDC) in March 2021 in order to develop the next generation of non-combustible cannabis products. Further investment from BAT enhances PDC and allows Organigram to establish a strategic investment pool named “Jupiter” – which will be funded with C$83.1Mn and targets investments in emerging cannabis opportunities that enable Organigram to apply its capabilities to new markets and expand its global footprint. The remaining C$41.5Mn (from the private placement proceeds) will be used for general corporate purposes.
Organigram shares closed the day up +19% at C$1.89.
April 2023: BAT forms a JV with Charlotte’s Web and AJNA BioSciences
BAT forms a joint-venture with Charlotte’s Web and AJNA BioSciences to seek FDA-approval for a hemp extract botanical drug (to target a neurological condition)3. BAT acquires 20% stake for US$10Mn, with Charlotte’s Web and AJNA each owning 40%.
November 2022: BAT invests in Charlotte’s Web
BAT invests in Charlotte’s Web4, a leading US producer of hemp extract wellness products
– £48.2Mn invested
– Charlotte’s Web: based in Colorado, USA and listed on the TSE
– Convertible into a non-controlling equity stake of 19.9%.
September 2022: BAT acquires a minority stake in Sanity Group
BAT acquires a non-controlling minority stake in Sanity Group5 – distributor of CBD brands and medical cannabis products, based in Germany. This investment follows the R&D collaboration BAT established with the Canadian company, Organigram (note: BAT has ~20% stake in Organigram).
Background:
In addition to transformation to Reduced-Risk Products (Next Generation Products, Smokefree products), major tobacco companies are increasingly exploring growth opportunities in adjacent business areas that go beyond tobacco and nicotine. Three main areas explored are:
1. Cannabis
2. Wellness/Well-being & Stimulation
3. Healthcare (Nicotine-replacement therapies, plant-based vaccines, inhaled and oral therapeutics)
BAT’s Beyond Nicotine strategy is largely based making direct minority investments in disruptive technologies & products – primarily in the areas of well-being and stimulation (including functional food and beverage start-ups using a range of different actives, such as caffeine to CBD). Btomorrow Ventures is established as BAT’s main investment vehicle in Beyond Nicotine.
References:
- https://www.organigram.ca/organigram-product-development-collaboration-completes-landmark-clinical-study-on-nanoemulsion ↩︎
- https://www.bat.com/group/sites/UK__CRHJSY.nsf/vwPagesWebLive/DOCXBFGL ↩︎
- https://www.prnewswire.com/news-releases/charlottes-web-forms-joint-venture-with-bat-and-ajna-biosciences-to-seek-fda-approval-for-proprietary-full-spectrum-hemp-extract-botanical-drug-301791858.html ↩︎
- https://bat.com/group/sites/UK__9D9KCY.nsf/vwPagesWebLive/DOCL6PSP ↩︎
- https://bat.com/group/sites/UK__9D9KCY.nsf/vwPagesWebLive/DOCJJM7C ↩︎
