Nanaimo, Canada-based Tilray (NASDAQ: TLRY) has acquired Manitoba Harvest from Compass Diversified Holdings (NYSE: CODI).

The C$419 million purchase price consists of cash and Class 2 common stock shares of Tilray.

World’s Largest Hemp Food Manufacturer

Headquartered in Winnipeg, Manitoba, Manitoba Harvest is deemed to be the largest hemp food manufacturer in the world.

The company produces and distributes hemp-based consumer products. Its products include Hemp Hearts, Hemp Oil, Hemp Yeah! granola, Hemp Yeah! protein powder and Hemp Bliss milk.

Manitoba’s product are currently sold by about 16,000 retail locations across the U.S. and Canada.

Transaction Details

Of the C$419 million purchase price, Tilray paid C$277.5 million at closing, comprised of C$150 million in cash and C$127.5 million in its shares.

Six months after closing, Tilray will pay C$92.5 million, comprised of C$50 million in cash and C$42.5 million in the company’s stock.

Tilray will issue an additional C$49 million in shares based on Manitoba achieving certain performance milestones in 2019.

Tilray’s Manitoba Harvest Plans

Manitoba will operate as a wholly-owned subsidiary of Tilray.

By working with Manitoba, Tilray plans to develop new CBD wellness products and hemp-based consumer food products. The company plans to use Manitoba’s established distribution network to speed up its expansion into the U.S. and Canadian markets.

Manitoba’s experienced team and manufacturing capabilities – including two BRC AA+ certified manufacturing facilities – will help Tilray grow its product lineup and revenues, according to a Tilray statement.

“We look forward to working collaboratively to develop and distribute a diverse portfolio of branded hemp-derived CBD food and wellness products in the U.S. and Canada,” Tilray President and CEO Brendan Kennedy said in prepared remarks.