David George-Cosh

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As some of Canada’s biggest cannabis players like Canopy Growth Corp. (WEED.TO) turn their attention to the U.S., Aphria Inc. (APHA.TO) isn’t eager to jump across the border just yet.

The Leamington, Ont.-based cannabis producer is in the middle of a 90-day strategic review led by the company's chairman and interim CEO, Irwin Simon, where all aspects of the business are being examined. Should it partner with another company to launch cannabis-related products? Should it accelerate its expansion in Europe? And what is the right strategy to enter the U.S., which is expected to emerge as the world’s biggest cannabis market?

“I want to make sure we get Canada right,” Simon said in a wide-ranging interview with BNN Bloomberg at Aphria's new Toronto office. “I think there's a lot of money to be made here in Canada. I think there's a lot of growth in Canada. Making sure you get Canada right and learning from that will be very much the right model as you go in to the U.S.”

As the former CEO of natural foods firm Hain Celestial Group, which Simon led for three decades and grew to US$3 billion in annual sales, the Nova Scotia-native says he knows the U.S. market – and how to grow a consumer packaged goods company – relatively well. It was that background which led to Simon’s appointment as Aphria’s chairman weeks after the company was embroiled in a crisis, spurred by a short-sellers’ report that took aim at assets it acquired in Argentina, Colombia and Jamaica. The report alleged Aphria overpaid for operating licenses in those countries, while benefiting insiders and others close to the company.

While a special committee set up by three independent Aphria board members later found that the acquisition was made “within an acceptable range,” it also wrote down the value of the assets by $50 million following a request by the Ontario Securities Commission to perform an “impairment test” on the company’s Latin American operations. Aphria’s then-CEO Vic Neufeld, identified by short sellers as one of the individuals who benefited from the company’s deals, stepped down from running the company in March.  

“Let's get rid of the elephant in the room. There's been a black cloud over this company … After Dec. 2, everybody wanted to run the hell away from this company,” Simon said.

Since taking the helm, Simon’s been cleaning up shop, dramatically changing how the company’s board handles potential conflicts of interest, putting final touches on a new automated assembly line, and getting ready to tackle the second wave of cannabis legalization in Canada when edibles and concentrates will be sold in the country. All the moves are necessary to gain back the trust of investors and potential partners, Simon said.

Despite Aphria reporting lower-than-expected sales of recreational cannabis in its first full quarter of legal pot, Aphria shares are up 25 per cent on the Toronto Stock Exchange since Simon joined the company on Dec. 27.

Simon said he has made drastic improvements to Aphria’s corporate governance practices, retaining blue chip law firms DLA Piper and Faskin Martineau DuMoulin to help advise on board matters. The entire board recently spent two days grilling company executives – with questions from distribution to production, communications and M&A – to better understand all aspects of the business, something that was lacking in the past, Simon noted. Any board members that fail to disclose any matter that could result in a conflict would be dismissed immediately, he added.

“This company dealt with a short report in a real good way. This company dealt with a hostile takeover. This company dealt with the CEO in the C-Suite leaving the company. This company dealt with a balance sheet that was a little lopsided … You know, we didn't really have a strategy out here,” Simon said. “I'm amazed at what this company's been able to deal with, and our big challenge has been to show what's here to get people really to believe in what we're able to do.”

Now, he adds, phones are ringing again in the office, especially from U.S. executives who want to partner with a more stable Aphria. But Simon notes he’s not in a rush to make a deal for the sake of it.

“I want to make sure when we pick the U.S. strategy, it's the right chemistry among the companies,” he said. “It's not about a stock trade. It's not about a press release. It's about how we create real value for shareholders.”

Simon said he doesn’t really understand why rival Canopy made a US$3.4-billion deal for Acreage Holdings Inc. last month, where the Canadian company bought the right to later acquire its U.S. partner when it becomes federally permissible to do so. He said once the deal is approved by shareholders, Canopy would have no control over running Acreage, making a “big bet that [Acreage] will be the premier U.S. cannabis company.”

“You're committed to that company no matter what,” Simon said. “It would be like me saying to someone who I just got to know that we're going to get married in a certain period of time, no matter whether I love you or not.”

Despite waiting on the sidelines, Simon said he isn’t worried about being too patient while the rest of the industry plays their U.S. hand. The company might begin discussing U.S. plans this year, but he doesn’t expect any announcements to be made in 2019.

“I'm not sure how you will get left behind if Aphria has great artificial intelligence, great innovation, great R&D and great products,” Simon said.

“If you ask me what I want Aphria to be, I want to be a consumer packaged goods company. If we are that consumer packaged goods company, we will have plenty of options in the U.S. market.”

Cannabis Canada is BNN Bloomberg’s in-depth series exploring the stunning formation of the entirely new – and controversial – Canadian recreational marijuana industry. Read more from the special series here and subscribe to our Cannabis Canada newsletter to have the latest marijuana news delivered directly to your inbox every day.