6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November, 2018.

Commission File Number 001-38708

APHRIA INC.

(Translation of registrant’s name into English)

265 TALBOT ST. W.

LEAMINGTON, ONTARIO, N8H 4H3, CANADA

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F

Form 20-F      o  Form 40-F  x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):   o              

Note:  Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):    o            

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

APHRIA INC.

Date:   November 5, 2018 /s/ Carl Merton______________________ Carl Merton Chief Financial Officer

INDEX TO EXHIBITS

99.1	News Release dated November 1, 2018
99.2	News Release dated November 2, 2018
99.3	News Release dated November 5, 2018
99.4	News Release dated November 5, 2018
99.5	Report of voting results

EX-99.1

Exhibit 99.1

APHRIA’S AUSTRALIAN-BASED PARTNER ALTHEA GRANTED

MANUFACTURE LICENCE

Leamington, Ontario - November 1, 2018 - Aphria Inc. (“Aphria” or the “Company”) (TSX: APHA and NYSE: APHA) today announced that its Australian-based partner Althea Company Pty Ltd. (“Althea” or the “Australian Company”) has been granted a Manufacture Licence by the Australian Government’s Office of Drug Control.

The license provides Althea with authorization to manufacture extracts and tinctures of cannabis and cannabis resin in accordance with relevant manufacture permits.

“We are excited to see our Australian partner achieve yet another milestone in receiving its Manufacture License. This is another step towards ensuring Australian patients have access to high-quality medicinal cannabis,” said Vic Neufeld, CEO of Aphria.

“Althea is excited at receiving our Manufacture Licence. Coupled with the existing Medicinal Cannabis Licence, Althea can now proceed with the next phase of planning for our Victorian-based production facility. Althea shareholders can look forward to a vertically integrated, seed-to-sale, state of the art medicinal cannabis operation, comparable to that of our Canadian partner Aphria,” said Althea CEO Josh Fegan.

“The granting of our Manufacture Licence adds to our growing momentum. Patients approved for Althea medicinal cannabis products have quickly passed the recent 100 patient milestone, with 127 patients now approved. Similarly, the number of doctors prescribing Althea products has increased from 42 to 50 in the last two weeks,” said Mr. Fegan. “And we are only getting started. Our aim is to reach 1,000 patients by this time next year and the comprehensive work we are doing educating mainstream doctors across Australia, makes that a distinct possibility.”

Through a previously announced exclusive supply agreement with Aphria, Althea commenced importing and supplying five co-branded medicinal products to eligible patients in Australia in the form of cannabis oil and dried flower, generating sales revenue starting in May 2018.

We Have A Good Thing Growing

About Aphria

Aphria is a leading global cannabis company driven by an unrelenting commitment to our people, product

quality and innovation. Headquartered in Leamington, Ontario - the greenhouse capital of Canada - Aphria has been setting the standard for the low-cost production of safe, clean and pure pharmaceutical-grade

cannabis at scale, grown in the most natural conditions possible. Focusing on untapped opportunities and backed by the latest technologies, Aphria is committed to bringing breakthrough innovation to the global cannabis market. The Company’s portfolio of brands is grounded in expertly-researched consumer insights designed to meet the needs of every consumer segment. Rooted in our founders’ multi-generational expertise in commercial agriculture, Aphria drives sustainable long-term shareholder value through a diversified approach to innovation, strategic partnerships and global expansion, with a presence in more than 10 countries across 5 continents.

For more information, visit: aphria.ca

About Althea

Althea was founded in Melbourne in 2017 with a view to acquiring the necessary licences and permits to import, cultivate, produce and supply medicinal cannabis for eligible patients across Australia. Through strategic supply and distribution partnerships, Althea has been able to commence sales of five Althea branded medicinal cannabis products in Australia.

Althea’s focus on patient care underpins its business strategy and its innovative web-based platform and mobile application, known as Althea Concierge, is designed to educate and support patient access to medicinal cannabis in Australia. Althea has also engaged a team of medical science liaisons to assist medical practitioners to become prescribers, and pharmacists to become suppliers, of Althea products.

###

For inquiries please contact: Tamara Macgregor

Vice President, Communications, Aphria

tamara.macgregor@aphria.com

437-343-4000

John Sadler

Vice President, Investor Relations, Aphria

john.sadler@aphria.com

416-315-0600

Joshua Fegan

CEO and Managing Director, Althea

contact@althea.com.au

1300 70 20 20

Sophie Mayes

Keep Left, on behalf of Althea

mandy@keepleft.com.au

03 9268 7800

PAC Partners Securities

Investor Relations, on behalf of Althea

enquiries@pacpartners.com.au

03 8633 9834

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward- looking statements. Forward looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to internal expectations, estimated margins, expectations with respect to actual production volumes, expectations for future growing capacity and costs, the completion of any capital project or expansions, and expectations with respect to future production costs. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving medical marijuana; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the medical marijuana industry in Canada generally, income tax and regulatory matters; the ability of Aphria to implement its business strategies; competition; crop failure; currency and interest rate fluctuations and other risks.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

EX-99.2

Exhibit 99.2

APHRIA ANNOUNCES PROMOTION OF JAKOB RIPSHTEIN TO PRESIDENT

Leamington, Ontario - November 2, 2018 - Aphria Inc. (“Aphria” or the “Company”) (TSX: APHA and NYSE: APHA) announced the promotion of Jakob Ripshtein to President of the Company, effective today. As President, Ripshtein will continue to report to the Chief Executive Officer and have responsibility for the Company’s operating units worldwide.

Mr. Ripshtein’s decades of experience in regulated industries has helped move the Company forward, with a focus on growth and innovation. Since joining Aphria as Chief Commercial Officer in May, Jakob has played a critical role in the Company’s strategic planning in commercial business, sales and marketing.

“Jakob’s leadership has been instrumental in guiding Aphria through several acquisitions and investments, product innovation, and the Company’s global expansion into Latin America and Europe,” said Vic Neufeld, Chief Executive Officer of Aphria. “As we enter this new era of legalization, both medicinal and adult-use in Canada and around the world, Jakob’s strategic thinking, strong business acumen and relationship building skills will continue to be a tremendous asset in this new role. Further, his experience in the United States will greatly assist the Aphria team as we continue to evaluate various opportunities.”

“We’re fortunate that Aphria has strong bench strength when it comes to leadership, and we will continue to add to it. Our team will ensure each market has strong operations and that the Company continues to produce quality and innovative products,” added Mr. Neufeld.

Prior to joining Aphria, Mr. Ripshtein served as Chief Financial Officer of Diageo North America. In his 10 years with Diageo, he also served as President of Diageo Canada and held a variety of Finance and Commercial roles in Canada, the United States and England. While serving as President of Diageo Canada, Mr. Ripshtein managed Diageo Canada’s overall operations and resources and strove to continually improve Diageo’s relationships with its critical stakeholders - brokers, Provincial Liquor Regulators, and Provincial and Federal authorities. Prior to Diageo, he oversaw business, sales and tax functions in the Canadian spirits, pharmaceutical and financial sectors.

We Have A Good Thing Growing About Aphria

Aphria is a leading global cannabis company driven by an unrelenting commitment to our people, product

quality and innovation. Headquartered in Leamington, Ontario - the greenhouse capital of Canada - Aphria has been setting the standard for the low-cost production of safe, clean and pure pharmaceutical-grade cannabis at scale, grown in the most natural conditions possible. Focusing on untapped opportunities and backed by the latest technologies, Aphria is committed to bringing breakthrough innovation to the global

cannabis market. The Company’s portfolio of brands is grounded in expertly-researched consumer insights designed to meet the needs of every consumer segment. Rooted in our founders’ multi-generational expertise in commercial agriculture, Aphria drives sustainable long-term shareholder value through a diversified approach to innovation, strategic partnerships and global expansion, with a presence in more than 10 countries across 5 continents.

For more information, visit: aphria.ca

###

For media inquiries please contact:

Tamara Macgregor

Vice President, Communications, Aphria

tamara.macgregor@aphria.com

437-343-4000

For investor inquiries please contact: John Sadler

Vice President, Investor Relations

john.sadler@aphria.com

416-315-0600

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward- looking statements. Forward looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to internal expectations, estimated margins, expectations with respect to actual production volumes, expectations for future growing capacity and costs, the completion of any capital project or expansions, and expectations with respect to future production costs. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving medical marijuana; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the medical marijuana industry in Canada generally, income tax and regulatory matters; the ability of Aphria to implement its business strategies; competition; crop failure; currency and interest rate fluctuations and other risks.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

EX-99.3

Exhibit 99.3

   

APhria establishes exClusive agreement with rapid Dose therapeutics to bring innovative quickStrip™ oral thin strips to market

Production of oral thin strips to begin in 2019 at Aphria

Leamington, Ontario - November 5, 2018 - Aphria Inc. (“Aphria” or the “Company”) (TSX: APHA and NYSE: APHA) today announced it has established an agreement with Rapid Dose Therapeutics Inc. (“RDT”) that grants the Company with exclusive global preferred rights to license, manufacture, distribute and sell RDT’s QuickStrip™ innovative, proprietary delivery technology for both medical and adult-use cannabis market.

The Company intends to begin production of oral thin strips at its production facilities in Leamington, Ontario in 2019.

“Aphria is excited to revolutionize the way patients and consumers integrate cannabis into their lives and to bring QuickStrip™ technology - a product unlike any other - to the cannabis market,” said Jakob Ripshtein, President of Aphria. "This agreement with RDT further demonstrates Aphria’s commitment to bringing advanced products and innovations that will fit the needs of every consumer. Further, the QuickStrip™ technology will help ease concerns surrounding consumption by providing a product that delivers a consistent and precise dosage form.”

RDT’s proprietary QuickStrip™ technology is a Quick, Convenient, Precise, Discreet™ oral fast-dissolving drug delivery system that offers a smoke-free choice to consumers.

Aphria is a shareholder of RDT, having acquired 7,200,000 shares in a non-brokered private placement completed in August 2018 at a price of $0.75 per share for total gross proceeds of $5,400,000, representing approximately a 9.7% interest in the company.

We Have A Good Thing Growing.

About Aphria

Aphria is a leading global cannabis company driven by an unrelenting commitment to our people, product quality and innovation. Headquartered in Leamington, Ontario - the greenhouse capital of Canada - Aphria has been setting the standard for the low-cost production of safe, clean and pure pharmaceutical-grade cannabis at scale, grown in the most natural conditions possible. Focusing on untapped opportunities and backed by the latest technologies, Aphria is committed to bringing breakthrough innovation to the global cannabis market. The Company’s portfolio of brands is grounded in expertly-researched consumer insights designed to meet the needs of every consumer segment. Rooted in our founders’ multi-generational expertise in commercial agriculture, Aphria drives sustainable long-term shareholder value through a diversified approach to innovation, strategic partnerships and global expansion, with a presence in more than 10 countries across 5 continents.

For more information, visit: aphria.ca

###

For media inquiries please contact:

Tamara Macgregor

Vice President, Communications

tamara.macgregor@aphria.com

437-343-4000

For investor inquiries please contact:

John Sadler

Vice President, Investor Relations

john.sadler@aphria.com

416-315-0600

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to internal expectations, execution of a definitive agreement, expectations with respect to production of QuickStrip™ products, expectations for future growing capacity and costs, the completion of future expansions. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving medical marijuana; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the medical marijuana industry in Canada generally, income tax and regulatory matters; the ability of Aphria to implement its business strategies; competition; crop failure; currency and interest rate fluctuations and other risks.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.

Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

EX-99.4

Exhibit 99.4

APHRIA Shareholders Elect Four New Directors

Leamington, Ontario - November 5, 2018 - Aphria Inc. (“Aphria” or the “Company”) (TSX: APHA and NYSE:APHA) today announced the results of the shareholder resolutions considered at the Company’s Annual and Special Meeting of Shareholders (the “Meeting”) held on November 2, 2018.

The Scrutineers’ report recorded that an aggregate of 96,889,862 common shares were represented in person or by proxy at the Meeting.

The following table summarizes the matters which were considered and voted upon, at the Meeting and the outcome of the vote in respect of each matter:

Matters Voted Upon at the Meeting	Votes in Favour	%	Votes Withheld	%
1. Election of Directors
Vic Neufeld	35,529,109	93.2	2,609,924	6.8
Cole Cacciavillani	37,170,710	97.5	968,323	2.5
John Cervini	37,145,762	97.4	993,271	2.6
Renah Persofsky	36,301,536	95.2	1,837,496	4.8
Shawn Dym	37,358,403	98.0	780,630	2.0
John M. Herhalt	37,448,085	98.2	690,948	1.8
Michael Serruya	37,351,779	97.9	787,254	2.1
Shlomo Bibas	37,356,762	98.0	782,271	2.0
Tom Looney	37,420,066	98.1	718,967	1.9
2. Appointment of Auditors - PricewaterhouseCoopers LLP	86,836,563	98.6	1,226,288	1.4
3. Approval of an Omnibus Incentive Plan	30,236,822	79.3	7,902,2111	20.7

In addition to the re-election of Mr. Neufeld, Mr. Cacciavillani, Mr. Cervini, Ms. Persofsky and Mr. Dym, shareholders elected each of the following new four (4) directors:

John M. Herhalt

Mr. Herhalt is a FCPA (FCA) and a retired partner from KPMG and has over 39 years of experience providing a wide variety of advisory and audit services to a range of clients. He has worked across several industry sectors including automotive manufacturing, consumer products, infrastructure, power and utilities and the public sector.

¹ The votes identified represent votes against not withheld

Michael Serruya

Mr. Serruya serves as Managing Director of Serruya Private Equity Inc. (“SPE”). Mr. Serruya began his career at age twenty, as one of the co-founders of YogenFrüz®. He also co-founded CoolBrands International Inc., where he served as Chairman and CEO. CoolBrands was a leading consumer packaged goods company, which included brands such as Weight Watchers, Eskimo Pie, Tropicana and Godiva Ice Cream.

Shlomo Bibas

Mr. Bibas joined Celestica’s executive team in September 2018 as Senior Vice President and Global Chief Information Officer with the mandate to drive the digital agenda of the company. Prior to joining Celestica, Mr. Bibas served as Senior Vice President of Global Operations and Chief Information Officer for the Apotex Group of Companies since 2012. In this capacity, he had global accountability for all IT operations, risk management, customer care, innovation, business enablement, legal services, business services, and indirect procurement functions.

Tom Looney

Mr. Looney recently retired as President of Diageo US Spirits & Canada. In this position, he was responsible for the growth and development of the company’s spirits business in the United States & Canada including brands such as Smirnoff, Crown Royal, Baileys, Johnnie Walker, Captain Morgan and Ketel One. He was also a member of Diageo’s North American Executive Team. Prior to his current role, Mr. Looney held the position of President, Diageo Beer Company overseeing US sales, finance, marketing and innovation teams. Prior to that, he was Chief Commercial Officer where he oversaw the pricing strategy, business analytics and commercial marketing functions across spirits, beer and wine for North America.

In addition to Ms. Persofsky, and Mr. Dym, Mr. Herhalt, Mr. Serruya, Mr. Bibas and Mr. Looney are considered independent directors within the meaning of National Instrument 52-110. Following the election of the directors, the Company’s Directors determined it was prudent to break the existing Compensation, Nominating and Governance Committee into two separate committees, creating a Compensation Committee and a Nominating and Governance Committee. Further, the Company confirmed the composition of the sub-committees of the Board:

Audit Committee

The Audit Committee will be comprised of John Herhalt, Shlomo Bibas and Tom Looney with Mr. Herhalt serving as committee chair.

Compensation Committee

The Compensation Committee will be comprised of Michael Serruya, Shlomo Bibas and Tom Looney with Mr. Serruya serving as committee chair.

Nominating and Governance Committee

The Nominating and Governance Committee will be comprised of Renah Persofsky, Shawn Dym and Michael Serruya with Ms. Persofsky serving as committee chair.

The Company also confirmed that Vic Neufeld will serve as Chairman and John Herhalt will serve as Lead Director.

“I want to welcome Michael Serruya, Shlomo Bibas and Tom Looney to the Aphria board of directors. They each bring a rich set of skills and deep experience in areas that will be complementary to the Company’s global growth strategy,” said Vic Neufeld, Aphria’s Chairman and Chief Executive Officer. “I also want to thank our returning directors, Renah Persofsky, Shawn Dym and John Herhalt for their continued service, and to extend a special thanks to Dr. Philip Waddington who has stepped down from the board after serving for almost four years. He was our last remaining independent director from when we first went public in December 2014,” added Mr. Neufeld.

About Aphria

Aphria is a leading global cannabis company driven by an unrelenting commitment to our people, product quality and innovation. Headquartered in Leamington, Ontario - the greenhouse capital of Canada - Aphria has been setting the standard for the low-cost production of safe, clean and pure pharmaceutical-grade cannabis at scale, grown in the most natural conditions possible. Focusing on untapped opportunities and backed by the latest technologies, Aphria is committed to bringing breakthrough innovation to the global cannabis market. The Company’s portfolio of brands is grounded in expertly-researched consumer insights designed to meet the needs of every consumer segment. Rooted in our founders’ multi-generational expertise in commercial agriculture, Aphria drives sustainable long-term shareholder value through a diversified approach to innovation, strategic partnerships and global expansion, with a presence in more than 10 countries across 5 continents.

For more information, visit: aphria.ca

###

For media inquiries please contact:

Tamara Macgregor

Vice President, Communications, Aphria

tamara.macgregor@aphria.com

437-343-4000

For investor inquiries please contact:

John Sadler

Vice President, Investor Relations

john.sadler@aphria.com

416-315-0600

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain information in this news release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or the negative of these terms and similar expressions. Forward-looking statements in this news release include, but are not limited to, statements with respect to internal expectations, estimated margins, expectations with respect to actual production volumes, expectations for future growing capacity and costs, the completion of any capital project or expansions, and expectations with respect to future production costs. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving medical marijuana; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the medical marijuana industry in Canada generally, income tax and regulatory matters; the ability of Aphria to implement its business strategies; competition; crop failure; currency and interest rate fluctuations and other risks.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.

Forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

EX-99.4

Exhibit 99.5

Aphria Inc.

November 5, 2018

TO: Ontario Securities Commission

British Columbia Securities Commission

Alberta Securities Commission

Financial and Consumer Affairs Authority of Saskatchewan

The Manitoba Securities Commission

Nova Scotia Securities Commission

Financial and Consumer Services Commission, New Brunswick

The Office of the Superintendent of Securities, Prince Edward Island

Office of the Superintendent of Securities, Service Newfoundland & Labrador

Report of Voting Results:

In accordance with section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, this report briefly describes the matters voted upon and the outcome of the votes at the annual general and special meeting of shareholders of Aphria Inc. (the “Company”) held on November 2, 2018 in Toronto, Ontario (the “Meeting”). Each of the matters is described in greater detail in the Company’s management information circular dated September 24, 2018 (the “Circular”).

1. Election of Directors. According to proxies received and a vote by show of hands, the nominees set forth in the Circular were elected as directors of the Company to hold office until the close of the next annual meeting of the Company’s shareholders or until their successors are duly elected or appointed.

Election of Directors	For	Withheld	Percentage For	Percentage Withheld
Vic Neufeld	35,529,109	2,609,924	93.16%	6.84%
Cole Cacciavillani	37,170,710	968,323	97.46%	2.54%
John Cervini	37,145,762	993,271	97.40%	2.60%
Renah Persofsky	36,301,536	1,837,496	95.18%	4.82%
Shawn Dym	37,358,403	780,630	97.95%	2.05%
John Herhalt	37,448,085	690,948	98.19%	1.81%
Michael Serruya	37,351,779	787,254	97.94%	2.06%
Schlomo Bibas	37,356,762	782,271	97.95%	2.05%
Tom Looney	37,420,066	718,967	98.11%	1.89%

2. Appointment of Auditors. According to proxies received and vote by show of hands, PricewaterhouseCoopers LLP were appointed as the Company’s auditors for the ensuing fiscal year and the directors were authorized to fix the remuneration to be paid to the auditors.

Appointment of Auditors	For	Withheld	Percentage For	Percentage Withheld
PricewaterhouseCoopers LLP	86,836,563	1,226,288	98.61%	1.39%

3. Approval of the Omnibus Long-Term Incentive Plan. According to proxies received and vote by show of hands, the Company’s Omnibus Long-Term Incentive Plan was approved.

Approval of an Omnibus Long-Term Incentive Plan	For	Against	Percentage For	Percentage Against
Company’s Omnibus Long-Term Incentive Plan	30,236,822	7,902,211	79.28%	20.72%

There was no other business brought before the shareholders for a vote.

Kind Regards,

(signed) “Vic Neufeld”

Vic Neufeld

Chief Executive Officer and Chair of the Board of Directors