Page 5 - CANNABIS NEWS FLORIDA JULY 2020

Curaleaf Signs Amended Agreement for the Acquisition of Grassroots

Curaleaf Holdings, Inc. announced that transaction consideration remains the close upon completion of certain pre-clos- licenses, 88 operational dispensary loca-
it has signed an amended agreement for its same at approximately 102.8 million sub- ing conditions within the coming weeks. tions, over 30 processing facilities and 22
acquisition of GR Companies, Inc. ordinate voting shares ("SVS") of Curaleaf. Grassroots is a strong market leader cultivation sites with 1.6 million square
("Grassroots"), the largest private vertical- What had initially been a $75 million cash throughout the Midwest, with an affiliated feet of current cultivation capacity.
ly-integrated multi-state operator in the component of the consideration has been portfolio of over 50 dispensary licenses, At closing, security holders in
United States. eliminated, while the component of addi- including more than 30 operational dis- Grassroots will have approximately 18%
Joseph Lusardi, CEO of Curaleaf, stated, tional Curaleaf SVS to be priced at the 10- pensaries. The transaction is expected to pro forma ownership of Curaleaf on a
"This announcement marks another sig- day volume-weighted average price prior strategically accelerate Curaleaf's expan- fully-diluted basis. The amended terms of
nificant step forward in finalizing our to closing of the transaction has been sion into Illinois and Pennsylvania, which the transaction were unanimously
acquisition of Grassroots, providing increased from $40 million to approxi- are among the largest and fastest-growing approved by the Boards of Directors at
Curaleaf an important entry to highly pop- mately $90.1 million, subject to final cannabis markets in the United States. both companies. A copy of the amended
ulous, vertically integrated markets in the adjustment. Accordingly, the total SVS Grassroots also has a leading presence in transaction agreement with respect to the
Midwest. The pending integration of consideration for the transaction is expect- new state markets in which Curaleaf does proposed transaction will be filed under
Grassroots will solidify Curaleaf's position ed to be approximately 118.9 million not currently operate, including Arkansas, Curaleaf's profile on SEDAR at
as the world's largest cannabis company by shares(1). Curaleaf and Grassroots mutu- North Dakota, and Vermont. The transac- www.sedar.com.
revenue and the most well-diversified, ver- ally aligned on the updated terms in sup- tion is also complementary to Curaleaf's Upon closing of the transaction, the core
tically integrated cannabis company in the port of the further optimization of cash, existing business in seven other states, security holders of Grassroots will have, as
United States, the world's largest cannabis providing maximum flexibility to support providing additional scale and operating a group, the right to appoint one person to
market. We are well positioned to contin- the future growth of the business follow- leverage in major markets such as Arizona, serve on the Curaleaf Board of Directors.
ue to lead our growing industry, and we ing the close of the transaction. In addi- Maryland, Michigan, and Ohio. Mitch Kahn, co-founder and CEO of
look forward to closing the transaction tion, the parties have resolved that certain The planned integration of Grassroots is Grassroots, will fill the allotted board seat.
and serving new patients and customers in Grassroots assets in Illinois, Ohio and expected to expand Curaleaf's presence Kahn co-founded Grassroots in 2014 and
the Grassroots community." Maryland will be designated for sale after from 18 to 23 states, with the combined brings with him more than 20 years of
On July 17, 2019, Curaleaf announced closing to comply with local limitation on company having over 135 dispensary executive experience.
the signing of a definitive agreement to license ownership. The transaction price
acquire Grassroots. Under the new mutu- remains subject to usual working capital
ally agreed and amended terms of the and other adjustments. Curaleaf's acquisi-
agreement, the principal component of the tion of Grassroots is currently expected to

32 July 2020 cannabisnewsflorida.com Cannabis News Florida