Cannabist Company Announces Agreement to Sell Virginia Assets to Curaleaf
CHELMSFORD, Mass. — (Business Wire) —
The Cannabist Company Holdings Inc. (Cboe CA: CBST) (OTCQB: CBSTF) (“The Cannabist Company” or the “Company”), one of the most experienced developers, manufacturers and retailers of cannabis products in the United States, today announced that it has entered into an agreement to sell all of its ownership interests in its subsidiary engaged in the sale, distribution and sale to humans. hemp to a subsidiary in the Commonwealth of Virginia Curaleaf Holdings Inc. (the “Deal”) totaling $110 million, subject to adjustment. The assets consist primarily of 5 active retail locations, 1 additional retail location under development and approximately 82,000 square feet of processing and manufacturing capacity in the Richmond area.
As previously announced, the Company’s board of directors formed a special committee of independent directors (the “Special Committee”) to review strategic alternatives. The Special Committee, with the assistance of outside financial and legal advisors, is considering a number of options, including potential asset sales, mergers or other strategic or financial transactions. The review is being conducted in light of current operational and financial challenges for the Company and the industry, as well as the continued uncertainty as to whether and when there may be U.S. federal regulatory changes affecting the Company and the industry, including, without limitation, changes in the Company’s and the industry’s U.S. federal taxation pursuant to Section 280(e) of the Internal Revenue Code. The transaction forms part of this strategic review.
Deal Highlights
The Company, Green Leaf Medical of Virginia, LLC, a subsidiary of the Company (“gLeaf Virginia”), and Green Leaf Medical, LLC, another subsidiary of the Company and the sole member of gLeaf Virginia (the “Member”), entered into a stock purchase agreement (“EPA”) with Curaleaf, Inc. (“Buyer” EPA, Inc. The Purchaser will purchase all of the issued and outstanding shares of gLeaf Virginia from the Member for an aggregate consideration of $110 million, consisting of; by the Member prior to the Closing (“Promissory Note”), all subject to adjustment as described in the EPA. The Promissory Note will bear interest at 6% per annum from the EPA Closing Date (“Closing Date”) until maturity one year after the Closing Date. Deferred payment will be due within 30 days of the earlier of (i) the date on which the first adult sale occurred at a gLeaf Virginia retail location. in each and at one retail location under development in the Commonwealth of Virginia, and (ii) from the date that is twelve (12) months after the date on which the adult first retail sale occurred.
The principal amount of the promissory note is subject to downward adjustments for GLeaf Virginia’s cash, working capital, debt and transaction costs, as well as indemnification claims. Any unpaid indemnification obligation that is outstanding against a promissory note may also be indemnified by Buyer against deferred payment.
The EPA includes a 15 business day trading period beginning on the date of the EPA and continuing through 2025. December 22 at 11:59 p.m. Eastern Time, unless otherwise extended with the prior written consent of Buyer, during which the Company, with the assistance of its financial advisor, Moelis & Company LLC, will be limited to the requirements set forth by the EPA and other requirements. request, negotiate and enter into alternative offers. The EPA includes a $3.3 million break fee that will be payable if the Company enters into an alternative offer or if the Company does not obtain Noteholder Consent (as defined below).
The transaction is subject, among other things, to the satisfaction or waiver of certain closing conditions, including regulatory approvals and the consent of the holders of a majority of nine and one-quarter percent (9.25%) principal amount due December 31, 2028 (the “2028 Percent (New Percent Notes) and 90 Percent”). Convertible notes due December 31, 2028 (the “2028 Convertible Notes” and together with the 2028 Notes, the “Notes”) issued by the Company (the “Noteholder Consent”). No shareholder approval is required. The transaction is expected to close in or before early 2026.
The Company expects to use a portion of the net proceeds from the Transaction to repay the Notes.
Moelis & Company LLC acted as financial advisor to the Company. Stikeman Elliott LLP acted as Canadian counsel. Weil, Gotshal & Manges LLP and Foley Hoag LLP acted as counsel for the United States.
About The Cannabist Company (f/k/a Columbia Care)
The Cannabist Company, formerly known as Columbia Care, is one of the most experienced developers, manufacturers and suppliers of cannabis products and related services with licenses in 12 US jurisdictions. The company operates 77 facilities, including 61 dispensaries, and 16 cultivation and manufacturing facilities, including those in development. Columbia Care, now The Cannabis Company, was one of the original multi-state providers of cannabis in the United States and now provides industry-leading products and services to both the medical and adult use markets. In 2021, the company launched Cannabist, its retail brand, creating a national dispensary network that uses proprietary technology platforms. The company offers flower, edible, oil and tablet products and manufactures popular brands including dreamt, Seed & Strain, Triple Seven, Hedy, gLeaf, Classix, Press and Amber. For more information, visit www.cannabistcompany.com.
New Cannabis Ventures’ NCV Newswire aims to gather high-quality content and information about leading cannabis companies to help our readers filter through the noise and stay on top of the most important cannabis business news. The NCV Newswire is edited by an editor and is not, however, automated. Got a secret news tip? Get in touch.
You are reading this week’s edition of New Cannabis Ventures, a weekly magazine we have published since October 2015. The newsletter includes unique insight to help our readers stay ahead of the curve, as well as links to the most important news of the week. We no longer email them like we used to, but post this and all newsletters on our website here.
friends,
Just before Christmas, this newsletter discussed how Vireo Growth is getting pretty big. At the end of January I profiled how Vireo Growth is expanding its business. This week’s newsletters include six articles we’ve run since April 2, and Vireo Growth is central to two of them. Vireo Growth is big and getting bigger, but few people seem to care.
I’m not writing this to tell readers to care. In fact, while I used to include the company on my Focus List at 420 Investor, I no longer do. Earlier this month I wrote an article for my subscribers about why I keep looking at things but not including stocks in my Focus List. Here is the summary.
I watch VREOF because it is now one of the largest MSOs by revenue, but it continues to fall short of joining the Global Hemp Stock Index due to its low trading volumes. Average daily trading volume over the past month was 251,000 shares, which is about $100,000 in daily trading value. This is well below peers. Perhaps more importantly, the current price of $0.45, which is down 26.6% year-to-date, is significantly lower than the price of $0.625 for the last large cap in 2024. Not only are the investors not winning, but VREOF hsa distributed a lot of shares to the sellers and they are also under water.
Maybe Vireo Growth shares will reward their owners, or maybe it will continue to do so. I think hemp stock investors and debt holders should be asking why no one is thinking of this yet. Scotts Miracle-Gro, which has been public since 1992 and has a market cap of $3.6 billion, picked up much of VREOF’s stock when it spun off Hawthorne. The 213 million shares are “at an implied price of $0.60” per share, although VREOF hasn’t traded at $0.60 since January. When the divestiture was announced in late January, Vireo Growth closed at $0.5553.
So a large MSO that has reshuffled its management, is now in multiple markets, and has executed its plan to get bigger with several acquisitions, is still not responding to the cannabis investment community. I wish them the best.
Sincerely,
Alan:
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Based in Houston, Alan leverages his experience as an online community founder 420 Investorthe first and still the largest due diligence platform focused on publicly traded stocks in the cannabis industry. With his extensive network in the cannabis community, Alan continues to find new ways to connect the industry and facilitate its sustainable growth. time New Cannabis Ventureshe is responsible for content development and strategic alliances. Before turning his attention to the cannabis industry in early 2013, Alan, who began his career on Wall Street in 1986, worked as an independent research analyst with more than two decades of research and portfolio management experience. A prolific writer, with over 650 articles published since 2007 Looking for Alphawhere he has 70,000 followers, Alan is a frequent speaker at industry conferences and frequent source Media including the NY Times, Wall Street Journal, Fox Business and Bloomberg TV. Contact Alan. Twitter: |: Facebook |: LinkedIn: |: El
Vireo Growth Announces California Retail Joint Venture with Glass House Brands
MINNEAPOLIS and LONG BEACH, Calif., April 13, 2026 (GLOBE NEWSWIRE) — Vireo Growth Inc. (“Vireo”) (CSE: VREO; OTCQX: VREOF) and Glass House Brands Inc. (“Glass House”) (CBOE CA: GLAS.AU) (CBOE CA: GLAS.WT.U) (OTCQX: GLASF) (OTCQX: GHBWF) today announced a joint venture to build one of the largest and most strategically located cannabis retail platforms in California. Subject to regulatory and certain closing conditions, each company will contribute its California dispensary operations to the joint venture in exchange for a 50% ownership interest.
Vireo operates twelve dispensaries and home delivery from recently acquired Eaze, Inc. (“Eaze”). Glass House currently operates eleven retail locations in California. The combined network will be supported by a preferential supply agreement with Glass House, California’s largest producer of large-scale hemp. After five years, Vireo will have the option to acquire Glass House’s shares in the joint venture, and Glass House will have a reciprocal right.
Cory Azzalino, president of California-based Vireo, has been named CEO of the joint venture, where he will oversee operations and lead the platform’s retail acquisition and expansion strategy.
“California remains the world’s largest legal cannabis market, and this joint venture allows us to unlock its potential in a way that neither company can achieve alone,” said Kyle Kazan, Glass House co-founder, president and CEO. “Vireo brings exceptional retail access and delivery infrastructure through the Eaze platform, while Glass House leverages proven retail execution, low cost, scale manufacturing and deep brand equity. Together with Vireo, we have found ways to mitigate California’s challenging pricing dynamics and expand the value of our retail operations without increasing the value of our retail operations without the core objectives of Glass. new legal markets outside the state”.
“Glass House is an ideal partner to collaborate with to build the future of cannabis retail in California,” said John Mazarakis, CEO of Vireo. “Their manufacturing scale and brand strength, combined with Vireo’s retail depth and one of the industry’s leading technology-based delivery platforms, creates a joint venture that is greater than the sum of its parts;
The joint venture’s integrated delivery capabilities through the Eaze platform will expand distribution to areas with limited retail access, providing competitive pricing that supports the legal market.
I am proud to lead this platform and the opportunity it represents. Our combined retail and delivery network gives us the ability and resources to bring high-quality, affordable cannabis to consumers in California, including underserved communities, while pursuing disciplined growth that strengthens the legal market over the long term.
Cory Azalino
About Glass House Brands
Glass House is one of the fastest growing, vertically integrated cannabis companies in the US, focused on the California market and building leading, sustainable brands to serve consumers across all segments. Whether through its portfolio of brands that include Glass House Farms, PLUS Products, Allswell and Mama Sue Wellness, or its network of retail clinics across the state of California that includes The Farmacy, Natural Healing Center and The Pottery, Glass House is committed to its vision of excellence; For more information and company updates, visit www.glasshousebrands.com/ and https://ir.glasshousebrands.com/contact/email-alerts/.
About Vireo Growth Inc
Vireo was founded in 2014 as a leading medical cannabis company. Vireo is building a disciplined, strategically aligned and execution-focused platform in the industry. This strategy drives our intense local market focus while leveraging the strength of the national portfolio. We are committed to hiring industry leaders and deploying capital and talent where we believe it will deliver the most value. Vireo operates with a long-term mindset, an action bias, and an unwavering commitment to its customers, employees, shareholders, industry partners, and the communities it serves. For more information about Vireo, visit www.vireogrowth.com.
New Cannabis Ventures’ NCV Newswire aims to gather high-quality content and information about leading cannabis companies to help our readers filter through the noise and stay on top of the most important cannabis business news. The NCV Newswire is edited by an editor and is not, however, automated. Got a secret news tip? Get in touch.
Michigan Cannabis sales for March decreased compared to a year ago, as they increased sequentially by 8.9%. At 255.5 million dollars, sales decreased by 7.8 percent compared to the previous year.
The Michigan Cannabis Regulatory Agency breaks down sales by medical and adult use, with medical sales down 36.8% year-over-year to $0.4 million, down 3.8% sequentially, and adult-use sales down 7.7% year-over-year to $255.5 million, up 8.9% sequentially.
The state breaks down sales by category and provides pricing details by category for both medical and adult;
For Adults – UseMedical
As supply continues to expand, adult flower prices have fallen sharply, although the decline is slowing. The average price of $987 per pound in March was up 3.0% sequentially from a record low in December and down 5.3% from a year ago.
Michigan hemp sales are expected to grow 82.1% to $1.79 billion in 2021, 27.9% to $2.29 billion in 2022, and 33.3% to $3.06 billion in 2023. billion In 2026, Michigan cannabis sales decreased by 7.8%.
Based in Houston, Alan leverages his experience as an online community founder 420 Investorthe first and still the largest due diligence platform focused on publicly traded stocks in the cannabis industry. With his extensive network in the cannabis community, Alan continues to find new ways to connect the industry and facilitate its sustainable growth. time New Cannabis Ventureshe is responsible for content development and strategic alliances. Before turning his attention to the cannabis industry in early 2013, Alan, who began his career on Wall Street in 1986, worked as an independent research analyst with more than two decades of research and portfolio management experience. A prolific writer, with over 650 articles published since 2007 Looking for Alphawhere he has 70,000 followers, Alan is a frequent speaker at industry conferences and frequent source Media including the NY Times, Wall Street Journal, Fox Business and Bloomberg TV. Contact Alan. Twitter: |: Facebook |: LinkedIn: |: El
Cory Azalino
