Vireo Growth Inc. announces the acquisition of The Hawthorne Gardening Company from Scotts Miracle-Gro.
The transaction further strengthens the Company’s balance sheet with combined cash and net working capital of approximately $110 million.
213 million shares outstanding with an implied price of $0.60 and 80 million warrants with a strike price of $0.85.
The company has nominated Scotts Miracle-Gro EVP Chris Hagedorn for election to its board of directors.
MINNEAPOLIS, April 8, 2026 (GLOBE NEWSWIRE) — Vireo Growth Inc. (CSE: VREO; OTCQX: VREOF) (“Vireo” or the “Company”) announced today that it has completed the acquisition of The Hawthorne Gardening Company LLC (including certain of its subsidiaries, “Hawthorne”), a leading supplier of horticultural nutrients, lighting and other materials in North America. The Scotts Miracle-Gro Company (“ScottsMiracle-Gro”) (“Hawthorne Transaction”).
As a result of the Hawthorne transaction, Vireo acquired $35 million in cash held by Hawthorne, approximately $58 million in net working capital and $20 million in subland (primarily growing media) to be delivered to the company over two years in exchange for the release of Good Dog Holdings to 2nd 2nd Holdings LLC. of the Company (each, a “Share”) and a warrant to purchase 80 million shares (the “Warrants” and together with the Shares, the “Securities”) at an exercise price of $0.85 per share exercisable for a period of five years from the date of issuance. In connection with the transaction, Vireo has nominated Scotts Miracle-Gro Executive Vice President and CEO of the Hawthorne business, Chris Hagedorn, for election to its board of directors at the Company’s annual general and special meeting of stockholders on May 29, 2026.
“The acquisition of Hawthorne further strengthens Vireo’s balance sheet and creates a procurement platform to optimize supply chain management and drive cost efficiency across our portfolio,” said John Mazarakis, Chief Executive Officer of Vireo Growth. “We are pleased to partner with Scotts Miracle-Gro on a transaction that provides approximately $110 million in cash and net working capital to the Company, and welcome the opportunity to maximize Hawthorne’s business value and operational contribution.”
“Vireo has demonstrated a clear ability to integrate complex businesses and operate efficiently,” said Chris Hagedorn, executive vice president of The Scotts Miracle-Gro Company. “Hawthorne is a natural fit on the Vireo platform, and I’m excited to work alongside the team to help realize its full potential.”
The Securities described above have not been, and will not be, registered under the United States Securities Act of 1933 (the “Securities Act”) or under US state securities laws. Accordingly, the Securities may not be offered or sold in the United States except with an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and applicable US state securities laws.
Early warning exposure
Immediately prior to the Hawthorne transaction, Good Dog did not beneficially own or control, directly or indirectly, any shares or securities that are convertible or exercisable into shares.
After giving effect to the Hawthorne transaction, Good Dog acquired 213,000,000 shares, representing approximately 14% of Vireo, with a market value of $83.7 million and $117.2 million based on the closing share price on the Canadian Stock Exchange. 80,000,000 Guarantees. In the event that Good Dog exercises all of its warrants, such exercise would result in Good Dog owning up to an additional 80,000,000 shares, and Good Dog’s aggregate ownership interest in Vireo would be approximately 19%, with a market value of US$115.1 million and C$161.2 million based on the CSE closing price of US$30. in 2026
Good Dog acquired the shares for investment purposes. Good Dog takes a long-term view of the investment and may acquire additional Vireo securities, including in the open market or through private acquisitions, or sell Vireo securities, including in the open market or through private placements, in the future, subject to resale restrictions, market conditions, plan reformulations and/or other relevant factors.
In addition to National Instrument 62-103 – The Early Warning System and related takeover bid and insider reporting requirements, Good Dog will file an early warning report in connection with its participation in the Hawthorne transaction. A copy of Good Dog’s Early Warning Report will appear on Vireo’s profile on SEDAR+ and may also be obtained directly upon request by calling Good Dog’s office at (917) 370-827 (2 East 70th Street, New York, NY, USA, 10021).
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.
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,
Many more cannabis companies reported Q1 financials this week. While NCV did not run any of those press releases, all data has been updated in the New Cannabis Ventures Public Cannabis Company Revenue & Income Tracker. The largest companies reporting in US dollars all reported, and the eleven companies that reported for the Q1 ended in March (excluding Tilray Brands, which is due to report its Q4 later this month) saw an average year-over-year revenue increase of 31% in their cannabis businesses.
Excluding Vireo Growth, that average comes to -0.7%, which is lower, especially after accounting for inflation, and a sign of continued challenges for the hemp industry. Speaking of Vireo, I’ve pointed out how investors didn’t care, and they still don’t. An average of just 375,000 shares traded per day over the past month, and the stock, which closed at $0.415, continues to trade off the level of its late 2024 capital raise and the price at which the company issued shares to make multiple acquisitions.
April was a big month for hemp stocks, but prices fell in May. The NCV Global Cannabis Stock Index rose 8.8% to 5.70 in April, but fell 2.8% to 5.54 in May. The year-to-year change of this index, which now covers 23 stocks, was -15.9%. Since its peak in early 2021, the GCSI is down 94%. Many are excited about the medical cannabis realignment that took place in April, although it remains unclear whether cannabis will be completely overhauled. The Department of Justice will hold hearings in late June to discuss adult-use cannabis, and it could be. If so, 280E tax would be removed, and this would be very good. I’ve written a lot about this since late 2022 when I highlighted it The potential end of 280E as a major catalyst.
The investor base in cannabis stocks has shrunk due to capital losses and fewer people interested in the sector. Institutions were more interested in high prices and maybe they would enter the field. 280E remains a big story, and not only is it being delayed by the limited realignment that’s already been completed, it’s unclear how unpaid taxes from the last few years will be treated.
NCV has stopped publishing most cannabis news, although we continue to update the financial calendar as well as the earnings rankings. After more than 10 years with NCV and more than a dozen years with 420 Investor, I am in the process of moving on. This is probably the last weekly newsletter. I’ve appreciated sharing the news and my views here, and I want to wish everyone the best. Hopefully, 280E taxation will be fully completed and the bear market that began in early 2021 for the hemp sector will be over.
Stay on top of the most important communications from public companies by watching what’s coming cannabis investor calendar.
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
Michigan April hemp sale decreased compared to a year ago, as they increased sequentially by 1.2%. At $258.6 million, sales decreased by 4.3 percent compared to last year.
Michigan’s cannabis regulatory agency breaks down sales by medical and adult use, with medical sales down 24.1% year-over-year to $0.4 million, down 5.6% sequentially, and adult-use sales down 4.3% year-over-year to $255.5 million, despite a one-day increase of 1.2% in March.
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. April’s average price of $945 per pound fell 4.2% sequentially to just above December’s record low and down 5.1% 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 5.9%.
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
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,
The New Cannabis Ventures Global Cannabis Stock Index edged up slightly in May, rising 1.1% to 5.76. Compared to the previous year, it decreased by 12.6%. The index, recalculated as of the end of the first quarter, is up 9.9% so far in the second quarter, lagging the S&P 500’s 12.8% gain. Here are the earnings of the 23 names currently in the index (SMG was dropped in late April after the sale of Hawthorne Gardening):
MSOs are very much higher as the rally approaches the discussion of the big transformation announcements on 4/22 and beyond. There are currently six MSOs and two of them have been promoted. The rest rose, and the average of the six was 38.1%. The AdvisorShares Pure US Cannabis ETF ( MSOS ) has rallied 48.5% since the end of March and is now up 11.7% year-to-date in 2026. Both GCSI names have fallen sharply, and the index has a total of seven double-digit gains in Q2, with six MSOs and Canopy holding investments. 14 of the 23 names returned less than GCSI.
As readers are probably aware, the US reclassified medical cannabis from Schedule I to Schedule III on 4/23, and that will go away. 280E tax for some of the businesses of cannabis companies. The Department of Justice will hold a hearing in late June to determine possible rezoning for adult use. If it passes, all 280E taxation will end, which is a good thing for cannabis companies and their investors, as well as the subsidiaries that serve them. It is not yet known what the outcome will be, and it is not yet known how past 280E taxes that have not been paid but are carried as liabilities (and not debt) will be handled. Also, there is no conclusion yet on SECURITY banking or the possibility of a raise.
NCV has stopped publishing news, although we continue to update the financial calendar as well as the earnings rankings. After more than 10 years with NCV and more than a dozen years with 420 Investor, I am in the process of moving on. I’ve appreciated sharing the news and my views here, and I want to wish everyone the best. Hopefully, the 280E taxation will end and the bear market that started in early 2021 for the hemp sector will come to an end.
Sincerely,
Alan:
This week’s newsletter is sponsored by the Paul E. Saperstein Co.
Massachusetts hemp production equipment for sale
On May 12, Middlesex Integrative Medicine, Inc.’s equipment is being auctioned online in Leominster, Massachusetts at 10:00 a.m. ET. All applications must be submitted online. Learn more Of the secured party’s sale of all assets of this cultivation equipment.
Interested parties may contact Paul Cotto at 617-227-6553 or email pcotto@pesco.com:.
New Cannabis Ventures publishes curated articles as well as exclusive news. Here is what we have published in the last 2 weeks.
Stay on top of the most important communications from public companies by watching what’s coming cannabis investor calendar.
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