[PRESS RELEASE] – NEW YORK, March 7, 2025 – The Cannabist Co. Holdings Inc., probably the most skilled cultivators, producers and shops of hashish merchandise within the U.S., introduced that further holders of issued Senior Notes have now entered into joinders to the definitive enhance settlement dated Feb. 27, 2025, in regards to the trade in their notes for brand spanking new notes having a later adulthood date and further covenants, all as in the past disclosed (the “transaction”), leading to enhance from holders of roughly 70% of the mixture most important quantity of issued Senior Notes within the mixture. The transaction is described within the press unencumber issued by way of the corporate on Feb. 27, 2025.
The transaction might be matter to approval by way of the Ontario Awesome Court docket of Justice pursuant to a plan of association (the “plan”) beneath the Canada Trade Firms Act (CBCA). The transaction may also be matter to normal stipulations, together with approval by way of the needful majority of holders of Senior Notes and the receipt of any essential regulatory approvals, together with state hashish regulators, if acceptable.
The corporate expects to carry its assembly of holders of Senior Notes on April 29, 2025, with a file date of March 7, 2025, matter to affirmation pursuant to an meantime order from the Court docket. Remaining of the transaction is anticipated to happen within the first part of 2025.
The board has unanimously made up our minds, after receiving monetary and felony recommendation and following the receipt of a unanimous advice of a unique committee of unbiased administrators, that the transaction is in the most productive pursuits of the corporate. The board got an unbiased equity opinion from Koger Valuations Inc. which gives that, as on the date of such opinion and primarily based upon and matter to the assumptions, procedures, elements, obstacles and {qualifications} set forth therein, the transaction is truthful, when considered as a complete and from a monetary viewpoint, to the shareholders of the corporate and holders of the Senior Notes.
Holders of Senior Notes who’re additionally excited about executing a joinder to the enhance settlement in an effort to turn into an early supporting noteholder and take part within the early consent attention and asset sale early consent price as in the past disclosed will have to touch Moelis & Corporate LLC on the deal with under to execute a joinder to the enhance settlement prior to 5 p.m. p.m. Japanese Time on March 10, 2025 (or such later date as is also agreed by way of the corporate and likely supporting noteholders).
Moelis & Corporate LLC, 399 Park Street, 4th Ground, New York, NY 10022
Grant Kassel, Managing Director, [email protected], (212) 883-3643
Cullen Murphy, Managing Director, [email protected], (212) 883-4238
No securities regulatory authority has both licensed or disapproved of the contents of this information unencumber. This information unencumber shall no longer represent an be offering to promote or the solicitation of an be offering to shop for nor shall there be any sale of the securities in america or any jurisdiction wherein such be offering, solicitation or sale can be illegal previous to registration or qualification beneath the securities rules of the sort of jurisdiction. The securities being introduced have no longer been registered beneath the U.S. Securities Act of 1933, as amended, and such securities is probably not introduced or offered inside of america or to, or for the account or receive advantages of, U.S. individuals absent registration or an acceptable exemption from U.S. registration necessities and acceptable U.S. state securities rules.
Moelis & Corporate LLC is serving because the unique monetary adviser to the corporate. Stikeman Elliott LLP and Dorsey & Whitney LLP are performing as the corporate’s Canadian and U.S. felony suggest, respectively. Goodmans LLP and Feuerstein Kulick LLP are performing because the supporting noteholders’ Canadian and U.S. felony suggest, respectively, with Ducera Companions LLC serving because the monetary adviser to the Supporting Noteholders’ felony suggest.
