[PRESS RELEASE] – CHELMSFORD, Mass., Might 30, 2025 – The Cannabist Co. Holdings Inc., probably the most skilled cultivators, producers and shops of hashish merchandise within the U.S., introduced that it has finished its in the past introduced court-approved plan of association below Phase 192 of the Canada Industry Companies Act (the “association”) involving, inter alios, the corporate and The Cannabist Co. Holdings (Canada) Inc. (“Cannabist Canada,” and along side The Cannabist Co., the “firms”), imposing the ones transactions described within the firms’ control data round dated March 28, 2025 (the “round”).
The association led to, amongst different issues: (a) the alternate of all remarkable 6% senior secured convertible notes of the corporations due June 29, 2025, and all 9.5% senior secured first-lien notes of the corporations due Feb. 3, 2026, for an identical major quantity of recent senior notes due Dec. 31, 2028, (the “new senior notes”) co-issued via the corporations, and the issuance of an combination of 118,209,105 commonplace stocks of The Cannabist Co. (the “new CBST commonplace stocks”) to the holders of such notes on a professional rata foundation; (b) the alternate of all remarkable 9% senior secured convertible notes of the corporations due March 19, 2027 (the “2027 Notes”, and along side the 2025 notes and the 2026 notes, the “senior notes”) for both (i) an identical major quantity of recent senior notes, in addition to a professional rata quantity of the brand new CBST commonplace stocks or (ii) an identical major quantity of recent senior convertible notes due Dec. 31, 2028, co-issued via the corporations; and (c) the issuance of an combination of 118,246,947 commonplace proportion acquire warrants of the corporate (the “anti-dilutive warrants”) to corporate shareholders of file as of Might 27, 2025, on a professional rata foundation.
Additional main points of the association are described within the round, which is to be had below the corporate’s profile on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov.
No securities regulatory authority has both permitted 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 This information unencumber shall no longer represent an be offering to promote or the solicitation of an be offering to shop for nor shall there be any sale of the securities in the USA or any jurisdiction by which such be offering, solicitation or sale could be illegal previous to registration or qualification below the securities regulations of this kind of jurisdiction. The securities being presented have no longer been registered below the U.S. Securities Act of 1933, as amended, and such securities is probably not presented or offered inside the USA or to, or for the account or advantage of, U.S. individuals absent registration or an appropriate exemption from U.S. registration necessities and appropriate U.S. state securities regulations.
Moelis & Co. LLC served as the corporate’s unique monetary adviser. Stikeman Elliott LLP and Dorsey & Whitney LLP acted as the corporate’s Canadian and U.S. prison recommend, respectively. Goodmans LLP and Feuerstein Kulick LLP acted because the supporting holders of the senior notes’ (the “supporting noteholders”) Canadian and U.S. prison recommend, respectively, with Ducera Companions LLC serving because the monetary adviser to the supporting noteholders’ prison recommend.
