Exhibit 99.1
FORM 9
NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF LISTED SECURITIES
(or securities convertible or exchangeable into listed securities1)
Name of Listed Issuer: | Symbol(s): |
Curaleaf Holdings, Inc. (the "Issuer"). | CURA |
Date: November 2, 2022 Is this an updating or amending Notice: x Yes ¨ No
If yes provide date(s) of prior Notices: July 26, 2019, July 7, 2020 and July 30, 2020.
Issued and Outstanding Securities of Issuer Prior to Issuance: 619,688,548 Subordinate Voting Shares.
Pricing
Date of news release announcing proposed issuance: N/A or
Date of confidential request for price protection: N/A
Closing Market Price on Day Preceding the news release: N/A or
Day preceding request for price protection: N/A
Closing
Number of securities to be issued: 3,445,556 Subordinate Voting Shares.
Issued and outstanding securities following issuance: 623,134,104 Subordinate Voting Shares.
Instructions:
| 1. | For private placements (including debt settlement), complete tables 1A and 1B in Part 1 of this form. |
| 2. | Complete Table 1A – Summary for all purchasers, excluding those identified in Item 8. |
| 3. | Complete Table 1B – Related Persons only for Related Persons |
| 4. | If shares are being issued in connection with an acquisition (either as consideration or to raise funds for a cash acquisition) please proceed to Part 2 of this form. |
| 5. | An issuance of non-convertible debt does not have to be reported unless it is a significant transaction as defined in Policy 7, in which case it is to be reported on Form 10 – Notice of Proposed Transaction |
| 6. | Post the completed Form 9 to the CSE website in accordance with Policy 6 – Distributions. In addition, the completed form must be delivered to listings@thecse.com with an appendix that includes the information in Table 1B for ALL placees. |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 1 | |
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Part 1. Private Placement
Table 1A – Summary
Each jurisdiction in which purchasers reside | Number of Purchasers | Price per Security | Total dollar value (CDN$) raised in the jurisdiction |
| | | |
| | | |
Total number of purchasers: | | | |
Total dollar value of distribution in all jurisdictions: | |
Table 1B – Related Persons
Full Name | Number of | Purchase | Conversion | Prospectus | TotalSecurities | Payment | Describe |
&Municipali | Securities | price per | Price (if | Exemption | Previously | Date(1) | relations |
ty of | Purchased | Security | Applicable) | | Owned, | | -hip to |
Residence | or to be | (CDN$) | (CDN$) | | Controlled or | | Issuer (2) |
of Placee | Purchased | | | | Directed | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
1An issuance of non-convertible debt does not have to be reported unless it is a significant transaction as defined in Policy 7, in which case it is to be reported on Form 10.
1. | Total amount of funds to be raised: | | . |
2. | Provide full details of the use of the proceeds. The disclosure should be sufficiently complete to enable a reader to appreciate the significance of the transaction without reference to any other material. |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 2 | |
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3. | Provide particulars of any proceeds which are to be paid to Related Persons of the Issuer: | |
| | . |
4. | If securities are issued in forgiveness of indebtedness, provide details of the debt agreement(s) or and the agreement to exchange the debt for securities. |
5. | Description of securities to be issued: |
6. | Provide the following information if warrants, (options) or other convertible securities are to be issued: |
| (b) | Number of securities eligible to be purchased on exercise of warrants (or options) | |
| | | | . |
7. | Provide the following information if debt securities are to be issued: |
| (a) | Aggregate principal amount | | . |
8. | Provide the following information for any agent's fee, commission, bonus or finder's fee, or other compensation paid or to be paid in connection with the placement (including warrants, options, etc.): |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
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| (a) | Details of any dealer, agent, broker or other person receiving compensation in connection with the placement (name, and if a corporation, identify persons owning or exercising voting control over 20% or more of the voting shares if known to the Issuer):_____ . | |
| (e) | Expiry date of any options, warrants etc. | | . |
| (f) | Exercise price of any options, warrants etc. | | . |
9. | State whether the sales agent, broker, dealer or other person receiving compensation in connection with the placement is Related Person or has any other relationship with the Issuer and provide details of the relationship |
| | . |
10. | Describe any unusual particulars of the transaction (i.e. tax "flow through" shares, etc.). |
| | . |
11. | State whether the private placement will result in a change of control. |
| | . |
12. | Where there is a change in the control of the Issuer resulting from the issuance of the private placement shares, indicate the names of the new controlling shareholders. |
| | |
| | . |
13. | Each purchaser has been advised of the applicable securities legislation restricted or seasoning period. All certificates for securities issued which are subject to a hold period bear the appropriate legend restricting their transfer until the expiry of the applicable hold period required by National Instrument 45-102 Resale of Securities. |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 4 | |
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Part 2. Acquisition
| 1. | Provide details of the assets to be acquired by the Issuer (including the location of the assets, if applicable). The disclosure should be sufficiently complete to enable a reader to appreciate the significance of the transaction without reference to any other material: |
On July 17, 2019, the Issuer announced it had signed a definitive merger agreement (the "Merger Agreement") to acquire GR Companies Inc. ("Grassroots") (the "Grassroots Transaction"). On June 22, 2020, the Issuer entered into an Amended and Restated Agreement and Plan of Merger (the "A&R Merger Agreement") which amended and restated the Merger Agreement and amended certain terms of the Grassroots Transaction. The Grassroots Transaction closed on June 23, 2020. Refer to the CSE Form 9 dated June 30, 2020 for a detailed description of the consideration paid on the closing of the Grassroots Transaction (the "Closing").
Under the A&R Merger Agreement, if certain designated dispensaries which were under contract to be sold to a third party following the Closing remained unsold as of the 24-month anniversary of the Closing, the securityholders of Grassroots (the "Participating Securityholders") had the right (but not the obligation) to request the payment of either (i) subordinate voting shares of the Issuer ("Subordinate Voting Shares") having an aggregate value of USD 30 million (the "Share Consideration"), or (ii) USD 25 million in cash (the "Cash Consideration"), but not a combination thereof, in exchange for the extinguishment of the right of the Participating Securityholders to receive additional contingent consideration upon the sale of the designated dispensaries in accordance with the A&R Merger Agreement.
On September 14, 2022, the Issuer and GR Shareholder Representative, LLC, a Delaware limited liability company, solely in its capacity as the shareholder representative, agent and attorney-in-fact of the Participating Securityholders (the "Seller Representative"), agreed to further modify the A&R Merger Agreement to give each Participating Securityholder the right to elect to receive their pro rata portion of the Cash Consideration or the Share Consideration in connection with the exercise of the request for payment described above.
As the designated dispensaries remained unsold as of June 23, 2022, the Seller Representative exercised its right, on October 14, 2022, to request payment from the Company in accordance with the A&R Merger Agreement, as modified. Such payment is expected to be paid on November 3, 2022, and the Issuer’s obligation towards the Participating Securityholders expected to be fulfilled by (i) paying approximately USD 8.76 million (equivalent to approximately CAD 12.0 million using the daily average exchange rate of CAD 1.3649 to USD 1.00 published by the Bank of Canada on October 31, 2022) in cash to certain Participating Securityholders who elected to receive their pro rata portion of the Cash Consideration, and (ii) issuing 3,445,556 Subordinate Voting Shares to certain Participating Securityholders who elected to receive their pro rata portion of the Share Consideration, having an aggregate value of approximately CAD 26.8 million based on the 30-day VWAP of the Subordinate Voting Shares on the CSE as of October 13, 2022, being $7.7836.
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 5 | |
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| 2. | Provide details of the acquisition including the date, parties to and type of agreement (eg: sale, option, license etc.) and relationship to the Issuer. The disclosure should be sufficiently complete to enable a reader to appreciate the significance of the acquisition without reference to any other material: |
Please refer to Section 1 immediately above.
| 3. | Provide the following information in relation to the total consideration for the acquisition (including details of all cash, securities or other consideration) and any required work commitments: |
| (a) | Total aggregate consideration in Canadian dollars: Approximately CAD 38.8 million (equivalent to approximately USD 28.2 million). |
| | |
| (b) | Cash: USD 8.76 million. |
| | |
| (c) | Securities (including options, warrants etc.) and dollar value: 3,445,556 Subordinate Voting Shares, having an aggregate value of approximately CAD 26.81 million. |
| | |
| (d) | Other: N/A. |
| | |
| (e) | Expiry date of options, warrants, etc. if any: N/A. |
| | |
| (f) | Exercise price of options, warrants, etc. if any: N/A. |
| | |
| (g) | Work commitments: N/A. |
| 4. | State how the purchase or sale price was determined (e.g. arm’s-length negotiation, independent committee of the Board, third party valuation etc). |
The purchase price was determined through arm’s length negotiation.
| 5. | Provide details of any appraisal or valuation of the subject of the acquisition known to management of the Issuer: N/A. |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 6 | |
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| 6. | The names of parties receiving securities of the Issuer pursuant to the acquisition and the number of securities to be issued are described as follows: |
Name of Party (If not an individual, name all insiders of the Party) | Number and Type of Securities to be Issued | Dollar value per Security (CAD) | Conversion price (if applicable) | Prospectus Exemption | Total Securities, Previously Owned, Controlled or Directed by Party | Describe relationship to Issuer(1) |
Refer to Exhibit 1 attached hereto. | 3,445,556 Subordinate Voting Shares in the aggregate. | 7.78 | N/A | Section 2.11 (Business Combination & Reorganization) of National Instrument 45-106 | Not available. | Not a Related Person other than those identified by the symbol ** in Exhibit 1 attached hereto. |
| (1) | Indicate if Related Person |
| 7. | Details of the steps taken by the Issuer to ensure that the vendor has good title to the assets being acquired: Customary due diligence, including lien and litigation due diligence as customary under local law. |
| 8. | Provide the following information for any agent’s fee, commission, bonus or finder’s fee, or other compensation paid or to be paid in connection with the acquisition (including warrants, options, etc.): |
| (a) | Details of any dealer, agent, broker or other person receiving compensation in connection with the acquisition (name, and if a corporation, identify persons owning or exercising voting control over 20% or more of the voting shares if known to the Issuer): N/A. |
| | |
| (b) | Cash N/A. |
| | |
| (c) | Securities N/A. |
| | |
| (d) | Other N/A. |
| | |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
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| (e) | Expiry date of any options, warrants etc. N/A |
| | |
| (f) | Exercise price of any options, warrants etc. N/A. |
| 9. | State whether the sales agent, broker or other person receiving compensation in connection with the acquisition is a Related Person or has any other relationship with the Issuer and provide details of the relationship. N/A |
| 10. | If applicable, indicate whether the acquisition is the acquisition of an interest in property contiguous to or otherwise related to any other asset acquired in the last 12 months. N/A. |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 8 | |
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Certificate Of Compliance
The undersigned hereby certifies that:
1. | The undersigned is a director and/or senior officer of the Issuer and has been duly authorized by a resolution of the board of directors of the Issuer to sign this Certificate of Compliance on behalf of the Issuer. |
2. | As of the date hereof there is not material information concerning the Issuer which has not been publicly disclosed. |
3. | the Issuer has obtained the express written consent of each applicable individual to: |
| (a) | the disclosure of their information to the Exchange pursuant to this Form or otherwise pursuant to this filing; and |
| (b) | the collection, use and disclosure of their information by the Exchange in the manner and for the purposes described in Appendix A or as otherwise identified by the Exchange, from time to time |
4. | The undersigned hereby certifies to the Exchange that the Issuer is in compliance with the requirements of applicable securities legislation (as such term is defined in National Instrument 14-101) and all Exchange Requirements (as defined in CSE Policy 1). |
5. | All of the information in this Form 9 Notice of Issuance of Securities is true. |
Dated November 2, 2022.
| Peter Clateman |
| Name of Director or Senior Officer |
| |
| (signed) Peter Clateman |
| Signature |
| |
| Chief Legal Officer |
| Official Capacity |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 1 | |
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Appendix A
PERSONAL INFORMATION COLLECTION POLICY REGARDING FORM 9
The Canadian Securities Exchange and its subsidiaries, affiliates, regulators and agents (collectively, “CSE or the “Exchange”) collect and use the information (which may include personal or other information) which has been provided in Form 9 for the following purposes:
| · | To determine whether an individual is suitable to be associated with a Listed Issuer; |
| · | To determine whether an issuer is suitable for listing; |
| · | To determine whether allowing an issuer to be listed or allowing an individual to be associated with a Listed Issuer could give rise to investor protection concerns or could bring the Exchange into disrepute; |
| · | To conduct enforcement proceedings; |
| · | To ensure compliance with Exchange Requirements and applicable securities legislation; and |
| · | To fulfil the Exchange’s obligation to regulate its marketplace. |
The CSE also collects information, including personal information, from other sources, including but not limited to securities regulatory authorities, law enforcement and self-regulatory authorities, regulation service providers and their subsidiaries, affiliates, regulators and agents. The Exchange may disclose personal information to these entities or otherwise as provided by law and they may use it for their own investigations.
The Exchange may use third parties to process information or provide other administrative services. Any third party will be obliged to adhere to the security and confidentiality provisions set out in this policy.
All personal information provided to or collected by or on behalf of The Exchange and that is retained by The Exchange is kept in a secure environment. Only those employees who need to know the information for the purposes listed above are permitted access to the information or any summary thereof. Employees are instructed to keep the information confidential at all times.
Information about you that is retained by the Exchange and that you have identified as inaccurate or obsolete will be corrected or removed.
If you wish to consult your file or have any questions about this policy or our practices, please write the Chief Privacy Officer, Canadian Securities Exchange, 220 Bay Street – 9th Floor, Toronto, ON, M5J 2W4.
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 1 | |
| | |
Exhibit 1
No. | Name of Party | Number of Subordinate Voting Shares to be Issued |
1. | SCM INVESTMENTS LP | 1,055 |
2. | BRIAN T SCHINDERLE TR | 31,941 |
3. | AES INVESTMENTS LLC | 13,361 |
4. | RAHUL BAJAJ | 1,587 |
5. | BDOG LLC | 2,259 |
6. | JONATHAN BERGER | 1,058 |
7. | WREN BERGER | 1,996 |
8. | BRET BONNET | 13,472 |
9. | SEAN D BOSSY | 909 |
10. | CARL BOYAR | 7,974 |
11. | NANCY J BOYAR | 2,516 |
12. | 2655137 ONTARIO INC | 1,322 |
13. | DAVID BROWN | 376 |
14. | BUDDY FINANCE LLC | 17,120 |
15. | JUN CHIN | 1,058 |
16. | ANDREW COHEN | 23,047 |
17. | GEOFFREY R CUBITT & KATHERINE C CUBITT | 5,274 |
18. | MATTHEW DARIN ** | 9,722 |
19. | DAVID PEPPER & | 2,259 |
20. | KATHERINE DAVISSON | 529 |
21. | ANTHONY DEPALO | 3,702 |
22. | DIENER FRIEDLANDER LLC | 2,259 |
23. | DL GREEN HOLDINGS LLC | 9,093 |
24. | PHILIP M DUTTON | 1,058 |
25. | EISENBERG FAMILY INVESTORS LLC | 14,791 |
26. | EJJ CAPITAL LLC | 2,645 |
27. | MARC TOBIN ESRIG | 190 |
28. | FIDELITY CLEARING CANADA ULC TR 2613032 ONTARIO INC A/C E5D ANAC B | 1,322 |
29. | FREDERICK L FISCHER | 6,777 |
30. | FORTEZZA INVESTMENTS LP | 5,289 |
31. | G CUBED INVESTMENTS LLC | 5,896 |
32. | GARPA INVESTMENTS LLC | 2,445 |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 1 | |
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No. | Name of Party | Number of Subordinate Voting Shares to be Issued |
33. | KIBIBI A M GAUGHAN | 9,806 |
34. | GB PORTFOLIO INVESTMENTS LLC | 410,730 |
35. | JEFFREY GLAZER | 1,736 |
36. | LISA GLAZER | 1,736 |
37. | MARC GORDON | 3,382 |
38. | GREAT POINT HOLDINGS 2018 LLC | 906 |
39. | GREEN HORNET LLC | 140,059 |
40. | RONNIE GREISSMAN | 1,807 |
41. | BRENT GUSTAF | 451 |
42. | HARPUA ENTERPRISES LLC | 893 |
43. | HINSDALE LLC | 3,173 |
44. | GRAHAM HUGHSON | 293 |
45. | PEYTON HURST | 2,523 |
46. | ITEXT VENTURES LLC | 1,258 |
47. | JAMA HOLDINGS LLC | 41,134 |
48. | JILL GOLDFINE MEISTER TR JILL AND PAUL MEISTER EXEMPT CHILDREN’S TRUST | 1,044 |
49. | BRUCE KAPLAN & KAROL KAPLAN JT TEN | 939 |
50. | TROY KAPLAN | 6,053 |
51. | JEFFREY B KATZ | 15,433 |
52. | ROBERT KEMP | 23,706 |
53. | PERRINE KNIGHT | 13,488 |
54. | ANITA KOSIR | 529 |
55. | ANTE KOSIR | 4,044 |
56. | JEFFREY KRAMER | 2,837 |
57. | ROY LANDGREN | 19,923 |
58. | LAWRENCE KEMPLER ENTERPRISES LP | 2,110 |
59. | LDW LLC | 8,194 |
60. | STEVEN LEVINE | 1,058 |
61. | LOUIS LEVINSON | 7,606 |
62. | LOWER ELECTRIC LLC CASH BALANCE PLAN | 2,321 |
63. | LR FAMILY EQUITIES LLC | 3,120 |
64. | MAD INVESTORS GR LLC | 331,367 |
65. | MAD INVESTORS GRMD LLC | 10,046 |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 2 | |
| | |
No. | Name of Party | Number of Subordinate Voting Shares to be Issued |
66. | MAD INVESTORS GRPA LLC | 19,215 |
67. | MARSHFIELD DEVELOPMENT LLC | 2,719 |
68. | MEASURE 8 CANADA FULL SPECTRUM FUND LP ** | 8,879 |
69. | MEASURE 8 VENTURES LP ** | 135,891 |
70. | RICHARD MEREL | 19,695 |
71. | GLEN MESAROS | 9,806 |
72. | EUGENE D MINSKY | 1,055 |
73. | MITC HOLDINGS INC | 8,923 |
74. | BRIAN MITCHELL | 2,637 |
75. | JUANITA MONTALVO | 529 |
76. | TRAVIS MOYER | 7,276 |
77. | NAVARONEG2 LLC | 5,289 |
78. | NAVIGAME INC | 2,516 |
79. | NLS INVESTMENT PARTNERS | 7,548 |
80. | NRH INVESTMENTS LLC | 3,002 |
81. | NSG ILLINOIS LLC | 21,658 |
82. | PACY OLETSKY & BONNIE OLETSKY JT TEN | 5,421 |
83. | PEARL CAPITAL PARTNERS LP | 142 |
84. | PIN PIN GREEN HOLDINGS LLC | 909 |
85. | PINE HAVEN LLC | 3,582 |
86. | MARINA PLANINIC | 14,562 |
87. | POINTS EAST LLC | 23,203 |
88. | ANTHONY PORTNOY | 960 |
89. | DAVID RABIN | 5,006 |
90. | RAM PARTNERS LP | 2,645 |
91. | RBP HOLDINGS LLC | 1,438 |
92. | RELAY LLC | 12,589 |
93. | RFK PARTNERS LLC | 2,445 |
94. | GEOFFREY RICH | 16,376 |
95. | PAULINE ROOP | 211 |
96. | ALLAN B ROTHSCHILD | 2,306 |
97. | HOLLY RUBENSTEIN | 68 |
98. | JEFF RUPP | 677 |
99. | JEFFREY SALTZMAN | 11,797 |
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| LISTED SECURITIES | |
| September 2018 | |
| Page 3 | |
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No. | Name of Party | Number of Subordinate Voting Shares to be Issued |
100. | JULIA GLAZER SCHER | 3,471 |
101. | JAMES SCHLESINGER | 22,943 |
102. | ALLEN N SCHWARTZ | 7,191 |
103. | DRAZEN SENTIC | 529 |
104. | SENVEST CAPITAL INC | 32,367 |
105. | SENVEST MASTER FUND LP | 129,470 |
106. | PAUL SHELOWITZ & TRACY SHELOWITZ JT TEN | 1,787 |
107. | SHN FINANCIAL INVESTMENTS LTD | 3,165 |
108. | MATT SICLARI | 1,587 |
109. | ANNA GLAZER SIMON | 3,471 |
110. | MARC SIMON | 29,207 |
111. | SOLIDUM CAPITAL ADVISORS LLC | 16,444 |
112. | COURTNEY STUPP | 113 |
113. | PHILIP SU | 212 |
114. | MICHAEL D SULLIVAN & JEAN M SULLIVAN JT TEN | 9,036 |
115. | GARY SUMERS | 226 |
116. | GARY M SUMERS | 2,645 |
117. | DOUGLAS SYERS | 1,058 |
118. | TAILWINDS II LLC | 1,787 |
119. | BARBARA E CHARAL TR BARBARA E CHARAL REVOCABLE TRUST U/A DTD 09/28/01 | 4,284 |
120. | GARY SUMERS TR BRIAN SAKIN SUMERS 2015 LT TRUST | 2,645 |
121. | DIANE M LANDGREN 2001 TRUST | 50,096 |
122. | DOUGLAS C GESSNER TR DOUGLAS C GESSNER REVOCABLE TRUST | 1,813 |
123. | FRED BLITT & SALLY BLITT TR FRED BLITT REVOCABLE TRUST | 4,452 |
124. | GARY C BECKER TR GARY C BECKER REVOCABLE TRUST | 3,615 |
125. | GEORGE C PAPPAS & CARRIE J PAPPAS TR GEORGE PAPPAS REVOCABLE TRUST | 5,025 |
126. | JEFFREY B KATZ & JANICE E KATZ TR THE J4 KATZ FAMILY TRUST | 2,645 |
127. | JAMES LAWRENCE SUMERS 2015 LT TRUST | 2,645 |
128. | JAN E BERGER REVOCABLE TRUST | 1,058 |
129. | KAHN FAMILY INVESTMENT TRUST ** | 81,867 |
130. | LYNN MILLER SOCOL REVOCABLE TRUST | 5,832 |
131. | MATTHEW S DARIN DECLARATION OF TRUST ** | 222,685 |
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| LISTED SECURITIES | |
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No. | Name of Party | Number of Subordinate Voting Shares to be Issued |
132. | MICHAEL H DUBOW REVOCABLE TRUST | 4,284 |
133. | MICHAEL N ALPERT TRUST | 9,093 |
134. | PAUL A MEISTER REVOCABLE TRUST | 626 |
135. | PEYTON HURST REVOCABLE TRUST | 22,614 |
136. | YALE W SAGER REVOCABLE TRUST | 2,014 |
137. | MELISSA VERNER | 1,029 |
138. | JAMES M WEAVER JR | 581 |
139. | WEISMAN HOLDINGS ARKANSAS LLC | 3,239 |
140. | WEISMAN HOLDINGS LLC | 79 |
141. | WEISMAN HOLDINGS PENNSYLVANIA LLC | 8,565 |
142. | ALLISON WEISMAN | 20,825 |
143. | ROBERT WEISMAN | 42,036 |
144. | STEVEN WEISMAN | 18,359 |
145. | KEVIN J WELTMANN | 1,058 |
146. | CRAIG WIELANSKY & MAUREEN WIELANSKY JT TEN | 4,322 |
147. | WSM ASS LLC - INVESTMENT SERIES | 2,116 |
148. | JAMES YI | 1,371 |
149. | WEISMAN FAMILY TRUST 2019 | 334,118 |
150. | STEVEN R S WEISMAN REVOCABLE TRUST | 299,141 |
151. | PATRICK LECKY | 791 |
152. | PATRICK BURKE | 791 |
153. | MICHAEL D SHUH | 791 |
154. | MATTINA FAMILY TRUST 2015 | 1,319 |
155. | NATIONAL BANK FINANCIAL INC TR BEACON SECURITIES LIMITED | 10,021 |
156. | NATIONAL BANK FINANCIAL INC TR GRAHAM PROHASKA A/C 5FKDJ4F (T67052) | 1,055 |
157. | GMP SECURITIES LP TR A/C 300 2KM0 F | 527 |
158. | GMP SECURITIES LP TR A/C 410 YBM0 F | 1,058 |
159. | GEORGE PAPPAS & KAREN ALBEAN JT TEN | 189 |
160. | ASSURE MANAGEMENT SERVICES | 10,513 |
161. | GUNDYCO TR STONECASTLE CANNABIS GROWTH FUND | 1,055 |
162. | GUNDYCO TR STONECASTLE FUND A/C 51500236-29 | 3,165 |
163. | GUNDYCO TR KOICHA PARTNERS LP 51500770ADP | 2,645 |
164. | AARON KEAY | 5,274 |
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| LISTED SECURITIES | |
| September 2018 | |
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No. | Name of Party | Number of Subordinate Voting Shares to be Issued |
165. | GLASS INVESTMENTS LP A/C 402 21682 25 | 1,798 |
166. | INTERWARD CAPITAL CORP A/C 402 203 08 21 | 1,375 |
167. | MITCHELL KAHN ** | 9,722 |
168. | MITCHELL P KAHN REVOCABLE TRUST ** | 300,153 |
169. | LAURENCE H LEVINE FAMILY DYNASTY TRUST | 11,344 |
170. | HIGH TIMES LLC (EDWARD & ANGELA RIST, JTWROS) | 889 |
171. | HIGH TIMES LLC (LEROY & JOYEE MATERAZZI, JTWROS) | 444 |
172. | HIGH TIMES LLC (JEFFREY & LEIGH MATERAZZI, JTWROS) | 444 |
173. | HIGH TIMES LLC (NICOLE LLOYD) | 889 |
174. | HIGH TIMES LLC (WILLIAM & JUDITH STROUP, JTWROS) | 889 |
175. | GREEN KACH LLC (GARY GREENBERG) | 1,533 |
176. | GREEN KACH LLC (DANIEL KACH) | 1,533 |
177. | GREEN KACH LLC (JAMES KACH) | 1,131 |
178. | CANNAMD HOLDINGS LLC (JENNY EWING & KEITH EWING) | 904 |
179. | CANNAMD HOLDINGS LLC (ANDREW MEISTER) | 904 |
180. | CWAZ LLC (ZACHARY ZISES) | 12,589 |
| TOTAL: | 3,445,556 |
| FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF | |
| LISTED SECURITIES | |
| September 2018 | |
| Page 6 | |
| | |