LATEST FIRM TRANSACTION
February 26, 2021
Terra Vida Holistic Centers, LLC (“Terra Vida”) and GVB Holding Group, LLC (“GVB”), which together operate three of Pennsylvania’s top performing medical dispensaries, have entered into a an agreement and plan of merger with Verano Holdings Corp. (“Verano”), a leading, vertically-integrated, multi-state cannabis operator in the United States, pursuant to which Verano will acquire each of Terra Vida and GVB in consideration of US$62,500,000, subject to adjustment and a payment schedule together with 3,013,500 shares of Verano (allocated between Class A and Class B shares).
Concurrently with the acquisition of Terra Vida and GVB, Verano also entered into agreements to indirectly acquire all of the issued and outstanding equity interests of a licensee (the “Licensee”), which holds a permit that would give it the ability to open three dispensaries in Pennsylvania, in consideration of US$7,350,000 payable in cash and shares of Verano (allocated between Class A and Class B shares).
Wildeboer Dellelce LLP acted as Canadian legal counsel to each of Terra Vida and the Licensee with a team comprised of Jeff Hergott (Corporate/Securities) and Katy Pitch (Tax).