Jushi Holdings Inc., a globally focused multi-state cannabis and hemp operator, recently announced that it has entered into an agreement to acquire a majority of the membership interests in Dalitso LLC (“Dalitso”).
Dalitso is only one of the five applicants to receive conditional approval from the Virginia Board of Pharmacy to cultivate and process medical cannabis, and to dispense and deliver CBD oil and THC-A oil extracts in Virginia. Dalitso’s conditional approval is for the northeast region of Virginia where it is currently developing a facility in Prince William County near the City of Manassas.
Farzana Kennedy, RPh, FACA, President of Dalitso commented, “We are excited to have found such a fantastic operational and financing partner in Jushi. Dalitso remains committed to providing the highest quality medical cannabis products and patient care in Virginia. Jushi’s experienced leadership team and world-class operational expertise perfectly positions Dalitso to deliver on that commitment and serve its patients through the Commonwealth’s medical cannabis program.”
In 2018, Virginia expanded its medical cannabis program which gave residents more access to medical cannabis products in a variety of formulas. Dalitso’s conditional approval also allows it to operate within the Virginia Board of Pharmacy-designated Health Service Area II, which icovers two of Virginia’s most densely populated counties, Fairfax and Prince William.
The aggregate purchase price for the approximately 62% of the membership interests in Dalitso, is approximately US$16 million, subject to working capital and other customary adjustments. The purchase price is payable as follows:
- US$7.8 million in cash;
- US$4.2 million in Subordinate Voting Shares of the Company (“Shares”) issued at an indicative price of US$2.00 per Share;
- approximately 1 million warrants to purchase Shares at a purchase price of US$3.00 per Share, expiring two years from issuance (together with the Shares, the “Equity Consideration”); and
- US$4.0 million in promissory notes comprised of (i) US$2.7 million in 6% secured notes issued to the sellers maturing after 24 months and convertible at the option of the holders on or prior to the maturity date into Shares at a conversion price of US$6.00 per Share, and (ii) US$1.3 million in 9% unsecured notes issued to certain sellers maturing after 24 months.
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