Ascend Wellness Holdings, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Ascend Wellness Holdings, Inc. has filed its 2023 10-K annual report, providing a detailed financial and operational overview.</b>

AI Summary

Ascend Wellness Holdings, Inc. (AAWH) filed a Annual Report (10-K) with the SEC on March 13, 2024. Ascend Wellness Holdings, Inc. filed its annual report for the fiscal year ended December 31, 2023. The filing is a 10-K report, indicating a comprehensive overview of the company's financial performance and condition. The company's principal business is in Medicinal Chemicals & Botanical Products (SIC 2833). Ascend Wellness Holdings, Inc. is incorporated in Delaware. The company's principal executive offices are located at 1411 Broadway, 16th Floor, New York, NY 10018.

Why It Matters

For investors and stakeholders tracking Ascend Wellness Holdings, Inc., this filing contains several important signals. This 10-K filing provides investors with crucial, audited financial data for the full fiscal year 2023, enabling informed investment decisions. Understanding the company's performance in the Medicinal Chemicals & Botanical Products sector is key to assessing its market position and future growth potential.

Risk Assessment

Risk Level: medium — Ascend Wellness Holdings, Inc. shows moderate risk based on this filing. The company operates in the highly regulated cannabis industry, which presents significant legal and operational risks that could impact financial performance.

Analyst Insight

Investors should carefully review the detailed financial statements and risk factors outlined in the 10-K to assess the company's performance and future outlook.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period)
• 2024-03-13 — Filing Date (Date of submission)

Key Players & Entities

• Ascend Wellness Holdings, Inc. (company) — Filer name
• 10-K (filing) — Form type
• 20231231 (date) — Fiscal year end
• 20240313 (date) — Filing date
• 0001756390 (company) — Central Index Key
• Medicinal Chemicals & Botanical Products (industry) — Standard Industrial Classification
• DE (jurisdiction) — State of incorporation
• 1411 BROADWAY, 16TH FLOOR, NEW YORK, NY 10018 (address) — Business address

FAQ

Risk Factors

• Regulatory Environment [high — regulatory]: The company operates in a highly regulated industry, with evolving federal, state, and local laws and regulations impacting its business.
• Operational Risks [medium — operational]: Risks related to cultivation, manufacturing, distribution, and retail operations, including supply chain disruptions and quality control.
• Financial Risks [medium — financial]: Risks associated with access to capital, debt obligations, and the ability to achieve profitability in a competitive market.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K filing.
• 2024-03-13: Filing Date — Date the 10-K was officially submitted to the SEC.

Key Financial Figures

• $0 — trant's Class A common stock, par value $0.001, and 65,000 shares of the registran
• $0.001 — lass A common stock with a par value of $0.001 per share, 100,000 shares of Class B co
• $8.00 — s of Class A common stock at a price of $8.00 per share. On May 7, 2021, the underwri
• $86.1 million — ved total net proceeds of approximately $86.1 million after deducting underwriting discounts
• $0.97 — tock on the CSE on December 31, 2023 of $0.97 per share, as well as options to acquir
• $210.0 million — w credit facility, which provides for a $210.0 million term loan (the "Term Loan") that bears
• $75.6 million — used, in part, to prepay approximately $75.6 million of existing debt and the remainder was
• $65.0 million — 022, the Company borrowed an additional $65.0 million of term loans under the expansion featu
• $275.0 million — credit facility for total borrowings of $275.0 million. To date, the Company has funded many
• $26.8 million — ties, Inc. ("IIP") with a sale price of $26.8 million and a tenant improvement allowance ("TI
• $22.2 million — tenant improvement allowance ("TIA") of $22.2 million to fund the expansion of the cultivatio
• $19.0 million — agreement with IIP with a sale price of $19.0 million and an initial TIA of $6.0 million. The
• $6.0 million — of $19.0 million and an initial TIA of $6.0 million. The TIA has subsequently increased to
• $52.0 million — . The TIA has subsequently increased to $52.0 million as we have expanded the cultivation fac
• $4.8 million — agreement with IIP with a sale price of $4.8 million and a TIA of $15.0 million to fund the

Filing Documents

• aawh-20231231.htm (10-K) — 2632KB
• awh12312023exhibit211.htm (EX-21.1) — 43KB
• awh12312023exhibit231.htm (EX-23.1) — 4KB
• awh12312023exhibit311.htm (EX-31.1) — 9KB
• awh12312023exhibit312.htm (EX-31.2) — 9KB
• awh12312023exhibit32.htm (EX-32) — 7KB
• aawh-20231231_g1.jpg (GRAPHIC) — 492KB
• aawh-20231231_g2.jpg (GRAPHIC) — 104KB
• aawh-20231231_g3.jpg (GRAPHIC) — 9KB
• aawh-20231231_g4.jpg (GRAPHIC) — 72KB
• aawh-20231231_g5.jpg (GRAPHIC) — 8KB
• aawh-20231231_g6.jpg (GRAPHIC) — 9KB
• aawh-20231231_g7.jpg (GRAPHIC) — 5KB
• mgo.jpg (GRAPHIC) — 8KB
• mgofooter1.jpg (GRAPHIC) — 9KB
• mgofooter2.jpg (GRAPHIC) — 5KB
• 0001628280-24-010940.txt (&nbsp;) — 16100KB
• aawh-20231231.xsd (EX-101.SCH) — 122KB
• aawh-20231231_cal.xml (EX-101.CAL) — 130KB
• aawh-20231231_def.xml (EX-101.DEF) — 604KB
• aawh-20231231_lab.xml (EX-101.LAB) — 1227KB
• aawh-20231231_pre.xml (EX-101.PRE) — 899KB
• aawh-20231231_htm.xml (XML) — 2064KB

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS 1 PART I 2

Risk Factors

Item 1A. Risk Factors 35

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 68

C. Cybersecurity

Item 1 C. Cybersecurity 68

Properties

Item 2. Properties 70

Legal Proceedings

Item 3. Legal Proceedings 70

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 70 PART II 71

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 71

Reserved

Item 6. Reserved 72

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 73

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 95

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 96

Changes in and Disagreements With Accountants on Accounting and Financial Disclosures

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures 150

Controls and Procedures

Item 9A. Controls and Procedures 150

Other Information

Item 9B. Other Information 151

Disclosure Regarding Foreign Jurisdictions That Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections 151 PART III 151

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 151

Executive Compensation

Item 11. Executive Compensation 151

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 151

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence 151

Principal Accounting Fees and Services

Item 14. Principal Accounting Fees and Services 151 PART IV 152

Exhibits, Financial Statement Schedules

Item 15. Exhibits, Financial Statement Schedules 152

Form 10-K Summary

Item 16. Form 10-K Summary 155

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K for Ascend Wellness Holdings, Inc. and its subsidiaries (collectively referred to as "AWH," "Ascend," "we," "us," "our," or the "Company") contains both historical and forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, and forward-looking information, within the meaning of applicable Canadian securities laws (collectively, "forward-looking statements"), that involve risks and uncertainties. We make forward-looking statements related to future expectations, estimates, and projections that are uncertain and often contain words such as, but not limited to, "anticipate," "believe," "could," "estimate," "expect," "forecast," "intend," "likely," "may," "outlook," "plan," "predict," "should," "target," or other similar words or phrases. Such forward-looking statements are made as of the date of this Form 10-K. Forward-looking statements in this Form 10-K include, but are not limited to, statements with respect to: operating results; profitability; financial condition and resources; anticipated needs for working capital; liquidity; capital resources; capital expenditures; milestones; licensing milestones; potential and pending acquisitions; information with respect to future growth and growth strategies; build out and expansion projects; anticipated trends in the industry in with the Company operates; the Company's future financing plans; timelines; currency fluctuations; government regulation; inflationary pressure; unanticipated expenses; commercial disputes or claims; limitations on insurance coverage; availability and expectations regarding of cash flow to fund capital requirements; the product offerings of the Company; the competitive conditions of the industry; the competitive and business strategies of the Company; statements relating to the business and future activities of, and developments related to, the Company, including such things as future busine

BUSINESS

ITEM 1. BUSINESS Background Ascend Wellness Holdings, Inc. ("AWH," "Ascend," "we," "us," "our," or the "Company") is a vertically integrated multi-state cannabis operator focused on operating in adult-use or near-term adult-use states in primarily limited license markets. Ascend's core business is the cultivation, manufacturing, and distribution of cannabis consumer packaged goods, which are sold through company-owned retail stores and to third-party licensed retail cannabis stores. The Company is a reporting issuer in the United States and in each of the provinces and territories of Canada. The Company's shares of Class A common stock are listed in Canada on the Canadian Securities Exchange ("CSE") under the symbol "AAWH.U" and in the United States on the OTCQX Best Market (the "OTCQX") under the symbol "AAWH." Ascend is an emerging growth company under federal securities laws and as such Ascend is able to elect to follow scaled disclosure requirements for this filing. The Company was founded in 2018 with initial operations in Illinois and has since expanded its operational footprint, primarily through acquisitions, and now has operations or financial interests in seven U.S. geographic markets: Illinois, Maryland, Massachusetts, Michigan, New Jersey, Ohio, and Pennsylvania. As of December 31, 2023, Ascend had 34 open dispensaries, 32 of which are in states which have passed legislation permitting recreational cannabis, and 8 of which are branded as outlet stores. During 2023, the Company opened dispensaries in New Bedford, Massachusetts; Grand Rapids, Michigan; Tinley Park, Illinois; Northlake, Illinois; Sandusky, Ohio; and Piqua, Ohio. Additionally, in 2023 the Company acquired four dispensaries in Maryland, including the Aberdeen, Crofton, Ellicott City, and Laurel dispensaries. Subsequent to December 31, 2023, the Company opened a dispensary in Cincinnati Ohio, for a total of 35 dispensaries as of March 1, 2024. The Company has fully-financed expansion plans

View Full Filing

View this 10-K filing on SEC EDGAR