TREES Corp (Colorado) Files 2023 Annual Report on Form 10-K

TL;DR

<b>TREES Corp (Colorado) has filed its 2023 annual report (10-K), detailing its corporate structure and history.</b>

AI Summary

TREES Corp (Colorado) (CANN) filed a Annual Report (10-K) with the SEC on April 10, 2024. TREES Corp (Colorado) filed its annual report on Form 10-K for the fiscal year ended December 31, 2023. The company is incorporated in Colorado and its principal executive offices are located in Lakewood, Colorado. TREES Corp (Colorado) was formerly known as GENERAL CANNABIS CORP and Advanced Cannabis Solutions, Inc. The company is registered with the IRS under number 208096131. TREES Corp (Colorado) is classified under SIC code 5912 (RETAIL-DRUG STORES AND PROPRIETARY STORES).

Why It Matters

For investors and stakeholders tracking TREES Corp (Colorado), this filing contains several important signals. This filing provides a comprehensive overview of TREES Corp (Colorado)'s financial and operational status for the fiscal year 2023, which is crucial for investors to assess the company's performance and outlook. Understanding the company's history, including its former names and incorporation details, offers context for its current business and potential strategic shifts.

Risk Assessment

Risk Level: low — TREES Corp (Colorado) shows low risk based on this filing. The filing is a standard annual report (10-K) and does not contain immediate financial performance data or forward-looking statements that would indicate significant risk at this stage.

Analyst Insight

Review the full 10-K filing for detailed financial statements, risk factors, and management discussion to understand TREES Corp (Colorado)'s performance and future prospects.

Key Numbers

• 2023-12-31 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 2024-04-10 — Filing Date (FILED AS OF DATE)
• 000-54457 — SEC File Number (Commission file number)
• 90-1072649 — IRS Employer Identification No. (I.R.S. Employer Identification No.)
• 303-759-1300 — Business Phone (BUSINESS PHONE)

Key Players & Entities

• TREES Corp (Colorado) (company) — COMPANY CONFORMED NAME
• GENERAL CANNABIS CORP (company) — FORMER COMPANY
• Advanced Cannabis Solutions, Inc. (company) — FORMER COMPANY
• 2023 (date) — fiscal year ended
• 2024-04-10 (date) — FILED AS OF DATE
• Lakewood, Colorado (location) — BUSINESS ADDRESS CITY STATE
• 000-54457 (other) — Commission file number
• 5912 (other) — STANDARD INDUSTRIAL CLASSIFICATION

FAQ

Industry Context

TREES Corp (Colorado) operates within the retail drug and proprietary stores sector, with historical ties to the cannabis industry.

Regulatory Implications

The company is subject to standard SEC reporting requirements for public companies, including the filing of annual reports on Form 10-K.

What Investors Should Do

1. Analyze the full 10-K for detailed financial statements and operational disclosures.
2. Research the company's historical name changes and their implications.
3. Investigate the company's current business activities within the SIC 5912 classification.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing.
• 2024-04-10: Filing Date — Indicates when the 10-K report was officially submitted to the SEC.

Year-Over-Year Comparison

This is the initial 10-K filing for TREES Corp (Colorado) under its current name, following previous filings under different corporate identities.

Key Financial Figures

• $0.001 — he registrant's common stock, par value $0.001 per share ("Common Stock"), on December
• $13,500,000 — ) with an aggregate principal amount of $13,500,000 to such investors. The material terms o
• $3,375,000 — : o 25% of the total principal, i.e., $3,375,000, contains different terms than the rema
• $10,125,000 — he Principal Amount would be reduced to $10,125,000. o Current interest payments are defe
• $0.50 — s' option at a price per share equal to $0.50. o Warrant exercise price of previous
• $0.40 — r 12% and 10% note offerings reduced to $0.40 per share; warrant expiration date exte
• $250,000 — nvestor agreed to provide an additional $250,000 on or after closing in a separate Worki
• $500,000 — 00). o Lead Investor to provide up to $500,000 in additional M&A financing upon a mutu
• $1,225,000 — n equity holders received cash equal to $1,225,000 together with an aggregate of 4,494,382
• $1,500,000 — ares of the Common Stock. An additional $1,500,000 in cash will be paid out in eighteen (1
• $83,333.33 — en (18) equal monthly payments equal to $83,333.33 per month commencing on the 12-month an
• $3,500,000 — 8 shares of Common Stock. An additional $3,500,000 in cash was paid by the Company to the
• $10,587,250 — the investors of an aggregate amount of $10,587,250 in cash, as well as cancellation of out
• $2,912,750 — indebtedness in the aggregate amount of $2,912,750 represented by certain prior promissory
• $0.70 — ge of the aggregate principal amount at $0.70 per share, which equals an aggregate of

Filing Documents

• ea0202425-10k_trees.htm (10-K) — 1344KB
• ea0202425ex4-6_trees.htm (EX-4.6) — 7KB
• ea0202425ex10-71_trees.htm (EX-10.71) — 72KB
• ea0202425ex23-1_trees.htm (EX-23.1) — 2KB
• ea0202425ex31-1_trees.htm (EX-31.1) — 9KB
• ea0202425ex31-2_trees.htm (EX-31.2) — 9KB
• ea0202425ex32-1_trees.htm (EX-32.1) — 4KB
• ex10-71_001.jpg (GRAPHIC) — 6KB
• 0001213900-24-031818.txt (&nbsp;) — 9581KB
• cann-20231231.xsd (EX-101.SCH) — 119KB
• cann-20231231_cal.xml (EX-101.CAL) — 65KB
• cann-20231231_def.xml (EX-101.DEF) — 538KB
• cann-20231231_lab.xml (EX-101.LAB) — 937KB
• cann-20231231_pre.xml (EX-101.PRE) — 538KB
• ea0202425-10k_trees_htm.xml (XML) — 1080KB

Business

Business 2 Item 1A.

Risk Factors

Risk Factors 10 Item 1B. Unresolved Staff Comments 22 Item 1C. Cybersecurity 22 Item 2.

Properties

Properties 23 Item 3.

Legal Proceedings

Legal Proceedings 23 Item 4. Mine Safety Disclosures 23 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 24 Item 6. Reserved 24 Item 7.

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 25 Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 31 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F-1 Item 9. Changes In and Disagreements With Accountants On Accounting and Financial Disclosure 32 Item 9A.

Controls and Procedures

Controls and Procedures 32 Item 9B. Other Information 33 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 33 PART III Item 10. Directors, Executive Officers, and Corporate Governance 34 Item 11.

Executive Compensation

Executive Compensation 34 Item 12.

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

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 34 Item 13. Certain Relationships and Related Transactions and Director Independence 34 Item 14. Principal Accounting Fees and Services 34 PART IV Item 15. Exhibits and Financial Statement Schedules 35

Signatures

Signatures 39 i PART I CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION This Annual Report on Form 10-K (this "Report") contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as "anticipate," "believe," "estimate," "intend," "could," "should," "would," "may," "seek," "plan," "might," "will," "expect," "predict," "project," "forecast," "potential," "continue" negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future, and they are not guarantees. Such statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, level of activity, performance, or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements. We cannot predict all risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements will occur or that our objectives and plans will be achieved, and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Report and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management, any other statements regarding future acquisitions, future cash needs, futu

BUSINESS

ITEM 1. BUSINESS. Business Summary TREES Corporation is a cannabis retailer and cultivator in the States of Colorado and Oregon. We presently operate six (6) cannabis dispensaries as follows: Englewood, Colorado – 5005 S. Federal Boulevard – Recreational license only Denver, Colorado o East Hampden Avenue (formerly Green Man) – Recreational license only Longmont, Colorado o 12626 N. 107 th Street (formerly Green Tree/Ancient Alternatives) – Medical and Recreational licenses Three (3) in Oregon o SW Corbett Avenue, Portland, OR – Medical and Recreational licenses o NE 102 nd Avenue, Portland, OR – Medical and Recreational licenses o 7050 NE MLK, Portland, OR – Medical and Recreational licenses We also operate two (2) cultivation facilities in Colorado as follows: SevenFive Farm – 3705 N. 75 th Street, Boulder – Retail cultivation license only 6859 N. Foothills Highway E-100 (formerly Green Tree/Hillside Enterprises) – Retail cultivation license only Our principal business model is to acquire, integrate and optimize cannabis companies in the retail and cultivation segments utilizing the combined experience of entrepreneurs and synergistic operations of our vertically integrated network. Business Strategy and Recent Transactions As the cannabis industry becomes more mature, we focus on (1) identifying licensed cannabis assets that we can acquire, (2) executing our business strategy to continue to generate cash and meet our financial commitments, and (3) moving with an urgency that reflects our conviction and confidence in our ability to create customer loyalty and advocacy. To that end, during the years ended 2023 and 2022, we implemented the following significant actions in support of our continued growth: In December 2023, we completed a restructuring of our senior secured debt with certain accredited investors party to the September 2022 note offering. We issued and sold senior secured convertible notes (the "Amended Notes") with an

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View this 10-K filing on SEC EDGAR