Cannabist Co Holdings Inc. 8-K/A Filing

Ticker: CBSTF · Form: 8-K/A · Filed: Dec 3, 2025 · CIK: 1776738

Cannabist Co Holdings Inc. 8-K/A Filing Summary
FieldDetail
CompanyCannabist Co Holdings Inc. (CBSTF)
Form Type8-K/A
Filed DateDec 3, 2025
Pages6
Reading Time7 min
Key Dollar Amounts$110 m, $80 million, $20 million, $10 million, $3.3 m
Sentimentneutral

Sentiment: neutral

FAQ

What type of filing is this?

This is a 8-K/A filing submitted by Cannabist Co Holdings Inc. (ticker: CBSTF) to the SEC on Dec 3, 2025.

What are the key financial figures in this filing?

Key dollar amounts include: $110 m (m the Member for total consideration of $110 million, consisting of: $80 million in ca); $80 million (eration of $110 million, consisting of: $80 million in cash (the "Closing Payment") payable); $20 million (closing of the Transaction ("Closing"), $20 million in cash as deferred consideration (the); $10 million (on (the "Delayed Payment") as well as a $10 million promissory note issued by the Buyer to); $3.3 m (deposit into escrow an amount equal to $3.3 million, which amount will be payable to).

How long is this filing?

Cannabist Co Holdings Inc.'s 8-K/A filing is 6 pages with approximately 1,694 words. Estimated reading time is 7 minutes.

Where can I view the full 8-K/A filing?

The complete filing is available on SEC EDGAR. You can also read the AI-decoded analysis with risk assessment and key highlights on ReadTheFiling.

Filing Stats: 1,694 words · 7 min read · ~6 pages · Grade level 13.7 · Accepted 2025-12-03 11:25:18

Key Financial Figures

  • $110 m — m the Member for total consideration of $110 million, consisting of: $80 million in ca
  • $80 million — eration of $110 million, consisting of: $80 million in cash (the "Closing Payment") payable
  • $20 million — closing of the Transaction ("Closing"), $20 million in cash as deferred consideration (the
  • $10 million — on (the "Delayed Payment") as well as a $10 million promissory note issued by the Buyer to
  • $3.3 m — deposit into escrow an amount equal to $3.3 million, which amount will be payable to
  • $350,000 — of the Equity Purchase Agreement, up to $350,000, which amount is non-refundable includi

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On December 1, 2025, The Cannabist Company Holdings Inc. (the "Company"), Green Leaf Medical of Virginia, LLC, a subsidiary of the Company ("Green Leaf Virginia"), and Green Leaf Medical, LLC, another subsidiary of the Company and the sole member of Green Leaf Virginia (the "Member"), entered into an equity purchase agreement (the "Equity Purchase Agreement" and the transaction contemplated thereunder, the "Transaction") with Curaleaf, Inc. (the "Buyer") a subsidiary of Curaleaf Holdings Inc. Pursuant to the Equity Purchase Agreement, the Buyer will purchase all of the issued and outstanding equity interests of Green Leaf Virginia from the Member for total consideration of $110 million, consisting of: $80 million in cash (the "Closing Payment") payable at the closing of the Transaction ("Closing"), $20 million in cash as deferred consideration (the "Delayed Payment") as well as a $10 million promissory note issued by the Buyer to the Member or the Company, as directed by the Member (the "Promissory Note"). The Closing Payment is subject to post-closing adjustment based on the final determination of cash, debt, net working capital, unpaid transaction expenses and certain transaction payments as of Closing. The Promissory Note will bear interest at a rate of 6% per annum, beginning on the closing date of the Equity Purchase Agreement (the "Closing Date") through maturity on the one-year anniversary of the Closing Date. The principal amount of the Promissory Note is subject to downward adjustments for cash, working capital, indebtedness, and transaction expenses of Green Leaf Virginia as well as for indemnification claims. Any unpaid indemnification obligations not settled against the Promissory Note may also be set off by the Buyer against the Delayed Payment. The Delayed Payment will be payable within 30 days following the earlier of (i) the date on which the first adult-use sale has occurred at each of the

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) ExhibitsExhibit No. Description 10.1# Equity Purchase Agreement, dated December 1, 2025, among The Cannabist Company Holdings Inc., Green Leaf Medical of Virginia, LLC, Green Leaf Medical, LLC and Curaleaf, Inc. 10.2# Form of Curaleaf, Inc. Promissory Note 99.1 Press Release, dated December 2, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). # Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish a copy of any omitted schedule or exhibit to the SEC upon its request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE CANNABIST COMPANY HOLDINGS INC. By: /s/ David Sirolly Name: David Sirolly Title: Chief Legal Officer & General Counsel Date: December 2, 2025

View Full Filing

View this 8-K/A filing on SEC EDGAR

View on ReadTheFiling | About | Contact | Privacy | Terms

Data from SEC EDGAR. Not affiliated with the SEC. Not investment advice. © 2026 OpenDataHQ.