Cannabist Co Holdings Inc. Files 8-K

TL;DR

Cannabist Co Holdings Inc. filed an 8-K on Dec 1, 2025, for material agreements & Reg FD.

AI Summary

On December 1, 2025, The Cannabist Company Holdings Inc. (formerly Columbia Care Inc.) filed an 8-K report. The filing indicates an entry into a material definitive agreement and a Regulation FD Disclosure. The company's principal executive offices are located at 321 Billerica Road, Chelmsford, Massachusetts.

Why It Matters

This 8-K filing signals significant corporate activity or disclosures by The Cannabist Company Holdings Inc., potentially impacting investors and stakeholders.

Risk Assessment

Risk Level: medium — 8-K filings often contain material information that can lead to significant stock price movements, requiring careful investor attention.

Key Numbers

• 000-56294 — SEC File Number (Identifies the company's filing with the SEC.)
• 98-1488978 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Cannabist Co Holdings Inc. (company) — Registrant
• Columbia Care Inc. (company) — Former company name
• December 1, 2025 (date) — Date of earliest event reported
• 321 Billerica Road, Chelmsford, Massachusetts (location) — Principal executive offices

FAQ

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

• cbstf-20251201.htm (8-K) — 30KB
• 0001776738-25-000060.txt ( ) — 137KB
• cbstf-20251201.xsd (EX-101.SCH) — 2KB
• cbstf-20251201_lab.xml (EX-101.LAB) — 20KB
• cbstf-20251201_pre.xml (EX-101.PRE) — 11KB
• cbstf-20251201_htm.xml (XML) — 2KB

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

View Full Filing

View this 8-K filing on SEC EDGAR