TILT Holdings Inc. Files 8-K: Material Agreement

TL;DR

TILT Holdings signed a big deal on Jan 28th. 8-K filed.

AI Summary

TILT Holdings Inc. entered into a material definitive agreement on January 28, 2025. The filing also includes other events and financial statements/exhibits. The company is incorporated in British Columbia and has its principal executive offices in Phoenix, Arizona.

Why It Matters

This 8-K filing indicates a significant new agreement for TILT Holdings Inc., which could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Numbers

• 000-56422 — Commission File Number (Identifies the company's SEC filing history.)
• 83-2097293 — I.R.S. Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• TILT Holdings Inc. (company) — Registrant
• January 28, 2025 (date) — Date of earliest event reported
• British Columbia (jurisdiction) — State or other jurisdiction of incorporation
• Phoenix, Arizona (location) — Address of principal executive offices

FAQ

Key Financial Figures

• $2,000,000 — . The purchase price for the assets is $2,000,000, payable by wire transfer, plus the ass

Filing Documents

• tilt-20250128x8k.htm (8-K) — 42KB
• tilt-20250128xex10d1.htm (EX-10.1) — 367KB
• tilt-20250128xex99d1.htm (EX-99.1) — 17KB
• tilt-20250128xex99d1001.jpg (GRAPHIC) — 3KB
• 0001558370-25-000584.txt ( ) — 615KB
• tilt-20250128.xsd (EX-101.SCH) — 3KB
• tilt-20250128_lab.xml (EX-101.LAB) — 14KB
• tilt-20250128_pre.xml (EX-101.PRE) — 9KB
• tilt-20250128x8k_htm.xml (XML) — 4KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On January 28, 2025, Commonwealth Alternative Care Inc. ("Seller"), a Massachusetts corporation and wholly owned subsidiary of Tilt Holdings Inc. (the "Issuer"), entered into an Asset Purchase Agreement (the "Agreement") with In Good Health, Inc. ("Buyer"), a Massachusetts corporation. Under the terms of the Agreement, Buyer will acquire substantially all the assets and assume certain liabilities of Seller's adult-use and medical cannabis dispensaries located in Taunton and Brockton, Massachusetts (collectively, the "Business"). The purchase price for the assets is $2,000,000, payable by wire transfer, plus the assumption of certain liabilities as specified in the Agreement. The assets being acquired include, but are not limited to, inventory, contracts, tangible personal property, and goodwill associated with the Business. The Agreement also outlines specific excluded assets and liabilities that will remain with the Seller. The closing of the transaction is subject to customary conditions, including obtaining necessary regulatory approvals from the Massachusetts Cannabis Control Commission (CCC) and other relevant authorities and the surrender of the licenses required to operate the Brockton dispensary. The Agreement contains customary representations, warranties, and covenants by both parties, as well as indemnification obligations subject to certain limitations. The foregoing description of the Agreement does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated into this Item 1.01 by reference.

01 Other Events

Item 8.01 Other Events On February 3, 2025, the Company issued a press release announcing the entry into the Agreement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1# Asset Purchase Agreement dated January 28, 2025, by and among Commonwealth Alternative Care Inc. and In Good Health Inc. 99.1 Press Release dated February 3, 2025. 104 Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. # Certain schedules and exhibits have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the Securities and Exchange Commission upon request . SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TILT Holdings Inc. Date: February 3, 2025 By: /s/ Tim Conder Name: Tim Conder Its: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR