Vireo Growth Inc.

Vireo Growth Inc. has entered into a definitive Merger Agreement to acquire Planet 13 Holdings Inc. through a wholly owned subsidiary, Supernova Merger Sub Inc. Under the terms, each share of Planet 13 common stock will be converted into 0.015383618 subordinate voting shares of Vireo. Both companies' boards of directors have unanimously approved the transaction, with Planet 13's board acting on the recommendation of a special committee. The agreement also includes provisions for the treatment of equity awards, a voting agreement from certain Planet 13 stockholders, and a lock-up agreement for the Parent Shares received as merger consideration.

Vireo Growth Inc. announced a definitive merger agreement to acquire Planet 13 Holdings Inc. The transaction will see each Planet 13 share converted into 0.015383618 Vireo subordinate voting shares, representing a 16.6% premium over Planet 13's 20-day volume weighted average price. This acquisition is expected to significantly expand Vireo's presence in Nevada and Florida, add to its Illinois platform, and position the combined company as the largest U.S. cannabis operator by dispensary count with approximately 265 dispensaries across 15 states. The merger is subject to customary closing conditions, including stockholder and regulatory approvals.

Vireo Growth Inc., through its subsidiary Vireo Health of Arcadia, LLC, has entered into a definitive purchase agreement to acquire certain cannabis cultivation, manufacturing, and retail operations from The Cannabist Company Holdings Inc. for up to $35 million. The consideration includes up to $18.75 million in cash and up to $16.25 million in seller notes. This strategic acquisition will expand Vireo's presence in Colorado and establish operations in four new states, increasing its pro forma retail footprint to approximately 230 dispensaries across 15 states. The transaction is subject to Canadian Court approval under Cannabist's CCAA proceedings and various regulatory approvals, with closings anticipated in stages through 2026 and 2027.

Vireo Growth Inc. announced a definitive arrangement agreement to acquire C21 Investments Inc. for 0.023052 subordinate voting shares of Vireo per C21 share. This acquisition is expected to significantly expand Vireo's footprint in Nevada, adding approximately 15 dispensaries and substantial cultivation/manufacturing capacity. The transaction has received unanimous approval from the C21 Board and is supported by C21's directors and executive officers through voting agreements. Completion is contingent upon C21 shareholder approval, court and regulatory approvals, and other customary closing conditions. C21 will delist from exchanges upon completion.

Vireo Growth Inc. announced a 30-for-1 share consolidation, effective at market open on June 5, 2026. Shareholders approved a proposal for a share consolidation within a range of 20-for-1 to 40-for-1 on May 29, 2026, with the Board subsequently approving the 30-for-1 ratio on June 1, 2026. This action will reduce the number of outstanding subordinate voting shares from 1,455,017,319 to approximately 48,500,577 and multiple voting shares from 232,490 to approximately 7,749, with no fractional shares to be issued. The company's shares will continue to trade under existing symbols but with new ISIN/CUSIP numbers.

Vireo Growth Inc. has completed the acquisition of Bridgewell Agribusiness LLC for approximately $13.66 million, with the consideration paid via convertible notes. The company also announced two dispensary acquisitions: one in Nevada from M3 Wellness for $500,000 (including cash, shares, and an earnout) and an indirect 49% equity interest in Maryland dispensaries from HA-MD for $1.55 million (including cash, a note, and shares). Bridgewell operates as a supplier of organic and non-GMO food and agricultural products.

Vireo Growth Inc. announced the dismissal of Davidson & Company LLP as its independent registered public accounting firm and the appointment of BDO USA, P.C. as its new auditor, both effective June 5, 2026. The changes were approved by the company's Board of Directors upon the recommendation of the Audit Committee. The company confirmed there were no disagreements or reportable events with Davidson, and no prior consultations with BDO on accounting or auditing matters.

Vireo Growth Inc. announced that its subsidiary, 256 County Route 117 Perth LLC, acquired a 389,000 square foot cannabis cultivation and production facility in Perth, New York, for $88.5 million. The acquisition was financed through a combination of a $49.0 million seller-financed loan from Innovative Industrial Properties, Inc. at 15% interest, and a $41.0 million term loan from Chicago Atlantic Financial Services, LLC at prime plus 5.75% interest. The Seller Note matures in May 2027 with extension options, while the Chicago Atlantic Loan matures in May 2028.

Vireo Growth Inc. reported a significant increase in Q1 2026 revenue, reaching $106.2 million, up 335% year-over-year. However, the company's net loss widened to $20.3 million for the quarter. A major development impacting the cannabis industry is the DEA's final rule on April 28, 2026, rescheduling state-licensed medical marijuana to Schedule III, which could provide significant tax relief by allowing deduction of ordinary business expenses. Additionally, Vireo Growth completed the acquisition of Schwazze assets on March 19, 2026, expanding its footprint with 45 dispensaries and two manufacturing facilities.

Vireo Growth Inc. reported strong financial results for Q1 2026, with GAAP revenue increasing 333.5% year-over-year to $106.2 million and Adjusted EBITDA rising 395.5% to $32.7 million. This growth was significantly driven by recently closed M&A transactions, including Schwazze, Eaze, and Hawthorne. The company also announced a definitive agreement to acquire FLUENT and form a joint venture with Glass House Brands, positioning it as the 4th largest cannabis company on a pro forma basis by revenue.