What changed in this filing

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Item 2. Properties

2024-03-07 compared with 2023-03-03 · 35 added, 48 removed, 3 unchanged (97% of the section changed)

The Company currently owns and leases the following properties throughout the United States.

Wilmington, Delaware

The Company owns a 45,070 square foot facility on 2.25 acres within a fenced-in business park, which it purchased in September 2016 and developed into a cannabis cultivation, processing, and dispensary facility.

The property is secured under a mortgage with the Bank of New England that matures in 2031.

The facility is leased to the Company’s Delaware cannabis-licensed client under a 20-year lease expiring in 2035.

The Company also leases a 12,000 square foot cannabis production facility with offices which is subleased to its Delaware cannabis-licensed client.

The sublease expires in January 2026 and contains an option to negotiate an extension at the end of the lease term.

Lewes, Delaware

The Company leases 4,000 square feet of retail space in a multi-use building.

This lease commenced in October 2016, and in 2021 the term was extended through April 2027.

The Company built out the space into a cannabis dispensary, which is subleased under a coterminous sublease to its Delaware cannabis-licensed client.

Milford, Delaware

The Company leases a 100,000 square foot warehouse which it developed into a 60,000 square foot cultivation facility, with plans to develop the remaining square footage into a processing facility.

As of December 31, 2023, the Company maintained the following principal facilities:

Massachusetts

The Company operates a dispensary in Beverly in a retail space under a lease that expires in 2026, with options to extend the term for three additional five-year periods through 2041.

The Company owns an industrial property, of which the Company has developed approximately half into a cannabis cultivation and processing facility in which it conducts wholesale operations.

The remaining portion of the property was rented to a non-cannabis manufacturing company through November 2023.

The Company intends to expand its cannabis wholesale operations to include the entire property.

The mortgage on this property and the Middleborough, Massachusetts property described below was previously held by Bank of New England;

however, in November 2023, the Company repaid this mortgage and refinanced both properties in connection with a new Construction to Permanent Commercial Real Estate Mortgage Loan with Needham Bank (the "CREM Loan").

As a result, the mortgage on the New Bedford and Middleborough properties is now held by Needham Bank, which mortgage matures in 2033.

The Company leases its corporate headquarters under a lease that expires in 2028 and which includes a five-year extension option.

Middleborough

The Company owns and operates a retail and warehouse building located in a high-traffic area.

A portion of the building houses the Company's flagship Massachusetts retail dispensary, with the remaining square footage used as a warehouse.

The mortgage on this property and the New Bedford, Massachusetts property described above was previously held by Bank of New England;

however, in November 2023, the Company repaid this mortgage and refinanced both properties in connection with the CREM Loan.

As a result, the mortgage on the New Bedford and Middleborough properties is now held by Needham Bank, which mortgage matures in 2033.

The Company leases a building that houses both a dispensary and a cultivation facility under a lease that expires in 2038.

The Company leases retail space located in a multi-use building under a lease that expires in 2027 that it subleases to its Delaware cannabis-licensed client.

The client uses this retail space to operate a dispensary.

The Company leases a warehouse, 60% of which it developed into a cultivation facility, with plans to develop the remaining square footage into a processing facility.

The lease term expires in March 2030, with an option to extend the term for three additional five-year periods.

Construction of the processing facility was completed in February 2022.

The entire premises is subleased under a coterminous sublease to the Company’s Delaware cannabis-licensed client.

Anna, Illinois

The Company owns and operates a 3,400 square foot free-standing cannabis dispensary that is secured under a mortgage with DuQuoin State Bank maturing in May 2023, provided it is not annually renewed by the bank, which the bank has done every year since inception of this mortgage (the “DSQ Mortgage”).

Harrisburg, Illinois

The Company owns and operates a 3,400 square foot free-standing cannabis dispensary, also secured under the DSQ Mortgage.

Vernon, Illinois

The Company owns and operates a 4,800 square foot free-standing cannabis dispensary that is secured under a mortgage with South Porte Bank that matures in June 2023.

The Company also owns and operates a 32,960 square foot grown and production facility.

The Company owns a cannabis cultivation, processing, and dispensary facility located in a business park.

The property is secured under a mortgage with the Bank of New England that matures in 2031.

The facility is leased to the Company’s Delaware cannabis-licensed client under a 20-year lease expiring in 2035.

The Company also leases a cannabis production facility with offices which is subleased to its Delaware cannabis-licensed client.

The sublease expires in January 2026 and contains an option to negotiate an extension.

The Company owns and operates a free-standing cannabis dispensary that is secured under a mortgage with DuQuoin State Bank maturing in May 2024 (the "DSQ Mortgage").

Since initiating the DSQ Mortgage in May 2016, the bank has renewed the mortgage for an additional one-year term on an annual basis.

The Company owns and operates a free-standing cannabis dispensary, also secured under the DSQ Mortgage with Anna.

The Company owns and operates a free-standing cannabis dispensary, secured under a mortgage with DuQuoin State Bank that matures in 2041.

The Company owns and operates a grow and production facility.

The premises are secured under a mortgage with DuQuoin State Bank that matures in 2042.

Metropolis, Illinois

In late 2020, the Company entered into a lease agreement for a 14,000 square foot free-standing retail building.

The Company developed the premises into a state-approved adult-use cannabis dispensary in early 2021, and commenced selling operations in May 2021.

The premises were purchased by the Company in July 2021, which property was secured under a second mortgage with DuQuoin State Bank that matures in July 2041.

Hagerstown, Maryland

The Company owns a 180,000 square foot manufacturing facility that was developed into cannabis cultivation and production facility.

The Company also leases a 2,700 square foot two-unit apartment that it uses for office space, which expires in July 2023.

Annapolis, Maryland

The Company owns a free-standing 9,000 square foot industrial building which was developed into a medical cannabis dispensary that opened in October 2022.

The Company leases a 4,700 square foot building which it intends to open as a dispensary, in 2023.

The lease expires in 2033.

New Bedford, Massachusetts

The Company owns 138,000 square foot industrial property located on approximately 22 acres within the New Bedford Industrial Park.

The property is secured by a mortgage with the Bank of New England that matures in 2027.

The Company developed approximately half of the property into a cannabis cultivation and processing facility in which it conducts wholesale operations.

The remaining portion of the property was leased to a non-cannabis manufacturing company through February 2023, and the tenant is currently leasing the space on a month-to-month basis, and the

Company is hopeful that such tenant will depart by the end of 2023.

The Company intends to expand its cannabis wholesale operations to include the entire property once the tenant vacates the premises.

Middleborough, Massachusetts

The Company owns and operates a 22,700 square foot retail and warehouse building located in a high-traffic area of this municipality.

10,000 square feet of the building has been developed into a retail dispensary, with the remaining square footage used as a warehouse.

Norwood, Massachusetts

The Company’s corporate offices are located in Norwood, Massachusetts.

This 10,000 square foot space is under a 10-year lease with a related party that expires in 2028 and includes a 5-year extension option.

Beverly, Massachusetts

The Company assumed the lease for a 2,700 square foot dispensary in connection with an asset purchase in December 2022.

The lease expires in 2026, with an option to extend the term for three additional five-year periods through 2041.

The Company also owns and operates a free-standing cannabis dispensary.

The Company repaid and retired the mortgage on this facility in 2023.

The Company owns a free standing industrial building in which it operates a cannabis dispensary.

The Company owns a manufacturing facility that it has developed into and in which it operates a cannabis cultivation and production facility.

The Company operates a dispensary in Tiffin under a lease that expires in 2033.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties