Planet 13 Holdings Inc. 10-K

Item 2. Properties. The following tables set forth our principal physical properties. We believe our existing properties and equipment are in good operating condition and are suitable for the conduct of our business. Type Location Leased/owned Corporate Properties Headquarters, U.S. Las Vegas, NV Leased Business Operation Properties Cultivation & Production Facility Clark County, NV Leased Cultivation & Distribution Facility Clark County, NV Leased Cultivation & Production Facility Nye County, NV Owned Dispensary & Production Facility Clark County, NV Leased Dispensary Facility Clark County, NV Leased Dispensary & Distribution Facility Orange County, CA Leased Cultivation & Production Facility Marion County, FL Leased Additional Business Operation Properties following March 2, 2022 NGW Acquisition Cultivation Facility A Coalinga, CA Owned Manufacturing Facility C Coalinga, CA Owned Cultivation Expansion Development Parcel, 2.09 Acres Coalinga, CA Owned Cultivation Expansion Development Parcel, 7.81 Acres Coalinga, CA Owned Properties Subject to an Encumbrance. There is a mortgage on one property owned by us in Nye County, Nevada. Leases We currently have rights and obligations under the following significant leases: 1. Lease 1 : MMDC signed a five-year, triple net lease dated July 22, 2015 for our 4,750 square foot Clark County dispensary location with a rate of US$1.75 per square foot, per month, with the right to extend for two additional terms of five years each. 2. Lease 2: MMDC signed a lease starting on August 30, 2014 and ending on December 31, 2034 for the Clark County cultivation and production location, with a monthly rent of US$9,667.67, with the right to extend for two additional terms of five years each. MMDC also entered into a sub-lease at that facility for an additional, approximately 2,000 square feet from the neighboring tenant, with a termination date of December 31, 2034. The landlord was initially an entity owned by Mr. Scheffler, our Co-CEO. That entity subsequently sold the building effective September 26, 2018 and the new owner, an arm’s length party, has assumed all the obligations of the former landlord under the terms of the lease. 3. Lease 3 : MMDC signed a lease dated April 23, 2018 in respect of the Planet 13 Las Vegas Superstore location (the “ Planet 13 Las Vegas Superstore Lease ”) for approximately 112,663 square feet of office and warehouse space located at 2548 West Desert Inn Road, Las Vegas, Nevada, on a 9.14 acre parcel for a term of seven years, starting at a base rent of US$0.20 per square foot, per month, and rising to US$0.824 per square foot, per month for the last year of the initial seven year term. MMDC has the right to extend the lease for two additional terms of seven years each. 54 Table of Contents 4. Lease 4 : MMDC signed a lease dated April 1, 2019, with respect to certain premises located next to the Planet 13 Las Vegas Superstore consisting of a 3,378 square foot building (“ Building 2 ”), 32,400 square feet of land immediately adjacent to such building and a license for use of approximately 4.17 acres of land situated immediately adjacent and north of Building 2. The lease is for a term of six years and five months, starting with a base rent of US$8,000 per month for months one to three and US$12,000 per month for months four to 17. MMDC has the right to extend the lease for two additional terms of seven years each. MMDC intends to use Building 2 for general office, warehouse and services use, and the remaining land as parking space that it expects it will need to accommodate our growth plans with respect to the Planet 13 Las Vegas Superstore. 5. Lease 5 : BLC Management Company, LLC assumed a lease from Warner Management Company at the closing of the Santa Ana Acquisition on May 20, 2020, for 16,263 square feet of office and warehouse space located at 3400 Warner Ave., Units, F, F-2, G and H, commencing December 1, 2018. The lease is for a term of eleven years and six months with a base rent of US$2.00 per square foot, and includes four five-year options to renew. That lease has been subsequently amended to include Units A through H for the retail facility under construction and Units K-M for the distribution facility currently under construction, for a total of 30,001 square feet of office and warehouse space. The lease includes a tenant improvement allowance at US$25.00 per square foot of improvement, and a roof repair/replacement contribution allowance capped at US$112,000. 6. Lease 6 : On November 25, 2020, MMDC entered into an assignment and assumption agreement with WCDN and RX Land pursuant to which WCDN assigned to MMDC all of WCDN’s right, title and interest under the Initial West Bell Lease, which lease agreement was subsequently amended pursuant to an amendment to lease entered into between MMDC and RX Land on November 27, 2020 (the “ Amended West Bell Lease ” and, together with the Initial West Bell Lease, the “ West Bell Lease ”). The West Bell Lease is for a term of 15 years, at a base rent of US$1.66 per square foot, subject to further annual rate increases of 3%, with MMDC having the right to extend the lease for two additional terms of five years each. MMDC is using the space for licensed cultivation and production operations. 7 . Lease 7 : On September 7, 2021, Planet 13 Florida entered into a lease for approximately 9,000 square feet of nursery and warehouse space located in Marion County, Florida. The lease is for a term of one year, with two options to extend the lease for additional terms of one year each, and has a base rent of $6,000.00 per month for the first three months, and $8,500 per month for the remaining term. Planet 13 Florida will maintain this space as the licensed Florida cultivation and production facility until such time as it identifies a more permanent installation to support its expansion plans in Florida. The lease was amended on March 1, 2022, to include the surrounding parcel of 36.96 acres, with no other changes to the terms. Item 3. Legal Proceedings. There are no actual or to our knowledge contemplated legal proceedings material to us or our subsidiaries or to which any of our or any of our subsidiaries’ property is the subject matter. Item 4. Mine Safety Disclosures. Not applicable. 55 Table of Contents PART II