6 unchanged sentences
Massey, Maryland 21650)
+Added: Vireo Health of Minnesota, LLC
+Added: (10700 165th Avenue NW
+Added: Elk River, Minnesota 55330)
+Added: Leased with Purchase Option
Cultivation and Processing
18 unchanged sentences
Minnesota Lease
−Removed: IIP-MN 1 LLC (“ Minnesota Landlord ”) and Minnesota Medical Solutions, LLC (predecessor to Vireo Health of Minnesota, LLC) entered into a lease agreement on November 8, 2017 that was set to expire on November 8, 2032 (“ MN Lease Agreement ”).
+Added: IIP-MN 1 LLC (“ Minnesota Landlord ”) and Minnesota Medical Solutions (predecessor to Vireo Health of Minnesota, LLC) entered into a lease agreement on November 8, 2017 that was set to expire on November 8, 2032 (“ MN Lease Agreement ”).
Concurrent with the execution of the lease, Minnesota Landlord closed on a purchase of real property and improvements on the property located at 8740 77th Street Northeast, Ostego, Minnesota on October 6, 2017.
1 unchanged sentence
The foregoing description is qualified in its entirety by reference to the MN Lease Agreement, which is included as Exhibit 10.19 hereto and incorporated by reference herein.
−Removed: Pursuant to the First Amendment to the MN Lease Agreement (“ 1 st Amendment to the MN Lease Agreement ”), dated December 7, 2018, the term of the MN Lease Agreement was extended to December 7, 2033 and Minnesota Medical Solutions, LLC was permitted to make improvements at a cost to Minnesota Landlord not to exceed $2,988,000 rather
−Removed: than $988,000 as initially detailed in the MN Lease Agreement.
+Added: Pursuant to the First Amendment to the MN Lease Agreement (“ 1 st Amendment to the MN Lease Agreement ”), dated December 7, 2018, the term of the MN Lease Agreement was extended to December 7, 2033 and Minnesota Medical Solutions was permitted to make improvements at a cost to Minnesota Landlord not to exceed $2,988,000 rather than $988,000 as initially detailed in the MN Lease Agreement.
In addition, the monthly base rent was increased to $77,625 and the security deposit was increased to $450,000.
The foregoing description is qualified in its entirety by reference to the 1 st Amendment to the MN Lease Agreement, which is included as Exhibit 10.15 hereto and incorporated by reference herein.
−Removed: Pursuant to the Second Amendment to the MN Lease Agreement (“ 2 nd Amendment to the MN Lease Agreement ”), dated September 25, 2019, the term of the MN Lease Agreement was extended to December 7, 2038 and Minnesota Medical Solutions, LLC was permitted to make improvements at a cost to Minnesota Landlord not to exceed $5,588,000 rather than $2,988,000 as detailed in the 1 st Amendment to the MN Lease Agreement, and the monthly base rent was increased to $111,262.
+Added: Pursuant to the Second Amendment to the MN Lease Agreement (“ 2 nd Amendment to the MN Lease Agreement ”), dated September 25, 2019, the term of the MN Lease Agreement was extended to December 7, 2038 and Minnesota Medical Solutions was permitted to make improvements at a cost to Minnesota Landlord not to exceed $5,588,000 rather than $2,988,000 as detailed in the 1 st Amendment to the MN Lease Agreement, and the monthly base rent was increased to $111,262.
The foregoing description is qualified in its entirety by reference to the 2 nd Amendment to the MN Lease Agreement, which is included as Exhibit 10.16 hereto and incorporated by reference herein.
−Removed: Pursuant to the Third Amendment to the MN Lease Agreement (“ 3 rd Amendment to the MN Lease Agreement ”), dated February 18, 2020, Minnesota Medical Solutions, LLC was permitted to make improvements at a cost to Minnesota Landlord not to exceed $5,638,183 rather than $2,988,000 as detailed in the 2 nd Amendment to the MN Lease Agreement.
+Added: Pursuant to the Third Amendment to the MN Lease Agreement (“ 3 rd Amendment to the MN Lease Agreement ”), dated February 18, 2020, Minnesota Medical Solutions was permitted to make improvements at a cost to Minnesota Landlord not to exceed $5,638,183 rather than $2,988,000 as detailed in the 2 nd Amendment to the MN Lease Agreement.
The foregoing description is qualified in its entirety by reference to the 3 rd Amendment to the MN Lease Agreement, which is included as Exhibit 10.17 hereto and incorporated by reference herein.
−Removed: Pursuant to the Fourth Amendment to the MN Lease Agreement (“ 4 th Amendment to the MN Lease Agreement ”), dated April 10, 2020, Minnesota Medical Solutions, LLC was permitted to make improvements at a cost to Minnesota Landlord not to exceed $6,698,183 rather than $5,638,183 as detailed in the 3 rd Amendment to the MN Lease Agreement, and the term of the MN Lease Agreement was extended to April 9, 2040.
+Added: Pursuant to the Fourth Amendment to the MN Lease Agreement (“ 4 th Amendment to the MN Lease Agreement ”), dated April 10, 2020, Minnesota Medical Solutions was permitted to make improvements at a cost to Minnesota Landlord not to exceed $6,698,183 rather than $5,638,183 as detailed in the 3 rd Amendment to the MN Lease Agreement, and the term of the MN Lease Agreement was extended to April 9, 2040.
In addition, the monthly base rent was increased to $129,350.
1 unchanged sentence
The foregoing description is qualified in its entirety by reference to the 4 th Amendment to the MN Lease Agreement, which is included as Exhibit 10.18 hereto and incorporated by reference herein.
−Removed: Pursuant to the Fifth Amendment to the MN Lease Agreement (“ 5 th Amendment to the MN Lease Agreement ”), dated February 24, 2023, a default by any affiliate of Vireo Health of Minnesota, LLC (f/k/a Minnesota Medical Solutions, LLC), under another lease with the Minnesota Landlord or any affiliate of the Minnesota Landlord, beyond any applicable notice and cure periods, constitutes a default under the MN Lease Agreement, as amended.
+Added: Pursuant to the Fifth Amendment to the MN Lease Agreement (“ 5 th Amendment to the MN Lease Agreement ”), dated February 24, 2023, a default by any affiliate of Vireo Health of Minnesota, LLC (f/k/a Minnesota Medical Solutions), under another lease with the Minnesota Landlord or any affiliate of the Minnesota Landlord, beyond any applicable notice and cure periods, constitutes a default under the MN Lease Agreement, as amended.
The forgoing description is qualified in its entirety by reference to the 5 th Amendment to the MN Lease Agreement, which is included as Exhibit 10.43 hereto and incorporated by reference.
+Added: On February 22, 2024, the Vireo Minnesota executed a lease for cannabis cultivation and manufacturing facilities in Elk River, Minnesota.
+Added: Per the terms of the lease the landlord agreed to provide the Company with $2,000,000 of tenant improvement allowances.
+Added: Rent will not commence until January 1, 2025, at which time monthly base rent will be $82,500.
+Added: Starting January 1, 2025, the Company has the option to purchase the property.
+Added: The initial purchase price is $13,000,000 increasing by 3% at the start of each calendar year until the option expires on December 31, 2028.
+Added: The lease expires on December 31, 2034.
New York Lease
6 unchanged sentences
Pursuant to the Second Amendment to the NY Lease Agreement (“ 2 nd Amendment to the NY Lease Agreement ”), dated April 10, 2020, the term of the NY Lease Agreement was extended to April 9, 2035 and Vireo Health of New York, LLC was permitted to make improvements at a cost to New York Landlord not to exceed $3,360,000 rather than $3,000,000 as detailed in the 1 st Amendment to the NY Lease Agreement.
−Removed: In addition, the monthly base rent was increased to $90,518.51
−Removed: and the Company provided a new guaranty on behalf of New York Landlord.
+Added: In addition, the monthly base rent was increased to $90,518.51 and the Company provided a new guaranty on behalf of New York Landlord.
The foregoing description is qualified in its entirety by reference to the 2 nd Amendment to the NY Lease Agreement, which is included as Exhibit 10.11 hereto and incorporated by reference herein.
7 unchanged sentences
The forgoing description is qualified in its entirety by reference to the 4 th Amendment to the NY Lease Agreement, which is included as Exhibit 10.44 hereto and incorporated by reference.
−Removed: Pursuant to the Fifth Amendment to the NY Lease Agreement (“ 5 th Amendment to NY Lease Agreement ”), dated October 27, 2023, (1) the tenant improvement allowance was increased to a cost not to exceed $67,435,000, instead of $53,435,000 as initially outlined in the 3 rd Amendment to the NY Lease Agreement.
+Added: Pursuant to the Fifth Amendment to the NY Lease Agreement (“ 5 th Amendment to NY Lease Agreement ”), dated October 27, 2023, (1) the tenant improvement allowance was increased to a cost not to exceed $67,435,000, instead of $53,435,000 as initially outlined in the Third Amendment to the NY Lease Agreement.
In addition, the monthly base rent was increased by an additional $210,000, (2) the existing security deposit was used to pay liens against the property.
2 unchanged sentences
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.