Pitchfork Enterprises, LLC entered into a definitive agreement to acquire Two processing/cultivation facilities in Arizona of iAnthus Capital Holdings, Inc. (CNSX:IAN) on February 6, 2025. In a related party transaction, Pitchfork Enterprises, LLC sold Three dispensaries in Arizona. Three dispensaries and two processing/cultivation facilities in Arizona were sold for aggregate consideration of approximately $36.5 million.
The purchase price (?Purchase Price?) for the Assets is approximately $36.5 million and will consist of approximately $20 million of cash payable at closing, subject to certain adjustments, and a secured promissory note to be issued by Sonoran Roots in the principal amount of $16.5 million (the ?Note?). The Note will bear interest at a rate of six percent (6%) per annum compounded annually, with a term of sixty-six (66) months. The Transaction is subject to customary conditions precedent including the receipt of applicable consents and regulatory approvals and is expected to close in 1Q2025.
The Purchase Agreement also contains certain termination rights for the Seller and the Buyer, subject to the conditions set forth in the Purchase Agreement, including, without limitation, if the Closing has not occurred by February 15, 2025. Ducera Securities LLC acted as financial advisor to iAnthus Capital Holdings, Inc. Hawkeye Capital Markets acted as financial advisor to Pitchfork Enterprises, LLC.
