AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND AMONGAgreement and Plan of Merger • June 26th, 2020
Contract Type FiledJune 26th, 2020Amended and Restated Agreement and Plan of Merger dated as of June 22, 2020 (this “Agreement”), by and among Curaleaf Holdings, Inc., a publicly-traded corporation listed on the Canadian Securities Exchange and existing under the laws of British Columbia, Canada (“Curaleaf” or “Parent”), Greenhouse MergerCo, Inc., a Delaware corporation that is a direct wholly owned subsidiary of Parent (“Merger Sub”), GR Companies, Inc., a Delaware corporation (the “Company”), and GR Shareholder Representative, LLC, a Delaware limited liability company, solely in its capacity as the shareholder representative, agent and attorney-in-fact of the Participating Securityholders (the “Seller Representative”). All capitalized terms used but not otherwise defined herein have the meanings set forth or referenced in Section 1.1.