VOTING SUPPORT AGREEMENTVoting Support Agreement • October 31st, 2022 • Acreage Holdings, Inc. • Retail-miscellaneous retail • British Columbia
WHEREAS, in connection with an arrangement agreement between the Purchaser, Canopy and Acreage Holdings, Inc. (the “Company”) dated as of the date hereof (as may be amended, modified or supplemented from time to time in accordance with its terms, the “Arrangement Agreement”), the Purchaser proposes to, among other things, acquire all of the terms Class D subordinate voting shares of the Company (the “Company Floating Shares”);
CANOPY USA, LLC and CANOPY GROWTH CORPORATION and ACREAGE HOLDINGS, INC. ARRANGEMENT AGREEMENT October 24, 2022Arrangement Agreement • October 31st, 2022 • Acreage Holdings, Inc. • Retail-miscellaneous retail • British Columbia
WHEREAS, in connection with an arrangement agreement between the Purchaser, Canopy and Acreage Holdings, Inc. (the “Company”) dated as of the date hereof (as may be amended, modified or supplemented from time to time in accordance with its terms, the “Arrangement Agreement”), the Purchaser proposes to, among other things, acquire all of the terms Class D subordinate voting shares of the Company (the “Company Floating Shares”);
FIRST AMENDMENT TO CREDIT AGREEMENT AND INCREMENTAL INCREASE ACTIVATION NOTICECredit Agreement • October 31st, 2022 • Acreage Holdings, Inc. • Retail-miscellaneous retail • New York
CREDIT AGREEMENT (this “Agreement”), is entered into as of December 16, 2021, by and among HIGH STREET CAPITAL PARTNERS, LLC, a Delaware limited liability company (“Borrower”), ACREAGE HOLDINGS, INC., a corporation existing under the laws of the Province of British Columbia (“Parent”), each lender identified on the signature pages hereof (each such lender, together with its respective successors and permitted assigns, is referred to hereinafter, individually as a “Lender” and collectively, as the “Lenders”), AFC AGENT LLC, a Delaware limited liability company, as co-agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”), and VRT AGENT LLC, a Delaware limited liability company, as co-agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Co Agent”).
FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HIGH STREET CAPITAL PARTNERS, LLCLimited Liability Company Agreement • October 31st, 2022 • Acreage Holdings, Inc. • Retail-miscellaneous retail • Delaware
This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of [___________________] (the “Effective Time”), is entered into by and among High Street Capital Partners, LLC, d/b/a Acreage Holdings, a Delaware limited liability company (the “Company”), and its Members (as defined herein).
THIRD AMENDMENT TO TAX RECEIVABLE AGREEMENTTax Receivable Agreement • October 31st, 2022 • Acreage Holdings, Inc. • Retail-miscellaneous retail • Delaware
This Third Amendment to Tax Receivable Agreement (this “Agreement”), dated as of October 24, 2022 (the “Effective Date”), is by and among Acreage Holdings America, Inc., a Nevada corporation (the “U.S. Corporation”), High Street Capital Partners, LLC, a Delaware limited liability company (the “U.S. LLC”), the members who are signatories hereto and who constitute the Supermajority Member Approval, as such term is defined in the TRA (the “Members”), Canopy Growth Corporation, a corporation existing under the laws of Canada (“Canopy”) and Canopy USA LLC, a Delaware limited liability company (“Canopy USA”). The U.S. Corporation, U.S. LLC, the Members, Canopy and Canopy USA shall be collectively referred to herein as the “Parties”. Unless otherwise herein defined, all capitalized terms shall have the meanings ascribed to them in the TRA.
