TerrAscend Strengthens Leadership Position in New Jersey with Closing of Aunt Mary’s Transaction
TerrAscend closes the Aunt Mary’s deal, adding a fifth New Jersey dispensary and securing an optioned path to full consolidation.
Rhea-AI Summary
TerrAscend (TSNDF) closed its previously announced transaction involving Aunt Mary’s Dispensary in Hunterdon County, New Jersey, adding a fifth retail location in the state. Aunt Mary’s currently generates more than US$10 million in annualized revenue and is expected by the company to be immediately accretive to EBITDA and free cash flow.
The June 2026 agreement provides for total consideration of US$9 million, consisting of a five-year, US$3 million unsecured convertible debenture bearing 6.0% annual interest for an option to purchase 35% of Aunt Mary’s, plus US$6 million in cash payable upon exercise of the option. The structure aligns with New Jersey’s regulatory framework supporting diversely owned businesses. Upon option exercise and satisfaction of additional conditions, TerrAscend would fully consolidate Aunt Mary’s results and expand its consolidated retail footprint to 21 dispensaries across five U.S. states and Canada.
Positive
- Aunt Mary’s annualized revenue exceeds US$10 million, adding a sizable retail asset
- Transaction expected to be immediately accretive to EBITDA and free cash flow
- Total consideration US$9 million for option structure and future full consolidation path
- Convertible debenture of US$3 million at 6.0% for five years funds the option
- Potential to expand consolidated footprint to 21 dispensaries across five U.S. states and Canada
Negative
- Full business consolidation depends on option exercise and additional conditions
- Deal involves US$6 million future cash outlay upon option exercise
AI-generated analysis. How Rhea-AI works. Not financial advice.
Expands New Jersey retail footprint to five dispensaries
Dispensary generates over US
TORONTO, Sept. 16, 2026 (GLOBE NEWSWIRE) -- TerrAscend Corp. (the "Company") (TSX: TSND) (OTCQX: TSNDF), a leading North American cannabis operator, today announced that its consolidated entities (together with the Company, “TerrAscend”) have closed on the previously announced transaction with Aunt Mary’s Dispensary LLC (“Aunt Mary’s”), located in Hunterdon County, New Jersey. Aunt Mary’s is TerrAscend’s fifth retail location in New Jersey and will be immediately accretive to TerrAscend on an EBITDA and free cash flow basis.
“Aunt Mary's generates more than US
In June 2026, TerrAscend entered into an agreement with Aunt Mary’s and the other parties named therein for total consideration of US
The transaction conforms to New Jersey’s regulatory framework, which facilitates investment opportunities for diversely owned businesses. Upon exercise of the Option and additional conditions, the transaction will allow the Company to fully consolidate the business in its financial results and increase TerrAscend's consolidated retail footprint to a total of 21 dispensaries across five U.S. states and Canada.
About TerrAscend Corp.
TerrAscend Corp. is a leading TSX-listed cannabis company with interests across the North American cannabis sector, including operations in Pennsylvania, New Jersey, Maryland, Ohio, and California through TerrAscend Growth Corp. and retail operations in Canada. TerrAscend operates The Apothecarium and other dispensary retail locations as well as scaled cultivation, processing, and manufacturing facilities in its core markets. TerrAscend’s cultivation and manufacturing practices yield consistent, high-quality cannabis, providing industry-leading product selection to both the medical and legal adult-use markets. The Company owns or licenses several synergistic businesses and brands including The Apothecarium, Cookies, Kind Tree, Legend, State Flower, Wana, Cuue, One and Valhalla. For more information visit www.terrascend.com.
Caution Regarding Cannabis Operations in the United States
Investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. On April 23, 2026, the U.S. Department of Justice issued a final rule rescheduling marijuana contained in United States Food and Drug Administration (“FDA”)-approved drug products and marijuana subject to a state medical marijuana license from Schedule I to Schedule III of the Controlled Substances Act (“CSA”), which became effective on April 28, 2026. However, any form of marijuana other than in an FDA-approved drug product or marijuana subject to a state medical marijuana license remains a Schedule I controlled substance under the CSA, and those who handle such material remain subject to the regulatory controls and administrative, civil, and criminal sanctions applicable to Schedule I controlled substances. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable US federal money laundering legislation.
While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with medical or adult-use cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance.
Forward-Looking Information and Forward-Looking Statements
This press release contains “forward-looking information” within the meaning of applicable Canadian securities laws and “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements and forward-looking information are intended to be covered by the safe harbor provisions for forward-looking statements contained in those sections and the Private Securities Litigation Reform Act of 1995. Forward-looking information contained in this press release may be identified by the use of words such as, “may”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “believe”, “intend”, “plan”, “forecast”, “project”, “estimate”, “outlook” and other similar expressions, and include, but are not limited to, statements regarding the expected benefits and expected financial contribution of the Aunt Mary’s transaction, including anticipated EBITDA and free cash flow accretion; the occurrence, timing and expected outcome of the exercise of the Option and the satisfaction of additional conditions, including the full consolidation of Aunt Mary’s in the Company’s financial results and the expansion of TerrAscend’s consolidated retail footprint; statements with respect to the Company’s expectations with respect to its business outlook, financial profile, and operational efficiencies; and its market opportunities, growth prospects in existing markets, and M&A strategy.. Forward-looking information and forward-looking statements are not a guarantee of future performance and are based upon a number of estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment, and the availability of licenses, approvals and permits.
Although the Company believes that the expectations and assumptions on which such forward-looking information and forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking information and forward-looking statements because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information and forward-looking statements are subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information and forward-looking statements. Such risks and uncertainties include, but are not limited to, the risk that the expected benefits of the Aunt Mary’s transaction, including the expected accretion to EBITDA and free cash flow, may not be realized; the risk that the Option may not be exercised or that the conditions to full consolidation of Aunt Mary’s in the Company’s financial results may not be satisfied; the risk that the integration of Aunt Mary’s does not proceed as anticipated; current and future market conditions; risks relating to federal, state, provincial, territorial, local and foreign laws, rules and regulations, including U.S. federal and state laws relating to cannabis operations in the U.S.; and such risk factors set out in the Company’s most recently filed MD&A, filed with the Canadian securities regulators and available under the Company’s profile on SEDAR+ at www.sedarplus.ca and in the section titled “Risk Factors” in the Company’s Annual Report for the year ended December 31, 2025 filed with the Securities and Exchange Commission on March 12, 2026, as updated by its Quarterly Reports on Form 10-Q.
The statements in this press release are made as of the date of this release. The Company disclaims any intent or obligation to update any forward-looking information or forward-looking statements, whether, as a result of new information, future events, or results or otherwise, other than as required by applicable securities laws.
For more information regarding the Company:
Eric Jackson
Chief Financial Officer
IR@terrascend.com
689-345-4114
Investor Relations Contact:
KCSA Strategic Communications
Valter Pinto, Managing Director
TerrAscend@KCSA.com
212-896-1254
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What are the main financial terms of TerrAscend’s agreement with Aunt Mary’s?
The agreement provides for total consideration of US$9 million, split into a US$3 million five-year unsecured convertible debenture bearing 6.0% interest for an option to purchase 35% of Aunt Mary’s, and an additional US$6 million in cash payable when TerrAscend exercises that option.
How does this transaction affect TerrAscend’s retail footprint?
Aunt Mary’s becomes TerrAscend’s fifth New Jersey dispensary. Upon exercise of the option and satisfaction of additional conditions, TerrAscend expects to fully consolidate the business, which would increase its consolidated retail footprint to 21 dispensaries across five U.S. states and Canada.
Where is Aunt Mary’s Dispensary located?
Aunt Mary’s Dispensary is located in Hunterdon County, New Jersey.
How does the transaction relate to New Jersey’s regulatory framework?
The transaction is structured to conform to New Jersey’s regulatory framework, which facilitates investment opportunities for diversely owned cannabis businesses.