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Vireo Growth Inc. Completes Acquisition of Equity Interest in Maryland Dispensaries

(Moderate)
(Neutral)

Vireo Growth (CSE:VREO, OTCQX:VREOD) closed its previously announced acquisition of an indirect 49% equity interest in HA-MD, LLC, owner of two Maryland dispensaries. Total consideration is $1.55 million, paid via cash, an interest-bearing promissory note, and issuance of 37,035 shares at a deemed price of $20.25.

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Positive

  • Acquisition of 49% equity interest in Maryland dispensary owner HA-MD, LLC
  • Total $1.55 million consideration partly deferred via 5-year 8% promissory note
  • Use of 37,035 shares at $20.25 reduces immediate cash outlay

Negative

  • $400,000 promissory note adds 5-year debt at 8% annual interest
  • Equity component paid through issuance of 37,035 subordinate voting shares causes dilution

News Market Reaction – VREOD

-6.13%
-6.13% Session close to close

In the Jun 22 session, VREOD declined 6.13%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

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MINNEAPOLIS, June 18, 2026 (GLOBE NEWSWIRE) -- Vireo Growth Inc. (CSE: VREO) (OTCQX: VREOD) (“Vireo” or the “Company”), today announced the closing of its previously announced acquisition to acquire an indirect 49% equity interest in HA-MD, LLC (“HA-MD”), the sole owner of Chesapeake Integrated Health Institute, LLC and Maryland Alternative Relief, LLC, pursuant to a membership interest purchase agreement dated November 3, 2025 (the “Transaction”).

The total consideration for the Transaction was $1.55 million, $400,000 of which was settled in cash on the closing date, $400,000 of which will be paid under a promissory note over a term of 5 years at 8% annual interest, with the remaining $750,000 balance satisfied by the issuance of 37,035 subordinate voting shares of Vireo, on a post-share consolidation basis, at a deemed issue price per share of $20.25.

About Vireo Growth Inc.

Vireo Growth Inc. (CSE: VREO; OTCQX: VREOD) is a leading vertically integrated cannabis company building a broad platform across cannabis and adjacent agricultural markets. The Company operates cultivation, manufacturing, retail dispensaries, home delivery, distribution, and agricultural supply businesses across the United States, creating exposure to both cannabis and complementary adjacent markets. With operations in 10 states and more than 170 dispensaries nationwide, Vireo combines disciplined capital allocation, strategic acquisitions, and local market execution to scale its platform and drive long-term shareholder value. The Company is focused on expanding market share and strengthening its portfolio of consumer brands and services, while supporting the customers, employees, shareholders, and communities it serves. For more information about Vireo, visit www.vireogrowth.com.

Forward-Looking Information
This press release contains “forward-looking information” or “forward-looking statements” within the meaning of applicable United States and Canadian securities legislation (referred to herein as “forward-looking information”). To the extent any forward-looking information in this press release constitutes “financial outlooks” within the meaning of applicable United States or Canadian securities laws, this information is being provided as preliminary financial results; the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such financial outlooks.

Forward-looking information contained in this press release may be identified by the use of words such as “should,” “believe,” “estimate,” “would,” “looking forward,” “may,” “continue,” “expect,” “expected,” “will,” “likely,” “subject to,” and variations of such words and phrases, or any statements or clauses containing verbs in any future tense and includes statements regarding expectations around the Transaction and the expected benefits thereof. These statements should not be read as guarantees of future performance or results. Forward-looking information includes both known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of the Company or its subsidiaries to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements or information contained in this press release. Financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to various risks as set out herein and in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed with the U.S. Securities Exchange Commission. Our actual financial position and results of operations may differ materially from management’s current expectations and, as a result, our revenue, EBITDA, Adjusted EBITDA, and cash on hand may differ materially from the values provided in this press release. Forward-looking information is based upon a number of estimates and assumptions of management, believed but not certain to be reasonable, 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 is based are reasonable, the reader should not place undue reliance on the forward-looking information 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 is 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. Such risks and uncertainties include, but are not limited to: risks and uncertainties associated with the Transaction, some of which are beyond the Company’s control; the Company’s ability to maintain relationships with suppliers, customers, employees and other third parties as a result of the Transaction; the effects of the Transaction on the Company and the interests of various constituents; the nature, cost, impact and outcome of pending and future litigation, other legal or regulatory proceedings, or governmental investigations and actions; risks related to the timing and content of adult-use legislation in markets where the Company currently operates; current and future market conditions, including the market price of the subordinate voting shares of the Company; risks related to epidemics and pandemics; federal, state, local, and foreign government laws, rules, and regulations, including federal and state laws and regulations in the United States relating to cannabis operations in the United States and any changes to such laws or regulations; operational, regulatory and other risks; execution of business strategy; management of growth; difficulties inherent in forecasting future events; conflicts of interest; risks inherent in an agricultural business; risks inherent in a manufacturing business; liquidity and the ability of the Company to raise additional financing to continue as a going concern; the Company’s ability to meet the demand for flower in its various markets; our ability to dispose of our assets held for sale at an acceptable price or at all; and risk factors set out in the Company’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, which are available on EDGAR with the U.S. Securities and Exchange Commission at www.sec.gov and filed with the Canadian securities regulators and available under the Company’s profile on SEDAR+ at www.sedarplus.com.

The statements in this press release are made as of the date of this release. Except as required by law, we undertake no obligation to update any forward-looking statements or forward-looking information to reflect events or circumstances after the date of such statements.

Contact Information:

Lynn Ricci
Director Investor Relations & Corporate Communications
investor@vireogrowth.com
(612) 314-8995


FAQ

What acquisition did Vireo Growth (VREOD) complete on June 18, 2026?

Vireo Growth completed the acquisition of an indirect 49% equity interest in HA-MD, LLC. According to Vireo, HA-MD is the sole owner of Chesapeake Integrated Health Institute and Maryland Alternative Relief, both operating dispensaries in Maryland’s cannabis market.

How much did Vireo Growth (VREOD) pay for the 49% interest in HA-MD, LLC?

Vireo Growth agreed to total consideration of $1.55 million for the 49% interest. According to Vireo, the package combines upfront cash, a 5-year promissory note at 8% interest, and subordinate voting shares issued at a deemed price of $20.25 per share.

What is the cash component of Vireo Growth’s (VREOD) Maryland dispensary acquisition?

Vireo Growth paid $400,000 in cash at closing for the HA-MD transaction. According to Vireo, an additional $400,000 will be paid over five years via a promissory note, with the remaining value satisfied through issuance of subordinate voting shares.

How is the Vireo Growth (VREOD) acquisition of HA-MD structured between debt and equity?

The HA-MD acquisition uses a mix of cash, debt, and equity. According to Vireo, $400,000 is paid in cash, $400,000 via a 5-year 8% promissory note, and $750,000 through issuing 37,035 subordinate voting shares at $20.25 each.

How many Vireo Growth (VREOD) shares were issued in the HA-MD acquisition?

Vireo Growth issued 37,035 subordinate voting shares to partially fund the HA-MD purchase. According to Vireo, these shares are on a post-share consolidation basis, with a deemed issue price of $20.25 per share, representing $750,000 of the total consideration.

When was the agreement for Vireo Growth’s (VREOD) HA-MD acquisition originally signed?

The membership interest purchase agreement for HA-MD was dated November 3, 2025. According to Vireo, this agreement led to the closing of the previously announced transaction on June 18, 2026, giving the company an indirect 49% equity interest in HA-MD.

Which Maryland dispensaries are indirectly included in Vireo Growth’s (VREOD) HA-MD acquisition?

The acquisition covers HA-MD, sole owner of Chesapeake Integrated Health Institute and Maryland Alternative Relief. According to Vireo, its 49% equity interest in HA-MD gives it indirect exposure to these two Maryland dispensary businesses through the completed transaction.