The Vireo Growth Inc. (VREOF) SEC filings page on Stock Titan provides direct access to the company’s U.S. regulatory disclosures, along with AI-powered summaries that help explain complex documents. Vireo is a British Columbia corporation with principal offices in Minneapolis, Minnesota, and it files current and periodic reports as an emerging growth company under the Securities Exchange Act.
Investors researching VREOF can use this page to review Form 8-K filings that describe material events such as mergers, asset purchases, restructurings, and financing transactions. For example, Vireo has filed multiple Form 8-K reports detailing its Agreement and Plan of Merger with Eaze Inc., its Asset Purchase Agreement to acquire Colorado dispensary assets and properties from PharmaCann Inc., and its Convertible Note Secondary Sale and Purchase Agreements related to Schwazze’s 13% Senior Secured Convertible Notes. Other 8-K filings outline the restructuring support agreement with Schwazze, the outcome of a public disposition of collateral, and the planned transfer of assets to a new entity to be majority-owned by Vireo.
Additional 8-Ks cover topics such as the acquisition of additional Schwazze notes, the resolution of litigation with Verano Holdings Corp., and the release of quarterly financial results. These filings often include detailed descriptions of consideration paid in subordinate voting shares, lock-up arrangements, security interests, and conditions precedent, as well as extensive forward-looking statement disclosures and references to risk factors in the company’s Form 10-K and Form 10-Q reports.
On Stock Titan, AI-generated insights can help readers quickly identify the key terms, conditions, and implications of each filing, from unregistered sales of equity securities to restructuring milestones and regulatory approval requirements. Users can also track how Vireo reports non-GAAP metrics, capital structure changes, and major transactions over time through its SEC submissions, while the platform’s real-time updates ensure new filings from EDGAR are incorporated as they are made available.
Vireo Growth Inc. is registering subordinate voting shares for issuance in its proposed acquisition of Planet 13 Holdings Inc. If completed, each eligible Planet 13 common share will be exchanged for the right to receive 0.015383618 Vireo Growth subordinate voting share. Planet 13 will survive as a wholly owned subsidiary, and its common stock will be delisted and deregistered. The transaction also includes issuance of 18,750,000 warrants to purchase 288,443 Vireo Growth subordinate voting shares. Outstanding Planet 13 warrants will become exercisable for Vireo Growth shares under an exchange-ratio formula, subject to holders’ alternative-consideration rights.
Completion requires approval by a majority of Planet 13 shares outstanding and a simple majority of votes cast, excluding specified holders, affiliates and other persons described under MI 61-101. Four Planet 13 stockholders who collectively owned approximately 95,575,867 shares as of July 26, 2026, agreed to vote in favor. The Planet 13 board recommends approval. If the merger is not completed, Planet 13 disclosed substantial doubt about raising enough financing to continue operating as a going concern; under specified circumstances, it may owe Vireo Growth a $1,800,000 termination fee.
Vireo Growth Inc. said five indirect subsidiaries entered into a $60 million term loan with Needham Bank on October 2, 2026. At closing, Needham advanced $11 million in new money; the $49 million Seller Note was repaid in full, and the debt was consolidated into a $60 million note. Proceeds also funded FL PropCo’s Palatka, Florida property acquisition and part of closing costs.
The loan bears fixed interest at 8.50% per year; borrowers paid a fully earned, non-refundable $900,000 commitment fee. Payments are interest-only for six months, beginning one month after closing, then monthly principal and interest amortize the loan over ten years; principal and accrued interest are due April 2, 2034. Mortgages on the Perth and Palatka properties and related collateral secure the loan, and the Needham liens are senior to those securing the $41 million original-principal second-lien debt. John Mazarakis, a director and the Chief Executive Officer, disclosed that he is a partner of Chicago Atlantic Group, L.P., an affiliate of Chicago Atlantic Financial Services, LLC, the second-lien administrative agent; he abstained and recused himself from board resolutions approving the loan.
Vireo Growth Inc. filed a new notice for an equity offering under Rule 506(b). Its first sale was on September 24, 2026; the issuer reports $7,500,001 USD sold and $0 USD remaining. It reports $0 USD in finders’ fees and says it may use some proceeds in the ordinary course of business to pay salaries to certain executive officers and directors.
The notice lists John Mazarakis, Kyle Kingsley, Judd Nordquist, Ross Hussey, Victor E. Mancebo, Tyson Macdonald, Michael Steiner and Chris Hagedorn as related persons. Tyson Macdonald is identified as Chief Financial Officer and signed the notice.
Vireo Growth Inc. reported $209,987 USD sold in an equity offering, with $0 USD remaining to be sold. The first sale occurred September 21, 2026. In the ordinary course of business, the company may use some offering proceeds to pay salaries to certain executive officers and directors.
Vireo Growth Inc. (symbol: VREOF) is the issuer of record for a Form 8-K filing submitted to the SEC.
Vireo Growth Inc. (VREOF) reports a Regulation D exempt securities offering under Rule 506(b). The company has sold $47,676,969 USD of securities, with up to an additional $1,000,000 USD that may be received based on the final resolution of indemnification claims under a Shares Escrow Agreement. The offering includes equity, options or warrants, and other rights, and the notice is a new filing with the first sale occurring on August 7, 2026. No finders’ fees are reported, and some proceeds may be used in the ordinary course of business to pay salaries to certain executive officers and directors.
Vireo Growth Inc. (VREOF) announced that its Board has authorized a Normal Course Issuer Bid, allowing the company to repurchase up to 2,426,872 subordinate voting shares. This represents approximately 16.75% of issued and outstanding subordinate voting shares as of August 13, 2026.
The program runs from August 17, 2026 to August 17, 2027, with purchases made on the Canadian Securities Exchange through Haywood Securities Inc. under an automatic repurchase plan. Haywood may buy shares at prices up to US$18.75 per share, within preset parameters. Any shares repurchased will be cancelled, and Vireo is not obligated to purchase any shares. As of August 13, 2026, Vireo had 48,517,509 subordinate voting shares and 7,718 multiple voting shares outstanding, with the multiple voting shares convertible into 771,800 subordinate voting shares.
Vireo Growth Inc. reported sharp expansion for the six months ended June 30, 2026, driven by multiple acquisitions and a new non-cannabis segment. Revenue rose to $315.5 million from $72.6 million a year earlier, with second‑quarter revenue of $209.3 million. Despite this growth, the company recorded a six‑month net loss of $20.4 million, though second‑quarter results were close to breakeven.
Total assets increased to $1,273.7 million, including cash of $103.1 million and restricted cash of $19.6 million, while total liabilities were $831.2 million. Long‑term debt (excluding current portion) rose to $257.2 million and convertible debt to $22.3 million. Operating activities generated $14.3 million of cash, offset by $61.7 million used in investing and $47.6 million provided by financing.
The company completed the acquisitions of Eaze, Hawthorne, Bridgewell, and Vireo Health of Rocky Mountain, significantly enlarging its retail cannabis footprint and adding a non‑cannabis horticulture and agricultural products segment. The Hawthorne deal generated a $21.7 million bargain purchase gain. Vireo also effected a 30‑for‑1 share consolidation, leaving 45,044,826 Subordinate Voting Shares outstanding at June 30, 2026. A recent DEA rule rescheduling qualifying medical marijuana to Schedule III is expected to allow state‑licensed medical operators to deduct ordinary business expenses for U.S. federal tax purposes.
Vireo Growth Inc. disclosed two major developments. First, indirect subsidiary Prolific Supply LLC and affiliates entered into a senior secured, asset-based revolving credit facility with Bank of Montreal and other lenders, providing up to $85 million in aggregate commitments, with the ability to increase commitments by up to an additional $20 million to a potential total of $105 million. The facility matures on August 7, 2031 and bears interest at either Term SOFR plus 1.75%–2.00% or a base rate plus 0.75%–1.00%, and includes a 0.25% annual unused fee on undrawn amounts. Borrowings are secured by a first‑priority lien on substantially all assets of the loan parties and are guaranteed by key subsidiaries.
Second, Vireo completed the previously announced acquisition of certain Colorado retail cannabis assets from PharmaCann Inc. for total consideration of approximately $48.7 million, paid through the issuance of 3,004,751 subordinate voting shares and the assumption of certain liabilities. Of these, 2,943,023 shares were released at closing and 61,728 are held back for nine months. The acquired business includes 17 dispensaries, expanding Vireo’s Colorado retail footprint to 56 operational locations, with the operations now fully integrated into the company’s Colorado platform.
Vireo Growth Inc. reported a transformative second quarter for the period ended June 30, 2026, driven by an aggressive acquisition strategy in cannabis and agribusiness. GAAP revenue reached $209.3 million, up 335.1% year-over-year, with cannabis revenue of $175.8 million and non-cannabis revenue of $33.5 million. GAAP gross profit increased to $95.3 million, while adjusted EBITDA rose to $41.5 million from $13.3 million, although the adjusted EBITDA margin declined to 19.8% from 27.7% as integration and deal-related costs weighed on profitability.
The company closed the Hawthorne, Eaze and Bridgewell deals in the quarter and subsequently completed the PharmaCann acquisition, among other transactions. On a pro forma basis including key acquisitions, revenue would have been $254.9 million, and management states that, assuming all announced deals close, Vireo would operate approximately 270 dispensaries, potentially making it one of the largest U.S. cannabis operators by store count. The balance sheet expanded to $1.27 billion in total assets, with cash and restricted cash of $122.7 million and stockholders’ equity of $442.5 million, alongside higher debt and a $172.8 million uncertain tax liability.