Current Report Filing (8-k)
September 07 2021 - 4:06PM
Edgar (US Regulatory)
0001760439
false
A1
0001760439
2021-08-31
2021-08-31
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 31, 2021
HARVEST
HEALTH & RECREATION INC.
(Exact
name of registrant as specified in its charter)
British
Columbia
(State
or other jurisdiction of incorporation)
|
000-56224
|
|
84-3264202
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
|
1155
W. Rio Salado Parkway, Suite 201
Tempe,
Arizona
|
|
85281
|
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
(480)-494-2261
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
|
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
|
|
☐
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities
registered pursuant to Section 12(b) of the Act:
|
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on which registered
|
|
N/A
|
|
|
|
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
On
September 1, 2021, Harvest Health & Recreation Inc. (“Harvest”) announced that on August 31, 2021, Harvest and one
of its subsidiaries (collectively, the “Seller”) entered into a License Purchase Agreement (the
“Agreement”) with Planet 13 Holdings Inc. and one of its subsidiaries (collectively, “Buyer”),
pursuant to which Buyer has agreed, subject to the terms and conditions of the Agreement, to acquire the Medical Marijuana Treatment
Center license issued by the Florida Department of Health to Seller (the “License”).
The
aggregate purchase price for the License is $55 million. The purchase and sale of the License is subject to a number of conditions,
including, (1) receipt by the parties of the approval by the Florida Department of Health’s Office of Medical Marijuana Use
necessary to consummate the transactions contemplated by the Agreement and (2) the simultaneous closing of the transactions
contemplated by that certain Arrangement Agreement, dated May 10, 2021, between Harvest and Trulieve Cannabis Corp., a British
Columbia corporation.
The
Agreement includes customary representations, warranties and covenants of Seller and Buyer, including, among others, covenants
relating to the conduct of its business during the interim period between execution of the Agreement and the closing.
|
Item
9.01
|
Financial
Statements and Exhibits
|
d)
Exhibits
SIGNATURE
Pursuant
to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
|
|
HARVEST
HEALTH & RECREATION INC.
|
|
|
(Registrant)
|
|
|
|
|
|
|
By:
|
/s/
Steven M. White
|
|
|
|
Steven
M. White
|
|
|
|
Chief
Executive Officer
|
Dated:
September 7, 2021