Vireo Growth Inc., a Minneapolis-based cannabis company listed on the Canadian Securities Exchange, has entered into a Put/Call Agreement with Battle Green Holdings SR LLC that could see Vireo acquire a loan issued to BG Ohio SPV LLC.
Under the agreement announced September 29, 2026, Battle Green Holdings, referred to as the Note Holder, gains the right but not the obligation to require Vireo to acquire the note. Vireo, in turn, has the right but not the obligation to purchase the note itself. Either transaction would be settled through the issuance of Vireo’s subordinate voting shares rather than cash.
How the Pricing Works
If the Note Holder exercises its right to force the acquisition, known as the Put Right, Vireo shares would be issued at a price of US$19.50 each. If Vireo instead chooses to exercise its own Call Right, the shares would be issued at US$18.60 each. Should neither option be exercised by the time the note matures, a Maturity Call Right would take effect, with share pricing based on the trailing 30-day volume-weighted average price of Vireo shares at that time, subject to minimum pricing rules set by the Canadian Securities Exchange.
The agreement also allows for additional Vireo shares to be issued to cover accrued interest on the note, though Vireo retains the option to pay that interest in cash instead.
Scale of the Potential Share Issuance
The Put/Call Agreement runs for a three-year term. Based on a principal amount of US$18,096,028 under the note, exercising either the Put Right or Call Right would result in Vireo issuing a maximum of 972,905 shares. The company noted that no shares will actually be issued unless and until one of the rights is exercised and all applicable conditions are satisfied.
Key Terms of the Put/Call Agreement
About Vireo’s Operations
Vireo describes itself as a vertically integrated cannabis company with a platform spanning cultivation, manufacturing, retail dispensaries, home delivery, distribution, and agricultural supply businesses. The company operates in 10 U.S. states and runs more than 170 dispensaries nationwide. Vireo trades on the Canadian Securities Exchange under the symbol VREO and on the OTCQX market under the symbol VREOF.
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