Trulieve Announces US$100 Million Private Placement of 10.5% Senior Secured Notes

Executive Summary

• Trulieve Cannabis Corp. announced the receipt of commitments for a private placement of 10.5% Senior Secured Notes due 2030, generating aggregate gross proceeds of US$100.0 million.
• The notes are senior secured obligations issued at 100% of face value, bearing interest at 10.5% per annum payable semi-annually, with a maturity date on or about December 17, 2030.
• Net proceeds are intended for capital expenditures and general corporate purposes, with the offering expected to close on December 17, 2025, subject to customary conditions including CSE approval.

Key Details

• Instrument: 10.5% Senior Secured Notes due 2030.
• Gross Proceeds: US$100.0 million.
• Issue Price: 100% of face value.
• Interest Rate: 10.5% per annum, payable semi-annually in equal installments.
• Maturity Date: On or about December 17, 2030.
• Redemption Terms: May be redeemed in whole or in part, at any time from time to time, on or after the date that is two years following the issue date at the applicable redemption price set forth in the supplemental indenture.
• Agent/Bookrunner: Canaccord Genuity Corp.
• Closing Date: Expected December 17, 2025, subject to customary closing conditions, including approval of the Canadian Securities Exchange (CSE).
• Use of Proceeds: Capital expenditures and other general corporate purposes.
• Listing Intent: The Company intends to make required filings to list the Notes on the CSE following the expiry of the four-month Canadian statutory hold period.
• Offering Basis: Conducted on a "best-efforts" basis.
• Regulatory Exemptions: Offered in reliance on exemptions from registration under the Securities Act of 1933 (Rule 506(b), Section 4(a)(2), Regulation S) and applicable Canadian securities laws.

Notable Quotes

• No direct quotes from the CEO or President were included in the provided text.