UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement |
On December 21, 2022, Trulieve Capps Highway LLC (the “Borrower”), a wholly-owned subsidiary of Trulieve Cannabis Corp. (the “Company”), entered into a loan agreement (the “Loan Agreement”) with Valley National Bank, as agent, and the lenders named therein, for a commercial loan of Seventy-One Million Five Hundred Thousand Dollars ($71,500,000) (the “Loan”). The Loan is secured by a mortgage on the Borrower’s real property located at 1834 W. Capps Highway, Monticello, Florida. The proceeds of the Loan are expected to be used general corporate purposes. The Company will pay interest at a fixed rate of 7.53% for the duration of the five year loan, which matures on December 21, 2027.
The Loan Agreement contains customary financial covenants, including covenants with respect to debt service coverage ratio and ratio of minimum funded debt to consolidated EBITDA, and minimum liquidity. The Loan Agreement contains customary events of default, including failure to repay the Loan when due or any casualty to the mortgaged property for which the cost of restoration is not fully insured. Any event of default, if not cured or waived in a timely manner, could result in the acceleration of the Loan under the Loan Agreement.
Other than the Loan Agreement, there are no other agreements or relationship between the Company, the Borrower or Valley National Bank. The Company and/or the Borrower have, or from time to time have had, customary commercial banking and depository relationships with the other lenders party to the Credit Agreement.
The foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Loan Agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K to be filed for the year ending December 31, 2022.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 above is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. |
On December 21, 2022, the Company issued a press release announcing the closing of the commercial mortgage loan. A copy of the press release is furnished as Exhibit 99.1 hereto.
The information set forth in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press release dated December 21, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Trulieve Cannabis Corp. | ||
| By: | /s/ Eric Powers | |
| Name: | Eric Powers | |
| Title: | Chief Legal Officer | |
Date: December 21, 2022