The Parent Company and Gold Flora merge to form a leading cannabis operator

Company

TPCO Holding Corp.

Law Firm / Organization
Dentons Canada LLP
Law Firm / Organization
Paul Hastings LLP

Company

Gold Flora

Law Firm / Organization
Bennett Jones LLP
Law Firm / Organization
Dorsey & Whitney LLP
Law Firm / Organization
Stuart Kane LLP

TPCO Holding Corp. ("The Parent Company") and Gold Flora announced on February 22, 2023, their entry into a definitive agreement for an all-stock merger. This merger will create one of California's largest vertically-integrated cannabis companies, with Gold Flora shareholders owning 51% of the new entity and The Parent Company shareholders holding 49%.

The newly formed entity, named Gold Flora Corporation, will operate 20 retail stores, six cultivation facilities, and one manufacturing facility across California. The merger is expected to deliver annualized cost savings of $20-25 million by optimizing supply chains and improving operational efficiencies. The combined company will maintain its status as a reporting issuer in Canada, continuing to trade on the Neo Exchange under the ticker symbol "GRAM."

Legal advisors for The Parent Company included Dentons Canada LLP and Paul Hastings LLP, while Dorsey & Whitney LLP, Bennett Jones LLP, and Stuart Kane LLP advised Gold Flora. This merger strengthens both companies' operations in Canada and positions them to capitalize on growth opportunities within the Canadian cannabis market.

Merger & Acquisition
Other
Undisclosed/Confidential
Closed
07 July 2023