Trulieve Cannabis Corporation’s $2.1 Billion Acquisition of Harvest Health & Recreation

Fox Rothschild LLP advised Trulieve Cannabis Corporation on the deal.

Trulieve Cannabis Corp. (CSE: TRUL) (OTC: TCNNF) and Harvest Health & Recreation Inc. (“Harvest”) (CSE: HARV, OTCQX: HRVSF) announced they have entered into a definitive arrangement agreement pursuant to which Trulieve will acquire all of the issued and outstanding subordinate voting shares, multiple voting shares and super voting shares of Harvest. Under the terms of the Arrangement Agreement, shareholders of Harvest will receive 0.1170 of a subordinate voting share of Trulieve for each Harvest subordinate voting share (or equivalent) held, representing total consideration of approximately $2.1 billion based on the closing price of the Trulieve Shares on May 7, 2021.

Trulieve, a leading multi-state operator with a focus on the northeast and southeast regions of the United States, and Harvest, a leading multi-state operator with a focus on the west coast and northeast regions of the United States, have built deep, vertically integrated operations in their key markets, becoming leading operators in the United States, the world’s largest regulated cannabis market.

Upon completion of the Transaction, as well as the closing of other previously announced acquisitions by Harvest and Trulieve, the combined business will have operations in 11 states, comprised of 22 cultivation and processing facilities with a total capacity of 3.1 million square feet, and 126 dispensaries serving both the medical and adult-use recreational cannabis markets.

Canaccord Genuity Corp. acted as exclusive financial advisor and DLA Piper (Canada) LLP and Fox Rothschild LLP acted as Canadian and United States legal counsel, respectively, to Trulieve. Canaccord Genuity Corp. also provided a fairness opinion to the Board of Directors of Trulieve.

Moelis & Company LLC acted as financial advisor and Bennett Jones LLP and Troutman Pepper LLP acted as Canadian and United States legal counsel, respectively, to Harvest. Haywood Securities Inc. provided a fairness opinion to the Special Committee.

The Fox Rothschild team was led by Sean P. Coyl and also included Joshua Ashby (Picture), Patrick J. Pazderka and Joshua Horn.

Involved fees earner: Joshua Ashby – Fox Rothschild LLP; Sean Coyle – Fox Rothschild LLP; Joshua Horn – Fox Rothschild LLP; Patrick Pazderka – Fox Rothschild LLP;

Law Firms: Fox Rothschild LLP;

Clients: Trulieve Cannabis Corp;

Author: Martina Bellini