Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Medicine Man Technologies, Inc. incurred loan of $17.5 million with Sucellus, LLC at 5% maturing last day of the calendar quarter following the fourth anniversary of the closing of the Everest Acquisition.
- Instrument
- loan
- Principal
- $17.5 million
- Counterparty
- Sucellus, LLC
- Rate
- 5%
- Maturity
- last day of the calendar quarter following the fourth anniversary of the closing of the Everest Acquisition
- Event
- incurrence
Exact text from the filing
After purchase price adjustments and subject to post-closing adjustments, the aggregate purchase price for Everest Acquisition paid at closing was approximately $37.19 million, of which $11.69 million was paid in cash, $17.5 million was paid in the form of an unsecured promissory note issued by Everest Purchaser to Seller (the “Everest Note”), and $8 million was paid in Company common stock in the amount of 7,619,047 shares. The Everest Note is payable on the last day of the calendar quarter following the fourth anniversary of the closing of the Everest Acquisition (“Closing”) with interest payable quarterly at an annual interest rate of 5% (the “Everest Note”).
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Medicine Man Technologies, Inc. completed an acquisition involving Sucellus, LLC for approximately $37.19 million (closed 2023-06-01).
- Action
- acquisition
- Counterparty
- Sucellus, LLC
- Consideration
- approximately $37.19 million
- Closing
- 2023-06-01
Exact text from the filing
its call option. After purchase price adjustments and subject to post-closing adjustments, the aggregate purchase price for Everest Acquisition paid at closing was approximately $37.19 million, of which $11.69 million was paid in cash, $17.5 million was paid in the form of an unsecured promissory note issued by Everest Purchaser to Seller (the “Everest Note”), and $8
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Medicine Man Technologies, Inc. amended Amendment to Asset Purchase Agreement (Everest Acquisition) with Sucellus, LLC, James Griffin, Brook Laskey, William Baldwin, Andrew Dolan, Greg Templeton valued at Approximately $37.19 million aggregate purchase price ($11.69M cash, $17.5M promissory note, $8M in (effective 2023-06-01).
- Action
- amendment
- Agreement
- asset purchase
- Counterparty
- Sucellus, LLC, James Griffin, Brook Laskey, William Baldwin, Andrew Dolan, Greg Templeton
- Value
- Approximately $37.19 million aggregate purchase price ($11.69M cash, $17.5M promissory note, $8M in
- Effective
- 2023-06-01
Exact text from the filing
On June 1, 2023, Medicine Man Technologies, Inc. (the “Company”) and the Company’s indirect wholly-owned subsidiary, Evergreen Holdco, LLC, a New Mexico limited liability company (the “Everest Purchaser”), entered into an Amendment to Asset Purchase Agreement (the “Amendment”) with Sucellus, LLC, a New Mexico limited liability company (“Seller”), James Griffin, Brook Laskey, William Baldwin, Andrew Dolan, and Greg Templeton (the “Equityholders”), and Brook Laskey, as Representative under the Asset Purchase Agreement, dated April 21, 2023
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Medicine Man Technologies, Inc. entered into Call Option Agreement (Everest Apothecary) with Everest Apothecary, Inc. (NFP) valued at Purchase price of $100 for 100% equity or 100% assets of the NFP upon future legislation permitting (effective 2023-06-01).
- Action
- entry
- Counterparty
- Everest Apothecary, Inc. (NFP)
- Value
- Purchase price of $100 for 100% equity or 100% assets of the NFP upon future legislation permitting
- Effective
- 2023-06-01
Exact text from the filing
On the same date, Everest Purchaser entered into a separate Call Option Agreement (the “Call Agreement”). The Call Agreement gives Everest Purchaser the right to acquire 100% of the equity or 100% of the assets of the NFP for a purchase price of $100 if, in the future, the New Mexico legislature adopts legislation that permits the NFP to (i) convert to a for-profit corporation and maintain its cannabis license or (ii) sell its assets (including its cannabis license) to a for-profit corporation.
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