{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-121273","form_type":"8-K","ticker":"XXII","cik":"0001347858","company_name":"22nd Century Group, Inc.","filed_at":"2023-11-27T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.720812+00:00","generated_at":"2026-06-07T21:23:50.899662+00:00","sec_items":["1.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"22nd Century Group agrees to sell hemp/cannabis business for $2.25M cash and note","bullets":["Purchase price: $1M cash at closing plus $1.25M 12% secured promissory note payable over six months.","Buyer is Specialty Acquisition Corp., affiliated with current GVB employees; closing expected early December 2023.","Transaction subject to conditions: Board approval, fairness opinion, Buyer obtaining $3M financing, senior lender consent.","Company expects immediate reduction in operating costs beyond previously announced $15M annual savings; plans to deleverage balance sheet.","Company retains insurance proceeds from Grass Valley fire (approx $9M damages sought), part to offset Buyer's liability share."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-121273","json":"https://secwatch.observer/filing/0001104659-23-121273.json","markdown":"https://secwatch.observer/filing/0001104659-23-121273.md","text":"https://secwatch.observer/filing/0001104659-23-121273.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1347858/000110465923121273/0001104659-23-121273-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1347858/000110465923121273/tm2331538d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T21:23:50.899662+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"b4fe503ce9c86f928f0afc4b9b3c9e04795cec92","claim":"22nd Century Group, Inc. entered into Equity Purchase Agreement with Specialty Acquisition Corporation valued at $2,250,000 (effective 2023-11-20).","evidence_excerpt":"On November 20, 2023, 22nd Century Group, Inc. (the “ Company ”) entered into an Equity Purchase Agreement (the “ Purchase Agreement ”) with Specialty Acquisition Corporation, a Nevada corporation (the “ Buyer ”) pursuant to which the Company agreed to sell substantially all of its GVB hemp/cannabis business (the “ Purchased Interests ”) for a purchase price of $2,250,000 (the “ Purchase Price ”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1347858/000110465923121273/0001104659-23-121273-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"Specialty Acquisition Corporation"},{"label":"Value","value":"$2,250,000"},{"label":"Effective","value":"2023-11-20"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}