Tilray acquires $26.1M promissory note from joint venture partner, issues 12.4M shares

Tilray Brands, Inc.

Entered assignment and assumption agreement with Double Diamond Holdings (DDH) to acquire a $26,134,500 promissory note.
Note is payable by Aphria Diamond, a joint venture between DDH and Tilray subsidiary Aphria Inc.
Issued 12,386,019 shares of common stock to DDH as consideration under Regulation S exemption.
No underwriter or commission was paid in connection with the share issuance.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Tilray Brands, Inc. entered into Assignment and Assumption Agreement with Double Diamond Holdings Ltd. valued at USD$26,134,500.00 (effective 2024-01-09).

Action: entry
Agreement: asset purchase
Counterparty: Double Diamond Holdings Ltd.
Value: USD$26,134,500.00
Effective: 2024-01-09

Exact text from the filing

On January 9, 2024, Tilray Brands, Inc., a Delaware corporation (“ Tilray ”), entered into an assignment and assumption agreement (the “ Assignment and Assumption Agreement ”) with Double Diamond Holdings Ltd. (“ DDH ”), an Ontario corporation, pursuant to which, among other things, Tilray acquired from DDH a promissory note in the amount of USD$26,134,500.00 (the “ Note ”) payable by 1974568 Ontario Limited (“ Aphria Diamond ”).

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Tilray Brands, Inc. filing history →

Source: SEC EDGAR

accession 0001140361-24-001605

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