PLNH — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-12

• On July 26, 2026, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Vireo Growth Inc., a British Columbia corporation (“Vireo” or “Parent”), and Supernova Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Vireo (“Merger Sub”), pursuant to which Vireo …

• The Company’s board of directors (the “Company Board”), acting on the unanimous recommendation of a special committee of the Company Board, consisting solely of directors who are independent and disinterested directors of the Company (the “Special Committee”), has unanimously, among other things, (i…

• Upon the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of common stock, no par value, of the Company (“Company Common Stock”) that is issued and outstanding as of immediately prior to the Effective Time (…

• The Company, Parent and Merger Sub have each made customary representations, warranties and covenants in the Merger Agreement. Among other things, the Company has agreed, subject to certain exceptions, from the date of the Merger Agreement until the earlier to occur of the termination of the Merger …

• At the Effective Time, each option to purchase shares of Company Common Stock (each such option, a “Company Option”) that has a per share exercise price that is greater than or equal to the per share value of a Parent Share multiplied by the Exchange Ratio (each, an “Underwater Option”), will, by vi…

Text removed vs the prior filing · source: 10-Q · 2026-05-13

• As of March 31, 2026, we held the following licensed operations in Nevada: (a) one dual-licensed dispensary superstore adjacent to the Las Vegas Strip with 24,000 square feet of licensed dispensary (the “Planet 13 Las Vegas Superstore”), (b) one adult-use “neighborhood store” at 2,300 square feet of…

• At the Planet 13 Las Vegas Superstore Entertainment complex, we also offer ancillary services to our customers, including a restaurant (currently closed and awaiting a new tenant operator) with a liquor license, a retail store, and our online cannabidiol (“CBD”) store which also sells products in ou…

• As of March 31, 2026, we held the following licenses in California: One dual-use and two adult-use cultivation licenses along with a nursery license and distribution license. The Company has discontinued operations at both its Orange County, California retail store, as well as its Coalinga Californi…

• As of March 31, 2026, we are continuing capital outlays to utilize our Florida MMTC license issued by the Florida Department of Health that was acquired through our acquisition of VidaCann. Licensed MMTCs are vertically integrated and the only businesses in Florida authorized to dispense medical mar…

• As part of our Florida expansion, as of the date of this Quarterly Report on Form 10-Q, we have entered into two leases for additional dispensing locations in Florida, which remain subject to completion of tenant improvements and regulatory inspection prior to sales to customers. The first location …

Text added vs the prior filing · source: 10-Q · 2026-08-12

• Because the Exchange Ratio is fixed and the market price of Vireo’s subordinate voting shares may fluctuate, our stockholders cannot be certain of the value of the consideration they will receive in the Merger, if completed.

• If the Merger is completed, each share of Company Common Stock issued and outstanding immediately prior to the effective time of the Merger, other than shares that are canceled pursuant to the Merger Agreement and shares held by stockholders who properly exercise and perfect applicable dissenters’ r…

• The market prices of Vireo’s subordinate voting shares and the Company Common Stock may fluctuate during the pendency of the Merger. Accordingly, our stockholders will not know or be able to determine the market value of the Merger consideration they will receive until the Merger is completed. Chang…

• Completion of the Merger is subject to a number of conditions, and the failure or delay in satisfying those conditions could prevent or delay completion of the Merger and adversely affect our business, financial condition and results of operations.

• Completion of the Merger is subject to the satisfaction or, where permitted, waiver of a number of conditions, including, among others: (i) approval of the Merger Agreement by the affirmative vote of the holders of a majority of the outstanding shares of the Company Common Stock entitled to vote the…