6-K

Curaleaf Holdings, Inc. (CURLF)

6-K 2023-01-11 For: 2023-01-11
View Original
Added on April 07, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934


For the month of January, 2023.

Commission File Number: 333-249081

CURALEAF HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

666 Burrard Street, Suite 1700, Vancouver, British Columbia V6C 2X8

Canada

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F □ Form 40-F x

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CURALEAF HOLDINGS, INC.
(Registrant)
Date: January 11, 2023 By: /s/ Peter Clateman
Name: Peter<br> Clateman
Title: Chief Legal Officer

EXHIBIT INDEX

99.1 Form 9 Notice of Issuance or Proposed Issuance of Listed Securities dated<br> January 5, 2023
99.2 Form 7 Monthly Progress Report dated January 8, 2023
99.3 Form 6 Certificate of Compliance dated January 9, 2023
99.4 Form 9 Notice of Issuance or Proposed Issuance of Listed Securities dated January 10, 2023

Exhibit 99.1

FORM 9

NOTICE OFISSUANCE OR PROPOSED ISSUANCE OF LISTED SECURITIES

(or securitiesconvertible or exchangeable into listed securities^1^)

Name of Listed<br> Issuer: Symbol(s):
Curaleaf<br> Holdings, Inc. (the "Issuer"). CURA

Date: January 5, 2023      Is this an updating or amending Notice:    x Yes  ¨ No

If yes provide date(s) of prior Notices: January 28, 2019.

Issued and Outstanding Securities of Issuer Prior to Issuance: 623,377,025 Subordinate Voting Shares.

Pricing

Date of news release announcing proposed issuance: January 10, 2019 or

Date of confidential request for price protection: N/A

Closing Market Price on Day Preceding the news release: CAD 7.49 or

Day preceding request for price protection: N/A

Closing

Number of securities to be issued: 355,584 Subordinate Voting Shares.

Issued and outstanding securities following issuance: 623,732,609 Subordinate Voting Shares.

Instructions:

1. For private placements (including debt settlement), complete tables<br> 1A and 1B in Part 1 of this form.
2. Complete Table 1A – Summary for all purchasers, excluding those<br> identified in Item 8.
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3. Complete Table 1B – Related Persons only for Related Persons
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4. If shares are being issued in connection with an acquisition (either<br> as consideration or to raise funds for a cash acquisition) please proceed to Part 2 of this<br> form.
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5. An issuance of non-convertible debt does not have to be reported unless<br> it is a significant transaction as defined in Policy 7, in which case it is to be reported<br> on Form 10 – Notice of Proposed Transaction
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6. Post the completed Form 9 to the CSE website<br> in accordance with Policy 6 – Distributions. In addition, the completed form<br> must be delivered to listings@thecse.com with an appendix that includes the information<br> in Table 1B for ALL placees.
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Page 1

Part 1.     PrivatePlacement


Table 1A – Summary

Each<br> jurisdiction in which<br><br> purchasers reside Number of<br><br> Purchasers Price per<br><br> Security Total<br> dollar value<br><br> (CDN$) raised in<br><br> the jurisdiction
Total number<br> of purchasers:
Total dollar<br> value of distribution in all jurisdictions:

Table 1B – Related Persons

****<br><br> <br>Full Name ****<br><br> <br>Number of **<br><br> <br>Purchase Conversion <br><br> <br>TotalSecurities hip **relations <br><br> <br>Describe ty
**<br><br> <br>Payment Securities price per Price<br> (if Previously Date(1) **&Municipali
of Purchased Security Applicable) Owned, to
Residence or to be (CDN$) (CDN) Controlled or Issuer (2)
of Placee Purchased Directed

All values are in US Dollars.

^1^An issuance of non-convertible debt does not have to be reported unless it is a significant transaction as defined in Policy 7, in which case it is to be reported on Form 10.

1. Total<br> amount of funds to be raised: .
2. Provide full details of the use of the proceeds. The disclosure should be sufficiently<br> complete to enable a reader to appreciate the significance of the transaction without reference to any other<br> material. _____________________ .
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3. Provide particulars of any proceeds which are to be paid to Related Persons of the Issuer:
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.
4. If securities are issued in forgiveness of indebtedness, provide details of the debt agreement(s) or<br> and the agreement to exchange the debt for securities.
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5. Description of securities to be issued:
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(a) Class .
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(b) Number .
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(c) Price<br> per security .
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(d) Voting rights
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6. Provide the following information if warrants, (options) or other convertible securities are to<br> be issued:
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(a) Number .
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(b) Number of securities eligible<br> to be purchased on exercise of warrants (or options)
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.
(c) Exercise<br> price .
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(d) Expiry<br> date .
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7. Provide the following information if debt securities are to be issued:
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(a) Aggregate<br> principal amount .
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(b) Maturity<br> date .
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(c) Interest<br> rate .
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(d) Conversion<br> terms .
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(e) Default<br> provisions .
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8. Provide the following information for any agent's fee, commission, bonus<br> or finder's fee, or other compensation paid or to be paid in connection with the placement (including<br> warrants, options, etc.):
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(a) Details<br> of any dealer, agent, broker or other person receiving compensation in connection with the<br> placement (name, and if a corporation, identify persons owning or exercising voting<br> control over 20% or more of the voting shares if known to the Issuer):_____ .
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(b) Cash .
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(c) Securities .
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(d) Other .
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(e) Expiry<br> date of any options, warrants etc. .
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(f) Exercise<br> price of any options, warrants etc. .
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9. State whether the sales agent, broker, dealer or other person receiving compensation<br> in connection with the placement is Related Person or has any other relationship with the Issuer and provide details of the<br> relationship
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.
10. Describe any unusual particulars of the transaction (i.e. tax "flow through" shares, etc.).
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.
11. State whether the private placement will result in a change of control.
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.
12. Where there is a change in the control of the Issuer resulting from the issuance<br> of the private placement shares, indicate the names of the new controlling shareholders.
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.
13. Each purchaser has been advised of the applicable securities legislation<br> restricted or seasoning period. All certificates for securities issued which are subject to a hold<br> period bear the appropriate legend restricting their transfer until the expiry of the applicable hold<br> period required by National Instrument 45-102 Resale of Securities.
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**Part 2.**Acquisition

1. Provide details of the assets to be acquired<br> by the Issuer (including the location of the assets, if applicable). The disclosure should<br> be sufficiently complete to enable a reader to appreciate the significance of the transaction<br> without reference to any other material:

On December 10, 2018, Curaleaf, Inc. (“Curaleaf”), a wholly-owned subsidiary of the Issuer, as lender, entered into a loan agreement (the “HMS Loan Agreement”) with, inter alios, HMS Trust A, dated February 28, 2017 (“Trust A”) and HMS Trust B, dated February 28, 2017 (“Trust B” and together with Trust A, the “Trusts”), as borrowers, pursuant to which Curaleaf had agreed to extend a loan in the amount of USD 29,000,000 to the Trusts. Under the HMS Loan Agreement, the Trusts had agreed to sell to Curaleaf 5% of the membership interests of HMS Processing LLC (the “HMS Processing 5% Interests”), in consideration of which Curaleaf would cause the Issuer to issue to the Trusts a certain amount of subordinate voting shares in the capital of the Issuer (the “Subordinate Voting Shares”) having an aggregate value equal to USD 2,000,000 (subject to certain purchase price adjustments provided for in the HMS Loan Agreement) divided by the thirty (30)-day volume weighted average price (VWAP) as of the date of issuance of such Subordinate Voting Shares (the “Share Consideration”).

On September 28, 2022 (the “Effective Date”), the HMS Loan Agreement was amended pursuant to an Amendment to Loan Agreement of even date among, inter alios, Curaleaf and the Trusts, whereby the parties agreed to amend the Share Consideration, in order to provide that Curaleaf would cause the Issuer to issue an aggregate of 355,584 Subordinate Voting Shares to the Trusts on January 5, 2023, in consideration for the HMS Processing 5% Interests.

On the Effective Date, and as a condition of each Trust’s receipt of its portion of the Share Consideration, the Issuer also entered into two distinct subscription agreements with Curaleaf and each of the Trusts, whereby the Issuer agreed to issue the Share Consideration, as amended, to the Trusts, in consideration for the transfer of the HMS Processing 5% Interests to Curaleaf as of the Effective Date.

2. Provide details of the acquisition including<br> the date, parties to and type of agreement (eg: sale, option, license etc.) and relationship<br> to the Issuer. The disclosure should be sufficiently complete to enable a reader to appreciate<br> the significance of the acquisition without reference to any other material:

Please refer to Item 1 above.

3. Provide the following information in relation<br> to the total consideration for the acquisition (including details of all cash, securities<br> or other consideration) and any required work commitments:
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(a) Total<br> aggregate consideration in Canadian dollars: Approximately CAD 1.94 million (based on<br> the closing price of the Subordinate Voting Shares on the CSE on January 3, 2023 of CAD 5.45).
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(b) Cash:<br> N/A.
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(c) Securities<br> (including options, warrants etc.) and dollar value: 355,584 Subordinate Voting Shares.
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(d) Other:<br> N/A.
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(e) Expiry<br> date of options, warrants, etc. if any: N/A.
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(f) Exercise<br> price of options, warrants, etc. if any: N/A.
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(g) Work<br> commitments: N/A.
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4. State<br> how the purchase or sale price was determined (e.g. arm’s-length negotiation, independent<br> committee of the Board, third party valuation etc).
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The purchase price was determined through arm’s length negotiation.

5. Provide<br> details of any appraisal or valuation of the subject of the acquisition known to management<br> of the Issuer: N/A.
6. The names of parties receiving securities<br> of the Issuer pursuant to the acquisition and the number of securities to be issued are described<br> as follows:
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7.

Name of Party (If not an individual, name all insiders of the Party) Number and Type of Securities to be Issued Dollarvalue perSecurity Conversion price (if applicable) Prospectus Exemption Total Securities, Previously Owned, Controlled or Directed by Party Describe relationship to Issuer^(1)^
HMS<br> Trust A, dated February 28, 2017 177,792 5.45 N/A Accredited<br> Investor Exemption Nil Not<br> a Related Person
HMS<br> Trust B, dated February 28, 2017 177,792 5.45 N/A Accredited<br> Investor Exemption Nil Not<br> a Related Person
(1) Indicate<br> if Related Person
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8. Details of the steps taken by the Issuer to<br> ensure that the vendor has good title to the assets being acquired: Customary due diligence,<br> including lien, litigation and corporate due diligence as customary under local law.
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9. Provide the following<br> information for any agent’s fee, commission, bonus or finder’s fee, or other<br> compensation paid or to be paid in connection with the acquisition (including warrants, options,<br> etc.):
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(a) Details<br> of any dealer, agent, broker or other person receiving compensation in connection with the<br> acquisition (name, and if a corporation, identify persons owning or exercising voting control<br> over 20% or more of the voting shares if known to the Issuer): N/A.
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(b) Cash<br> N/A.
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(c) Securities<br> N/A.
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(d) Other<br> N/A.
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(e) Expiry<br> date of any options, warrants etc. N/A
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(f) Exercise price of any options, warrants etc. N/A.
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10. State whether the sales agent, broker or other person receiving compensation in connection with<br> the acquisition is a Related Person or has any other relationship with the Issuer and provide details<br> of the relationship. N/A
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11. If applicable, indicate whether the acquisition<br> is the acquisition of an interest in property contiguous to or otherwise related to any other<br> asset acquired in the last 12 months. N/A.
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Certificate Of Compliance

The undersigned hereby certifies that:

1. The undersigned is a director and/or senior officer of the Issuer and<br> has been duly authorized by a resolution of the board of directors of the Issuer to sign this Certificate<br> of Compliance on behalf of the Issuer.
2. As of the date hereof there is not material information concerning the<br> Issuer which has not been publicly disclosed.
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3. the Issuer has obtained the express written consent of each applicable individual to:
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(a) the disclosure of their information to the Exchange pursuant to<br> this Form or otherwise pursuant to this filing; and
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(b) the collection, use and disclosure of<br> their information by the Exchange in the manner and for the purposes described in Appendix<br> A or as otherwise identified by the Exchange, from time to time
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4. The undersigned hereby certifies to the Exchange that the Issuer is<br> in compliance with the requirements of applicable securities legislation (as such term is defined in<br> National Instrument 14-101) and all Exchange Requirements (as defined in CSE Policy 1).
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5. All of the information in this Form 9 Notice of Issuance of Securities<br> is true.
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Dated January 5, 2022.

Peter<br> Clateman
Name of Director or Senior Officer
(signed)<br> Peter Clateman
Signature
Chief Legal Officer
Official Capacity
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Appendix A

PERSONAL INFORMATION COLLECTION POLICY REGARDINGFORM 9

The Canadian Securities Exchange and its subsidiaries, affiliates, regulators and agents (collectively, “CSE or the “Exchange”) collect and use the information (which may include personal or other information) which has been provided in Form 9 for the following purposes:

· To<br> determine whether an individual is suitable to be associated with a Listed Issuer;
· To<br> determine whether an issuer is suitable for listing;
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· To<br> determine whether allowing an issuer to be listed or allowing an individual to be associated<br> with a Listed Issuer could give rise to investor protection concerns or could bring the Exchange<br> into disrepute;
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· To<br> conduct enforcement proceedings;
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· To<br> ensure compliance with Exchange Requirements and applicable securities legislation; and
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· To<br> fulfil the Exchange’s obligation to regulate its marketplace.
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The CSE also collects information, including personal information, from other sources, including but not limited to securities regulatory authorities, law enforcement and self-regulatory authorities, regulation service providers and their subsidiaries, affiliates, regulators and agents. The Exchange may disclose personal information to these entities or otherwise as provided by law and they may use it for their own investigations.

The Exchange may use third parties to process information or provide other administrative services. Any third party will be obliged to adhere to the security and confidentiality provisions set out in this policy.

All personal information provided to or collected by or on behalf of The Exchange and that is retained by The Exchange is kept in a secure environment. Only those employees who need to know the information for the purposes listed above are permitted access to the information or any summary thereof. Employees are instructed to keep the information confidential at all times.

Information about you that is retained by the Exchange and that you have identified as inaccurate or obsolete will be corrected or removed.

If you wish to consult your file or have any questions about this policy or our practices, please write the Chief Privacy Officer, Canadian Securities Exchange, 220 Bay Street – 9th Floor, Toronto, ON, M5J 2W4.

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Exhibit 99.2

FORM 7

MONTHLY PROGRESS REPORT

Name of Listed Issuer: Curaleaf Holdings, Inc. (the “Issuer” or “Curaleaf”).

Trading Symbol: CURA

Number of Outstanding Listed Securities: 623,377,025

Date: January 8, 2023

This Monthly Progress Report must be posted before the opening of trading on the fifth trading day of each month. This report is not intended to replace the Issuer’s obligation to separately report material information forthwith upon the information becoming known to management or to post the forms required by Exchange Policies. If material information became known and was reported during the preceding month to which this report relates, this report should refer to the material information, the news release date and the posting date on the Exchange website.

This report is intended to keep investors and the market informed of the Issuer’s ongoing business and management activities that occurred during the preceding month. Do not discuss goals or future plans unless they have crystallized to the point that they are "material information" as defined in the Policies. The discussion in this report must be factual, balanced and non-promotional.

General Instructions

(a) Prepare this Monthly Progress Report using the format set out below. The sequence of questions must not<br>be altered, nor should questions be omitted or left unanswered. The answers to the items must be in narrative form. State when the answer<br>to any item is negative or not applicable to the Issuer. The title to each item must precede the answer.
(b) The term “Issuer” includes the Issuer and any of its subsidiaries.
(c) Terms used and not defined in this form are defined or interpreted in Policy 1 – Interpretation and General Provisions.

Report on Business

1. Provide a general overview and discussion of the development of the Issuer’s business and operations<br>over the previous month. Where the Issuer was inactive disclose this fact.

General

Curaleaf Holdings, Inc. (“Curaleaf” or the “Company”) operates as a life science company developing full scale cannabis operations, with core competencies in cultivation, manufacturing, dispensing and medical cannabis research. Curaleaf is a leading vertically integrated medical and wellness cannabis operator in the United States. As of December 31, 2022, the Company has operations in 21 states including operating 145 dispensaries and 29 cultivation sites with a focus on highly populated states including Arizona, Florida, Illinois, Massachusetts, New York, New Jersey and Pennsylvania. The Company leverages its extensive research and development capabilities to distribute cannabis products with the highest standard for safety, effectiveness, consistent quality and customer care. The Company is committed to leading the industry in education and advancement through research and advocacy. The Company markets to medical and adult-use customers through brand strategies intended to build trust and loyalty. Moreover, Curaleaf International Holdings Limited, a subsidiary of the Issuer, is the largest vertically integrated independent cannabis company in Europe with a unique supply and distribution network throughout the European market, bringing together pioneering science and research with leading cultivation, extraction and production capabilities.

Recent developmentsregarding the Issuer’s business and operations


On December 7, 2022, Curaleaf announced a first-of-its-kind cannabis education partnership for its Grassroots brand with Ganjier, the Cannabis Sommelier Certification Program.

Please see the Issuer’s press release dated December 7, 2022, filed on the Issuer’s website for more information.

On December 13, 2022, Curaleaf announced its Select brand made available its third “The Farmer’s Select” program across California in partnership with Autumn Brands.

Please see the Issuer’s press release dated December 13, 2022, filed on the Issuer’s website for more information.

On December 19, 2022, Curaleaf announced the addition of two new members to its Board of Directors, effective December 31, 2022.

Please see the Issuer’s press release dated December 19, 2022, filed on the Issuer’s website for more information and available under the Issuer’s SEDAR profile at www.sedar.com.

On December 20, 2022, Curaleaf opened a new dispensary in Tallahassee, Florida.

Please see the Issuer’s press release dated December 20, 2022, filed on the Issuer’s website for more information.

2. Provide a general overview and discussion of the activities of management.

Boris Jordan, Executive Chairman, was quoted on CNBC on 12/23/22 in a story titled, “Marijuana’s black market is undercutting legal businesses.” His statements about SAFE Banking were also included in Hemp Gazette on 12/22/22 and The Hill on 12/21/22, Common Dreams on 12/20/22, MJ Biz Daily on 12/19/22 and Benzinga on 12/15/22 and 12/26/22.

Matt Darin, CEO, spoke to The Las Vegas Sun for a story on 12/20/22 titled, “Cannabis lounges are coming to Nevada; what will they look like?” He also spoke with Bloomberg for a story on 12/16/22 titled, “New York Weed Is One Thing That’s Cheaper These Days.” On 12/6/22, Mr. Darin spoke at Cowen's 5th Annual Cannabis Conference in a fireside chat with Vivien Azer, Managing Director at Cowen. On 12/7/22, he also participated in a lunch panel with Andrew Partheniou, Vice President at Stifel at Stifel Canada's 3rd Annual Future of Healthcare Conference.

3. Describe and provide details of any new products or services developed or offered. For resource companies,<br>provide details of new drilling, exploration or production programs and acquisitions of any new properties and attach any mineral or oil<br>and gas or other reports required under Ontario securities law.

On December 7, 2022, Curaleaf announced a first-of-its-kind cannabis education partnership for its Grassroots brand with Ganjier, the Cannabis Sommelier Certification Program.

Please see the Issuer’s press release dated December 7, 2022, filed on the Issuer’s website for more information.


4. Describe and provide details of any products or services that were discontinued. For resource companies,<br>provide details of any drilling, exploration or production programs that have been amended or abandoned.

N/A


5. Describe any new business relationships entered into between the Issuer, the Issuer’s affiliates<br>or third parties including contracts to supply products or services, joint venture agreements and licensing agreements etc. State whether<br>the relationship is with a Related Person of the Issuer and provide details of the relationship.

N/A

6. Describe the expiry or termination of any contracts or agreements between the Issuer, the Issuer’s<br>affiliates or third parties or cancellation of any financing arrangements that have been previously announced.

N/A



7. Describe any acquisitions by the Issuer or dispositions of the Issuer’s assets that occurred during<br>the preceding month. Provide details of the nature of the assets acquired or disposed of and provide details of the consideration paid<br>or payable together with a schedule of payments if applicable, and of any valuation. State how the consideration was determined and whether<br>the acquisition was from, or the disposition was to, a Related Person of the Issuer and provide details of the relationship.

N/A

8. Describe the acquisition of new customers or loss of customers.

Please see Item 1 for new dispensary openings during the month of December.


9. Describe any new developments or effects on intangible products such as brand names, circulation lists,<br>copyrights, franchises, licenses, patents, software, subscription lists and trademarks.

N/A


10. Report on any employee hirings, terminations or lay-offs with details of anticipated length of lay-offs.

As of December 31, 2022, the Issuer had a total of 5,952 employees, which includes 157 new hires and 241 terminations in the month of December.

11. Report on any labour disputes and resolutions of those disputes if applicable.

N/A

12. Describe and provide details of legal proceedings to which the Issuer became a party, including the name<br>of the court or agency, the date instituted, the principal parties to the proceedings, the nature of the claim, the amount claimed, if<br>any, if the proceedings are being contested, and the present status of the.

Curaleaf may become threatened by a party, or otherwise become party to litigation from time to time in the ordinary course of business which could adversely affect its business.

Sentia Wellness

Measure 8 Ventures LP et al. v. Khanna et al., Or. No. 22CV00946

No updates since last reporting on the Form 7 filed on December 6, 2022.

13. Provide details of any indebtedness incurred or repaid by the Issuer together with the terms of such indebtedness.

N/A

14. Provide details of any securities issued and options or warrants granted
Security Number Issued Details of Issuance Use of Proceeds^(1)^
--- --- --- ---
Subordinate Voting Shares 141,713 Shares issued in connection with RSU conversions and option exercises during the month of December 2022. The proceeds from payment of the exercise/conversion price will be used for general working capital purposes.
(1) State aggregate proceeds and intended allocation of proceeds.
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15. Provide details of any loans to or by Related Persons.
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N/A


16. Provide details of any changes in directors, officers or committee members.

On December 19, 2022, Curaleaf announced the addition of Shasheen Shah and Michelle Bodner to its Board of Directors, effective December 31, 2022.

Please see the Issuer’s press release dated December 19, 2022, filed on the Issuer’s website for more information.

17. Discuss any trends which are likely to impact the Issuer including trends in the Issuer’s market(s)<br>or political/regulatory trends.

N/A

This document contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward-looking statements or information. Generally, forward-looking statements and information may be identified by the use of forward-looking terminology such as "plans", "expects" or, "proposed", "is expected", "intends", "anticipates", " or "believes", or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. More particularly and without limitation, this Monthly Progress Report contains forward-looking statements and information concerning (i) the expected benefits of recently opened dispensaries, new cannabis education program partnership and Select brand expansion and (ii) the Issuer's current litigation and arbitration proceedings. Such forward-looking statements and information reflect management's current beliefs and are based on assumptions made by and information currently available to the Issuer with respect to the matter described in this Monthly Progress Report. Forward-looking statements involve risks and uncertainties, which are based on current expectations as of the date of this Monthly Progress Report and subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Additional information about these assumptions and risks and uncertainties is contained under the "Risk Factors" heading in the Issuer's management's discussion and analysis for the year ended December 31, 2021 and under the "Risk Factors" heading in the Issuer’s annual information form for the year ended December 31, 2021, and in other filings that the Company has made and may make in the future with the Canadian securities regulatory authorities available on SEDAR under the Issuer’s profile at www.sedar.com or with the U.S. Securities and Exchange Commission available at www.sec.gov/edgar. Forward-looking statements contained herein are made only as to the date of this Monthly Progress Report and the Issuer undertakes no obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law. The Issuer cautions investors not to place undue reliance on the forward-looking statements contained in this Monthly Progress Report.


[signature page follows]

Certificate of Compliance

The undersigned hereby certifies that:

1. The undersigned is a director and/or senior officer of the Issuer and has been duly authorized by a resolution<br>of the board of directors of the Issuer to sign this Certificate of Compliance.
2. As of the date hereof there is no material information concerning the Issuer which has not been publicly<br>disclosed.
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3. The undersigned hereby certifies to the Exchange that the Issuer is in compliance with the requirements<br>of applicable securities legislation (as such term is defined in National Instrument 14-101) and all Exchange Requirements (as defined<br>in CNSX Policy 1).
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4. All of the information in this Form 7 Monthly Progress Report is true.
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Dated: January 8, 2023

Peter Clateman
Name of Director or Senior Officer
/s/ Peter Clateman
Signature
Chief Legal Officer
Official Capacity
Issuer Details<br><br> <br>Name of Issuer<br><br> <br>Curaleaf Holdings, Inc. For Month Ended<br><br> <br>December 31, 2022 Date of Report<br><br> <br>YY/MM/DD<br><br> <br>January 8, 2023
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Issuer Address<br><br> <br>301 Edgewater Place
City/Province/Postal Code<br><br> <br>Wakefield, MA 01880 USA Issuer Fax No.<br><br> <br>N/A Issuer Telephone No.<br><br> <br>(781) 451-0150
Contact Name<br><br> <br>Investor Relations Contact Position<br><br> <br>Investor Relations Contact Telephone No.<br><br> <br>(781) 451-0150
Contact Email Address<br><br> <br>IR@curaleaf.com Web Site Address<br><br> <br>www.curaleaf.com

Exhibit 99.3

FORM 6

CERTIFICATEOF COMPLIANCE

TO:     CANADIANSECURITIES EXCHANGE (the “CSE”)

Curaleaf Holdings, Inc. (the “Listed Issuer”) hereby certifies to the CSE that the Listed Issuer is in compliance with the requirements of applicable securities legislation (as such term is defined in National Instrument 14-101) and all Exchange Requirements (as defined in Policy 1).

Date: January 9, 2023
Signed: (signed) “Peter Clateman”
(Signature)
Peter Clateman
(Print Name)
Chief Legal Officer
(Print Office)

FORM 6 – CERTIFICATE OF COMPLIANCE

January 2015

Exhibit 99.4

FORM 9

NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF LISTED SECURITIES

(or securities convertible or exchangeable into listed securities**^1^**)

Name<br> of Listed Issuer: Symbol(s):
Curaleaf<br> Holdings, Inc. (the “Issuer”). CURA

Date: January 10, 2023  Is this an updating or amending Notice: x Yes ¨ No

If yes provide date(s) of prior Notices: Jul 26, 2019; Jul 7, 2020; Jul 30, 2020; Nov 2, 2022.

Issued and Outstanding Securities of Issuer Prior to Issuance: 619,688,548 Subordinate Voting Shares.

Pricing

Date of news release announcing proposed issuance: N/A or

Date of confidential request for price protection: N/A

Closing Market Price on Day Preceding the news release: N/A or

Day preceding request for price protection: N/A

Closing

Number of securities to be issued: 3,483,581 Subordinate Voting Shares.

Issued and outstanding securities following issuance: 623,172,129 Subordinate Voting Shares.

Instructions:

1. For<br> private placements (including debt settlement), complete tables 1A and 1B in Part 1 of this<br> form.
2. Complete<br> Table 1A – Summary for all purchasers, excluding those identified in Item 8.
--- ---
3. Complete<br> Table 1B – Related Persons only for Related Persons
--- ---
4. If<br> shares are being issued in connection with an acquisition (either as consideration or to<br> raise funds for a cash acquisition) please proceed to Part 2 of this form.
--- ---
5. An<br> issuance of non-convertible debt does not have to be reported unless it is a significant<br> transaction as defined in Policy 7, in which case it is to be reported on Form 10 –<br> Notice of Proposed Transaction
--- ---

**6.**Post the completed Form 9 to the CSE website in accordance with Policy 6 – Distributions. In addition, the completed form must be delivered to listings@thecse.com with an appendix that includes the information in Table 1B for ALL placees.

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 1

Part 1. Private Placement

Table 1A – Summary

Each<br> jurisdiction in which purchasers reside Number<br> of Purchasers Price<br> per Security Total<br> dollar value<br><br> (CDN$) raised in <br><br>the jurisdiction
Total<br> number of purchasers:
Total<br> dollar value of distribution in all jurisdictions:

Table 1B – Related Persons


****<br><br> <br>Full Name & Municipality of Residence of Placee ****<br><br> <br>Number of Securities Purchased or to be Purchased ****<br><br> <br>Purchase price per Security (CDN$) ****<br><br> <br>Conversion<br><br> <br>Price (if Applicable) (CDN$) ****<br><br> <br>Prospectus Exemption ****<br><br> <br>Total Securities Previously Owned, Controlled or Directed ****<br><br> <br>Payment Date(1) ****<br><br> <br>Describe relationship to Issuer (2)

^1^An issuance of non-convertible debt does not have to be reported unless it is a significant transaction as defined in Policy 7, in which case it is to be reported on Form 10.

1. Total amount<br> of funds to be raised:                                                                                        .
2. Provide<br> full details of the use of the proceeds. The disclosure should be sufficiently complete to<br> enable a reader to appreciate the significance of the transaction without reference to any<br> other material.                                                                                       .
--- ---

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 2

3. Provide<br> particulars of any proceeds which are to be paid to Related Persons of the Issuer:                                                                                       .
4. If<br> securities are issued in forgiveness of indebtedness, provide details of the debt agreement(s)<br> or and the agreement to exchange the debt for securities.
--- ---
5. Description<br> of securities to be issued:
--- ---
(a) Class .
--- --- ---
(b) Number .
--- --- ---
(c) Price<br> per security .
--- --- ---
(d) Voting rights
--- ---
6. Provide<br> the following information if warrants, (options) or other convertible securities are to be<br> issued:
--- ---
(a) Number .
--- --- ---
(b) Number of securities eligible to be purchased on exercise of warrants (or options)                                                                                  .
--- ---
(c) Exercise price .
--- --- ---
(d) Expiry date .
7. Provide<br> the following information if debt securities are to be issued:
--- ---
(a) Aggregate principal amount .
--- --- ---
(b) Maturity date .
--- --- ---
(c) Interest rate .
(d) Conversion terms .
(e) Default provisions .

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 3

8. Provide<br> the following information for any agent’s fee, commission, bonus or finder’s<br> fee, or other compensation paid or to be paid in connection with the placement (including<br> warrants, options, etc.):
(a) Details<br> of any dealer, agent, broker or other person receiving compensation in connection with the<br> placement (name, and if a corporation, identify persons owning or exercising voting control<br> over 20% or more of the voting shares if known to the Issuer):                 <br> .
--- ---
(b) Cash .
--- --- ---
(c) Securities .
(d) Other .
(e) Expiry date of any options, warrants etc. .
--- --- ---
(f) Exercise price of any options, warrants etc. .
--- --- ---
9. State<br> whether the sales agent, broker, dealer or other person receiving compensation in connection<br> with the placement is Related Person or has any other relationship with the Issuer and provide<br> details of the relationship                                                                                                             .
--- ---
10. Describe<br> any unusual particulars of the transaction (i.e. tax “flow through” shares, etc.).
--- ---
.
11. State<br> whether the private placement will result in a change of control.
--- ---
.
12. Where<br> there is a change in the control of the Issuer resulting from the issuance of the private<br> placement shares, indicate the names of the new controlling shareholders.                                                                                                                   .
--- ---
13. Each<br> purchaser has been advised of the applicable securities legislation restricted or seasoning<br> period. All certificates for securities issued which are subject to a hold period bear the<br> appropriate legend restricting their transfer until the expiry of the applicable hold period<br> required by National Instrument 45-102 Resale of Securities.
--- ---

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 4


Part 2. Acquisition

This Form9 amends and restates the Form 9filed by the Issuer on November 2, 2022.

1. Provide<br> details of the assets to be acquired by the Issuer (including the location of the assets,<br> if applicable). The disclosure should be sufficiently complete to enable a reader to appreciate<br> the significance of the transaction without reference to any other material:

On July 17, 2019, the Issuer announced it had signed a definitive merger agreement (the "Merger Agreement") to acquire GR Companies Inc. ("Grassroots") (the "Grassroots Transaction"). On June 22, 2020, the Issuer entered into an Amended and Restated Agreement and Plan of Merger (the "A&R Merger Agreement") which amended and restated the Merger Agreement and amended certain terms of the Grassroots Transaction. The Grassroots Transaction closed on June 23, 2020. Refer to the CSE Form 9 dated June 30, 2020 for a detailed description of the consideration paid on the closing of the Grassroots Transaction (the "Closing").

Under the A&R Merger Agreement, if certain designated dispensaries which were under contract to be sold to a third party following the Closing remained unsold as of the 24-month anniversary of the Closing, the securityholders of Grassroots (the "ParticipatingSecurityholders") had the right (but not the obligation) to request the payment of either (i) subordinate voting shares of the Issuer ("Subordinate Voting Shares") having an aggregate value of USD 30 million (the "Share Consideration"), or (ii) USD 25 million in cash (the "Cash Consideration"), but not a combination thereof, in exchange for the extinguishment of the right of the Participating Securityholders to receive additional contingent consideration upon the sale of the designated dispensaries in accordance with the A&R Merger Agreement.

On September 14, 2022, the Issuer and GR Shareholder Representative, LLC, a Delaware limited liability company, solely in its capacity as the shareholder representative, agent and attorney-in-fact of the Participating Securityholders (the "Seller Representative"), agreed to further modify the A&R Merger Agreement to give each Participating Securityholder the right to elect to receive their pro rata portion of the Cash Consideration or the Share Consideration in connection with the exercise of the request for payment described above.

As the designated dispensaries remained unsold as of June 23, 2022, the Seller Representative exercised its right, on October 14, 2022, to request payment from the Company in accordance with the A&R Merger Agreement, as modified. Such payment is expected to be paid on November 3, 2022, and the Issuer’s obligation towards the Participating Securityholders expected to be fulfilled by (i) paying approximately USD 8.58 million (equivalent to approximately CAD 11.7 million using the daily average exchange rate of CAD 1.3649 to USD 1.00 published by the Bank of Canada on October 31, 2022) in cash to certain Participating Securityholders who elected to receive their pro rata portion of the Cash Consideration, and (ii) issuing 3,483,581 Subordinate Voting Shares to certain Participating Securityholders who elected to receive their pro rata portion of the Share Consideration, having an aggregate value of approximately CAD 27.1 million based on the 30-day VWAP of the Subordinate Voting Shares on the CSE as of October 13, 2022, being $7.7836.

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 5

2. Provide<br> details of the acquisition including the date, parties to and type of agreement (eg: sale,<br> option, license etc.) and relationship to the Issuer. The disclosure should be sufficiently<br> complete to enable a reader to appreciate the significance of the acquisition without reference<br> to any other material:

Please refer to Section 1 immediately above.

3. Provide<br> the following information in relation to the total consideration for the acquisition (including<br> details of all cash, securities or other consideration) and any required work commitments:
(a) Total<br> aggregate consideration in Canadian dollars: Approximately CAD 38.8 million (equivalent<br> to approximately USD 28.4 million).
--- ---
(b) Cash:<br> USD 8.58 million.
--- ---
(c) Securities<br> (including options, warrants etc.) and dollar value: 3,483,581 Subordinate Voting Shares,<br> having an aggregate value of approximately CAD 27.1 million.
--- ---
(d) Other:<br> N/A.
--- ---
(e) Expiry<br> date of options, warrants, etc. if any: N/A.
--- ---
(f) Exercise<br> price of options, warrants, etc. if any: N/A.
--- ---
(g) Work<br> commitments: N/A.
--- ---
4. State<br> how the purchase or sale price was determined (e.g. arm’s-length negotiation, independent<br> committee of the Board, third party valuation etc).
--- ---

The purchase price was determined through arm’s length negotiation.

5. Provide<br> details of any appraisal or valuation of the subject of the acquisition known to management<br> of the Issuer: N/A.

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 6

6. The names of parties receiving securities of the Issuer pursuant to the acquisition and the number of<br>securities to be issued are described as follows:
Name of Party (If not an individual, name all insiders of theParty) Number and Type ofSecuritiesto beIssued Dollarvalue perSecurity<br><br> <br>(CAD) Conversion price (ifapplicable) ProspectusExemption Total Securities,PreviouslyOwned, Controlled orDirected by Party Describerelationship<br><br> <br>to Issuer^(1)^
--- --- --- --- --- --- ---
Refer to Exhibit 1 attached hereto. 3,483,581 Subordinate Voting Shares in the aggregate. 7.78 N/A Section 2.11 (Business Combination & Reorganization) of<br> National Instrument 45-106 Not available. Not a Related Person other than those identified by the symbol ** in Exhibit 1 attached hereto.
(1) Indicate if Related Person
--- ---
7. Details of the steps taken by the Issuer to ensure that the vendor has good title to the assets being<br>acquired: Customary due diligence, including lien and litigation due diligence as customary under local law.
--- ---
8. Provide the following information for any agent’s fee, commission, bonus or finder’s fee,<br>or other compensation paid or to be paid in connection with the acquisition (including warrants, options, etc.):
--- ---
(a) Details of any dealer, agent, broker or other person receiving compensation in connection with the acquisition<br>(name, and if a corporation, identify persons owning or exercising voting control over 20% or more of the voting shares if known to the<br>Issuer): N/A.
--- ---
(b) Cash N/A.
--- ---

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 7

(c) Securities N/A.
(d) Other N/A.
--- ---
(e) Expiry date of any options, warrants etc. N/A
--- ---
(f) Exercise price of any options, warrants etc. N/A.
--- ---
9. State whether the sales agent, broker or other person receiving compensation in connection with the acquisition is a Related Person<br>or has any other relationship with the Issuer and provide details of the relationship. N/A
--- ---
10. If applicable, indicate whether the acquisition is the acquisition of an interest in property contiguous<br>to or otherwise related to any other asset acquired in the last 12 months. N/A.
--- ---

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 8

Certificate Of Compliance

The undersigned hereby certifies that:

1. The undersigned is a director and/or senior officer of the Issuer and has been duly authorized by a resolution<br>of the board of directors of the Issuer to sign this Certificate of Compliance on behalf of the Issuer.
2. As of the date hereof there is not material information concerning the Issuer which has not been publicly<br>disclosed.
--- ---
3. the Issuer has obtained the express written consent of each applicable individual to:
--- ---
(a) the disclosure of their information to the Exchange pursuant to this Form or otherwise pursuant to this filing; and
--- ---
(b) the collection, use and disclosure of their information by the Exchange in the manner and for the purposes<br>described in Appendix A or as otherwise identified by the Exchange, from time to time
--- ---
4. The undersigned hereby certifies to the Exchange that the Issuer is in compliance with the requirements<br>of applicable securities legislation (as such term is defined in National Instrument 14-101) and all Exchange Requirements (as defined<br>in CSE Policy 1).
--- ---
5. All of the information in this Form 9 Notice of Issuance of Securities is true.
--- ---
Dated January<br> 10, 2023.
--- ---
Peter Clateman
---
Name of Director or Senior Officer
(signed) Peter Clateman
Signature
Chief Legal Officer
Official Capacity

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 1

Appendix A

PERSONAL INFORMATION COLLECTION POLICYREGARDING FORM 9


The Canadian Securities Exchange and its subsidiaries, affiliates, regulators and agents (collectively, “CSE or the “Exchange”) collect and use the information (which may include personal or other information) which has been provided in Form 9 for the following purposes:

To determine whether an individual is suitable to be associated with a Listed Issuer;
To determine whether an issuer is suitable for listing;
--- ---
To determine whether allowing an issuer to be listed or allowing an individual to be associated with a<br>Listed Issuer could give rise to investor protection concerns or could bring the Exchange into disrepute;
--- ---
To conduct enforcement proceedings;
--- ---
To ensure compliance with Exchange Requirements and applicable securities legislation; and
--- ---
To fulfil the Exchange’s obligation to regulate its marketplace.
--- ---

The CSE also collects information, including personal information, from other sources, including but not limited to securities regulatory authorities, law enforcement and self-regulatory authorities, regulation service providers and their subsidiaries, affiliates, regulators and agents. The Exchange may disclose personal information to these entities or otherwise as provided by law and they may use it for their own investigations.

The Exchange may use third parties to process information or provide other administrative services. Any third party will be obliged to adhere to the security and confidentiality provisions set out in this policy.

All personal information provided to or collected by or on behalf of The Exchange and that is retained by The Exchange is kept in a secure environment. Only those employees who need to know the information for the purposes listed above are permitted access to the information or any summary thereof. Employees are instructed to keep the information confidential at all times.

Information about you that is retained by the Exchange and that you have identified as inaccurate or obsolete will be corrected or removed.

If you wish to consult your file or have any questions about this policy or our practices, please write the Chief Privacy Officer, Canadian Securities Exchange, 220 Bay Street – 9th Floor, Toronto, ON, M5J 2W4.

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 1

Exhibit1


No. Name of Party Number of Subordinate Voting Shares to be Issued
1. SCM<br> INVESTMENTS LP 1,055
2. BRIAN<br> T SCHINDERLE TR 31,941
3. AES<br> INVESTMENTS LLC 13,361
4. RAHUL<br> BAJAJ 1,587
5. BDOG<br> LLC 2,259
6. JONATHAN<br> BERGER 1,058
7. WREN<br> BERGER 1,996
8. BRET<br> BONNET 13,472
9. SEAN<br> D BOSSY 909
10. CARL<br> BOYAR 7,974
11. NANCY<br> J BOYAR 2,516
12. 2655137<br> ONTARIO INC 1,322
13. DAVID<br> BROWN 376
14. BUDDY<br> FINANCE LLC 17,120
15. JUN<br> CHIN 1,058
16. ANDREW<br> COHEN 23,047
17. GEOFFREY<br> R CUBITT & KATHERINE C CUBITT 5,274
18. MATTHEW<br> DARIN ** 9,722
19. DAVID<br> PEPPER & 2,259
20. KATHERINE<br> DAVISSON 529
21. ANTHONY<br> DEPALO 3,702
22. DIENER<br> FRIEDLANDER LLC 2,259
23. DL<br> GREEN HOLDINGS LLC 9,093
24. PHILIP<br> M DUTTON 1,058
25. EISENBERG<br> FAMILY INVESTORS LLC 14,791
26. EJJ<br> CAPITAL LLC 2,645
27. MARC<br> TOBIN ESRIG 190
28. FIDELITY<br> CLEARING CANADA ULC TR 2613032 ONTARIO INC A/C E5D ANAC B 1,322
29. FREDERICK<br> L FISCHER 6,777
30. FORTEZZA<br> INVESTMENTS LP 5,289
31. G<br> CUBED INVESTMENTS LLC 5,896
32. GARPA<br> INVESTMENTS LLC 2,445

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 1

No. Name of Party Number of Subordinate Voting Shares to be Issued
33. KIBIBI<br> A M GAUGHAN 9,806
34. GB<br> PORTFOLIO INVESTMENTS LLC 410,730
35. JEFFREY<br> GLAZER 1,736
36. LISA<br> GLAZER 1,736
37. MARC<br> GORDON 3,382
38. GREAT<br> POINT HOLDINGS 2018 LLC 906
39. GREEN<br> HORNET LLC 140,059
40. RONNIE<br> GREISSMAN 1,807
41. BRENT<br> GUSTAF 451
42. HARPUA<br> ENTERPRISES LLC 893
43. HINSDALE<br> LLC 3,173
44. GRAHAM<br> HUGHSON 293
45. PEYTON<br> HURST 2,523
46. ITEXT<br> VENTURES LLC 1,258
47. JAMA<br> HOLDINGS LLC 41,134
48. JILL<br> GOLDFINE MEISTER TR JILL AND PAUL MEISTER EXEMPT CHILDREN’S TRUST 1,044
49. BRUCE<br> KAPLAN & KAROL KAPLAN JT TEN 939
50. TROY<br> KAPLAN 6,053
51. JEFFREY<br> B KATZ 15,433
52. ROBERT<br> KEMP 23,706
53. PERRINE<br> KNIGHT 13,488
54. ANITA<br> KOSIR 529
55. ANTE<br> KOSIR 4,044
56. JEFFREY<br> KRAMER 2,837
57. ROY<br> LANDGREN 19,923
58. LAWRENCE<br> KEMPLER ENTERPRISES LP 2,110
59. LDW<br> LLC 8,194
60. STEVEN<br> LEVINE 1,058
61. LOUIS<br> LEVINSON 7,606
62. LOWER<br> ELECTRIC LLC CASH BALANCE PLAN 2,321
63. LR<br> FAMILY EQUITIES LLC 3,120
64. MAD<br> INVESTORS GR LLC 331,367
65. MAD<br> INVESTORS GRMD LLC 10,046

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 2

No. Name of Party Number of Subordinate Voting Shares to be Issued
66. MAD<br> INVESTORS GRPA LLC 19,215
67. MARSHFIELD<br> DEVELOPMENT LLC 2,719
68. MEASURE<br> 8 CANADA FULL SPECTRUM FUND LP ** 8,879
69. MEASURE<br> 8 VENTURES LP ** 135,891
70. RICHARD<br> MEREL 19,695
71. GLEN<br> MESAROS 9,806
72. EUGENE<br> D MINSKY 1,055
73. MITC<br> HOLDINGS INC 8,923
74. BRIAN<br> MITCHELL 2,637
75. JUANITA<br> MONTALVO 529
76. TRAVIS<br> MOYER 7,276
77. NAVARONEG2<br> LLC 5,289
78. NAVIGAME<br> INC 2,516
79. NLS<br> INVESTMENT PARTNERS 7,548
80. NRH<br> INVESTMENTS LLC 3,002
81. NSG<br> ILLINOIS LLC 21,658
82. PACY<br> OLETSKY & BONNIE OLETSKY JT TEN 5,421
83. PEARL<br> CAPITAL PARTNERS LP 142
84. PIN<br> PIN GREEN HOLDINGS LLC 909
85. PINE<br> HAVEN LLC 3,582
86. MARINA<br> PLANINIC 14,562
87. POINTS<br> EAST LLC 23,203
88. ANTHONY<br> PORTNOY 960
89. DAVID<br> RABIN 5,006
90. RAM<br> PARTNERS LP 5,329
91. RBP<br> HOLDINGS LLC 1,438
92. RELAY<br> LLC 12,589
93. RFK<br> PARTNERS LLC 2,445
94. GEOFFREY<br> RICH 16,376
95. PAULINE<br> ROOP 211
96. ALLAN<br> B ROTHSCHILD 2,306
97. HOLLY<br> RUBENSTEIN 68
98. JEFF<br> RUPP 677
99. JEFFREY<br> SALTZMAN 11,797

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 3

No. Name of Party Number of Subordinate Voting Shares to be Issued
100. JULIA<br> GLAZER SCHER 3,471
101. JAMES<br> SCHLESINGER 22,943
102. ALLEN<br> N SCHWARTZ 7,191
103. DRAZEN<br> SENTIC 529
104. SENVEST<br> CAPITAL INC 32,367
105. SENVEST<br> MASTER FUND LP 129,470
106. PAUL<br> SHELOWITZ & TRACY SHELOWITZ JT TEN 1,787
107. SHN<br> FINANCIAL INVESTMENTS LTD 3,165
108. MATT<br> SICLARI 1,587
109. ANNA<br> GLAZER SIMON 3,471
110. MARC<br> SIMON 29,207
111. SOLIDUM<br> CAPITAL ADVISORS LLC 16,444
112. COURTNEY<br> STUPP 113
113. PHILIP<br> SU 212
114. MICHAEL<br> D SULLIVAN & JEAN M SULLIVAN JT TEN 9,036
115. GARY<br> SUMERS 226
116. GARY<br> M SUMERS 2,645
117. DOUGLAS<br> SYERS 1,058
118. TAILWINDS<br> II LLC 1,787
119. BARBARA<br> E CHARAL TR BARBARA E CHARAL REVOCABLE TRUST U/A DTD 09/28/01 4,284
120. GARY<br> SUMERS TR BRIAN SAKIN SUMERS 2015 LT TRUST 2,645
121. DIANE<br> M LANDGREN 2001 TRUST 50,096
122. DOUGLAS<br> C GESSNER TR DOUGLAS C GESSNER REVOCABLE TRUST 1,813
123. FRED<br> BLITT & SALLY BLITT TR FRED BLITT REVOCABLE TRUST 4,452
124. GARY<br> C BECKER TR GARY C BECKER REVOCABLE TRUST 3,615
125. GEORGE<br> C PAPPAS & CARRIE J PAPPAS TR GEORGE PAPPAS REVOCABLE TRUST 5,025
126. JEFFREY<br> B KATZ & JANICE E KATZ TR THE J4 KATZ FAMILY TRUST 2,645
127. JAMES<br> LAWRENCE SUMERS 2015 LT TRUST 2,645
128. JAN<br> E BERGER REVOCABLE TRUST 1,058
129. KAHN<br> FAMILY INVESTMENT TRUST ** 81,867
130. LYNN<br> MILLER SOCOL REVOCABLE TRUST 5,832
131. MATTHEW<br> S DARIN DECLARATION OF TRUST ** 222,685

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

Page 4

No. Name of Party Number of Subordinate Voting Shares to be Issued
132. MICHAEL<br> H DUBOW REVOCABLE TRUST 4,284
133. MICHAEL<br> N ALPERT TRUST 9,093
134. PAUL<br> A MEISTER REVOCABLE TRUST 626
135. PEYTON<br> HURST REVOCABLE TRUST 22,614
136. YALE<br> W SAGER REVOCABLE TRUST 2,014
137. MELISSA<br> VERNER 1,029
138. JAMES<br> M WEAVER JR 581
139. WEISMAN<br> HOLDINGS ARKANSAS LLC 3,239
140. WEISMAN<br> HOLDINGS LLC 79
141. WEISMAN<br> HOLDINGS PENNSYLVANIA LLC 8,565
142. ALLISON<br> WEISMAN 20,825
143. ROBERT<br> WEISMAN 42,036
144. STEVEN<br> WEISMAN 18,359
145. KEVIN<br> J WELTMANN 1,058
146. CRAIG<br> WIELANSKY & MAUREEN WIELANSKY JT TEN 4,322
147. WSM<br> ASS LLC - INVESTMENT SERIES 2,116
148. JAMES<br> YI 1,371
149. WEISMAN<br> FAMILY TRUST 2019 334,118
150. STEVEN<br> R S WEISMAN REVOCABLE TRUST 299,141
151. PATRICK<br> LECKY 791
152. PATRICK<br> BURKE 791
153. MICHAEL<br> D SHUH 791
154. MATTINA<br> FAMILY TRUST 2015 1,319
155. NATIONAL<br> BANK FINANCIAL INC TR BEACON SECURITIES LIMITED 10,021
156. NATIONAL<br> BANK FINANCIAL INC TR GRAHAM PROHASKA A/C 5FKDJ4F (T67052) 1,055
157. GMP<br> SECURITIES LP TR A/C 300 2KM0 F 527
158. GMP<br> SECURITIES LP TR A/C 410 YBM0 F 1,058
159. GEORGE<br> PAPPAS & KAREN ALBEAN JT TEN 189
160. ASSURE<br> MANAGEMENT SERVICES 10,513
161. GUNDYCO<br> TR STONECASTLE CANNABIS GROWTH FUND 1,055
162. GUNDYCO<br> TR STONECASTLE FUND A/C 51500236-29 3,165
163. GUNDYCO<br> TR KOICHA PARTNERS LP 51500770ADP 2,645
164. AARON<br> KEAY 5,274

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

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No. Name of Party Number of Subordinate Voting Shares to be Issued
165. GLASS<br> INVESTMENTS LP A/C 402 21682 25 1,798
166. INTERWARD<br> CAPITAL CORP A/C 402 203 08 21 1,375
167. MITCHELL<br> KAHN ** 9,722
168. MITCHELL<br> P KAHN REVOCABLE TRUST ** 300,153
169. LAURENCE<br> H LEVINE FAMILY DYNASTY TRUST 11,344
170. HIGH<br> TIMES LLC (EDWARD & ANGELA RIST, JTWROS) 889
171. HIGH<br> TIMES LLC (LEROY & JOYEE MATERAZZI, JTWROS) 444
172. HIGH<br> TIMES LLC (JEFFREY & LEIGH MATERAZZI, JTWROS) 444
173. HIGH<br> TIMES LLC (NICOLE LLOYD) 889
174. HIGH<br> TIMES LLC (WILLIAM & JUDITH STROUP, JTWROS) 889
175. GREEN<br> KACH LLC (GARY GREENBERG) 1,533
176. GREEN<br> KACH LLC (DANIEL KACH) 1,533
177. GREEN<br> KACH LLC (JAMES KACH) 1,131
178. CANNAMD<br> HOLDINGS LLC (JENNY EWING & KEITH EWING) 904
179. CANNAMD<br> HOLDINGS LLC (ANDREW MEISTER) 904
180. CWAZ<br> LLC (ZACHARY ZISES) 12,589
181. HELYN<br> GOLDENBERG TRUST OFAC 235975 9,093
182. ROY<br> LANDGREN TRUST OFAC 236098 25,188
183. G-CUBED<br> LLC OFAC 236268 1,058
TOTAL: 3,483,581

FORM 9 – NOTICE OF ISSUANCE OR PROPOSED ISSUANCE OF

LISTED SECURITIES

September 2018

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