Grown Rogue International Inc 6-K, filed Feb 28, 2020

Grown Rogue International Inc. (GRUSF)

6-K 2020-02-28 For: 2020-02-27

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Added on April 07, 2026

About this 6-K

Grown Rogue International Inc filed this 6-K on February 28, 2020.

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	1.	News Release – Grown Rogue International Inc. Announces Private Placement with Cannabis Opportunity Corporation, as filed on Sedar on February 10, 2020.
	2.	News Release – Grown Rogue Announces Partnership and Brings Expertise to Grow Oregon Quality Cannabis in Michigan, as filed on Sedar on February 12, 2020.
	3.	Early warning report, as filed on Sedar on February 12, 2020.
	4.	Material Change Report, as filed on Sedar on February 20, 2020.
	5.	Subscription Agreement dated February 10, 2020, between Grown Rogue International Inc. and Cannabis Growth Opportunity Corporation, as filed on Sedar on February 20, 2020.
	6.	Voting and Resale Agreement dated February 10, 2020, between Grown Rogue International Inc. and Cannabis Growth Opportunity Corporation, as filed on Sedar on February 20, 2020.
	7.	News Release – Grown Rogue Announces Resignation of Chief Strategy Officer, as filed on Sedar on February 21, 2020.
	8.	News Release – Grown Rogue Strengthens Executive Team with New Appointments, as filed on Sedar on February 24, 2020.
	9.	Material Change Report, as filed on Sedar on February 25, 2020.
	10.	Option to Purchase Controlling Interest dated February 6, 2020, by and among David Pleitner, Allan Pleitner, Golden Harvests, LLC, and GR Michigan, LLC, as filed on Sedar on February 25, 2020.

Dated: February 25, 2020	GROWN ROGUE INTERNATIONAL INC.
	(FORMERLY: NOVICIUS CORP.)

	By:	/s/ Obie Strickler
	Name:	Obie Strickler
	Title:	President & Chief Executive Officer

Name, Address and Telephone Number

Cannabis Growth Opportunity Corporation
(Name of Subscriber - Please type or print)

“Sean Conacher”, Chief Executive Officer
(Signature and, if applicable, Office)

[Redacted for confidentiality]

(Address of Subscriber)

[Redacted for confidentiality]

(City, Province, Postal Code of Subscriber)

[Redacted for confidentiality]

(Telephone number)

[Redacted for confidentiality]

(email address)


(Name of Subscriber - Please type or print)


(Signature and, if applicable, Office)


(Address of Subscriber)


(City, Province, Postal Code of Subscriber)


(Telephone Number)

	[Redacted for confidentiality]
	(name of registered holder)	(name of beneficial holder & account reference, if applicable)

	[Redacted for confidentiality]
	(address)

“Sean Conacher” (signed)
Name: Sean Conacher
Title: Chief Executive Officer

	☐	________________ common shares of Grown Rogue International Inc. (the “Issuer”) and/or the following other kinds of shares and convertible securities (including but not limited to convertible debt, warrants and options) entitling the Subscriber to acquire additional common shares or other kinds of shares of the Issuer:

	[Redacted for confidentiality]
	(address)






	(contact name)	(contact telephone number)

	GROWN ROGUE INTERNATIONAL INC.

	Per:	“J. Obie Strickler”
		Authorized Signing Officer

_____	(a)	except in Ontario, a Canadian financial institution, or a Schedule III bank,
_____	(a.1)	in Ontario, a financial institution described in paragraph 1, 2 or 3 of subsection 73.1 (1) of the Securities Act (Ontario),
_____	(b)	except in Ontario, the Business Development Bank of Canada incorporated under the Business Development Bank of Canada Act (Canada),
_____	(b.1)	in Ontario, the Business Development Bank of Canada,
_____	(c)	except in Ontario, a subsidiary of any person referred to in paragraphs (a) or (b), if the person owns all of the voting securities of the subsidiary, except the voting securities required by law to be owned by directors of that subsidiary,
_____	(c.1)	in Ontario, a subsidiary of any person or company referred to in clause (a.1) or (b.1), if the person or company owns all of the voting securities of the subsidiary, except the voting securities required by law to be owned by directors of that subsidiary,
_____	(d)	except in Ontario, a person registered under the securities legislation of a jurisdiction of Canada as an adviser or dealer,
_____	(d.1)	in Ontario, a person or company registered under the securities legislation of a province or territory of Canada as an adviser or dealer, except as otherwise prescribed by the regulations,
	Jurisdiction(s) registered: _________________ Categories of registration: _______________
_____	(e)	an individual registered under the securities legislation of a jurisdiction of Canada as a representative of a person referred to in paragraph (d),
_____	(e.1)	an individual formerly registered under the securities legislation of a jurisdiction of Canada, other than an individual formerly registered solely as a representative of a limited market dealer under one or both of the Securities Act (Ontario) or the Securities Act (Newfoundland and Labrador),
	Name of person with whom Subscriber is or was registered: _______________ Jurisdiction(s) registered: _______________ Categories of registration: _______________
_____	(f)	except in Ontario, the Government of Canada or a jurisdiction of Canada, or any crown corporation, agency or wholly owned entity of the Government of Canada or a jurisdiction of Canada,
_____	(f.1)	in Ontario, the Government of Canada, the government of a province or territory of Canada, or any Crown corporation, agency or wholly owned entity of the Government of Canada or of the government of a province or territory of Canada,

_____	(g)	a municipality, public board or commission in Canada and a metropolitan community, school board, the Comité de gestion de la taxe scolaire de l’île de Montréal or an intermunicipal management board in Québec,
_____	(h)	any national, federal, state, provincial, territorial or municipal government of or in any foreign jurisdiction, or any agency of that government,
_____	(i)	except in Ontario, a pension fund that is regulated by the Office of the Superintendent of Financial Institutions (Canada), a pension commission or similar regulatory authority of a jurisdiction of Canada,
_____	(i.1)	in Ontario, a pension fund that is regulated by either the Office of the Superintendent of Financial Institutions (Canada) or a pension commission or similar regulatory authority of a province or territory of Canada,
	Jurisdiction(s) registered: ________________ Registration number(s): ________________
_____	(j)	an individual who, either alone or with a spouse, beneficially owns financial assets having an aggregate realizable value that before taxes, but net of any related liabilities, exceeds $1,000,000, [If this is your applicable category, you must also complete Form 45-106F9 attached as Appendix II to this Schedule “A”
_____	(j.1)	an individual who beneficially owns financial assets having an aggregate realizable value that, before taxes but net of any related liabilities, exceeds $5,000,000, [If this is your applicable category, you must also complete Form 45-106F9 attached as Appendix II to this Schedule “A”
_____	(k)	an individual whose net income before taxes exceeded $200,000 in each of the 2 most recent calendar years or whose net income before taxes combined with that of a spouse exceeded $300 000 in each of the 2 most recent calendar years and who, in either case, reasonably expects to exceed that net income level in the current calendar year, [If this is your applicable category, you must also complete Form 45-106F9 attached as Appendix II to this Schedule “A”
	(l)	an individual who, either alone or with a spouse, has net assets of at least $5,000,000, [If this is your applicable category, you must also complete Form 45-106F9 attached as Appendix II to this Schedule “A”
☒	(m)	a person, other than an individual or investment fund, that has net assets of at least $5,000,000 as shown on its most recently prepared financial statements,
☒	Type of entity: corporation Jurisdiction and date of formation: Canada
_____	(n)	an investment fund that distributes or has distributed its securities only to: (i) a person that is or was an accredited investor at the time of the distribution, (ii) a person that acquires or acquired securities in the circumstances referred to in sections 2.10 [Minimum amount investment], or 2.19 [Additional investment in investment funds], or (iii) a person described in paragraph (i) or (ii) that acquires or acquired securities under section 2.18 [Investment fund reinvestment],
_____	(o)	an investment fund that distributes or has distributed securities under a prospectus in a jurisdiction of Canada for which the regulator or, in Québec, the securities regulatory authority, has issued a receipt,

_____	(p)	a trust company or trust corporation registered or authorized to carry on business under the Trust and Loan Companies Act (Canada) or under comparable legislation in a jurisdiction of Canada or a foreign jurisdiction, acting on behalf of a fully managed account managed by the trust company or trust corporation, as the case may be,
	Jurisdiction(s) registered: ________________ Registration number(s): ________________
_____	(q)	a person acting on behalf of a fully managed account managed by that person, if that person is registered or authorized to carry on business as an adviser or the equivalent under the securities legislation of a jurisdiction of Canada or a foreign jurisdiction,
	Jurisdiction(s) registered or authorized: ________________________________ Categories of registration: ________________________________________________
_____	(r)	a registered charity under the Income Tax Act (Canada) that, in regard to the trade, has obtained advice from an eligibility adviser or an adviser registered under the securities legislation of the jurisdiction of the registered charity to give advice on the securities being traded,
	Registration number(s) assigned to subscriber: Name of eligibility advisor or registered advisor: Jurisdiction(s) registered: ________________ Categories of registration: ________________
_____	(s)	an entity organized in a foreign jurisdiction that is analogous to any of the entities referred to in paragraphs (a) to (d) paragraph (i) [and in Ontario, paragraphs (a.1) to (d.1) or paragraph (i.1)] in form and function,
	Jurisdiction organized: ________________ Type of entity: ________________
_____	(t)	a person in respect of which all of the owners of interests, direct, indirect or beneficial, except the voting securities required by law to be owned by directors, are persons that are accredited investors [If this is your applicable category, each owner of interest must individually complete and submit to the Company its own copy of this Certificate of Accredited Investor],
	Name(s) of owners of interest: ________________________________________________ Type of entity (if applicable): ________________________________________________ Categories of accredited investor: ________________________________________________
_____	(u)	an investment fund that is advised by a person registered as an adviser or a person that is exempt from registration as an adviser,
	Name of advisor: ________________ Jurisdiction(s) registered: ________________ Categories of registration: ________________ Basis of exemption: ________________
_____	(v)	a person that is recognized or designated by the securities regulatory authority or, except in Ontario and Québec, the regulator as an accredited investor,
_____	(v.1)	in Ontario, a person or company that is recognized or designated by the Commission as an accredited investor,
	Jurisdiction(s) recognized or designated: ________________________________________________

_____	(w)	a trust established by an accredited investor for the benefit of the accredited investor’s family members of which a majority of the trustees are accredited investors and all of the beneficiaries are the accredited investor’s spouse, a former spouse of the accredited investor or a parent, grandparent, brother, sister, child or grandchild of that accredited investor, of that accredited investor’s spouse or of that accredited investor’s former spouse.
	Name(s) of settlor: ________________________________________________________________
	Name(s) of trustees:
	________________________________________________________________ Categories of accredited investor: ________________________________________________

	Categories of beneficiaries: ________________________________________________

If a corporation, partnership or other entity:		If an Individual:

“Sean Conacher”
Signature of Authorized Signatory		Signature

Sean Conacher, Chief Executive Officer
Name and Position of Signatory		Print Name

Cannabis Growth Opportunity Corporation
Name of Purchasing Entity		Jurisdiction of Residence

Canada
Jurisdiction of Residence

SECTIONS 2 TO 4 TO BE COMPLETED BY THE PURCHASER
2. Risk acknowledgement
This investment is risky. Initial that you understand that:	Your initials
Risk of loss – You could lose your entire investment of $________.
Liquidity risk – You may not be able to sell your investment quickly – or at all.
Lack of information – You may receive little or no information about your investment.
Lack of advice – You may not receive advice from the salesperson about whether this investment is suitable for you unless the salesperson is registered. The salesperson is the person who meets with, or provides information to, you about making this investment. To check whether the salesperson is registered, go to www.aretheyregistered.ca.
3. Accredited investor status
You must meet at least one of the following criteria to be able to make this investment. Initial the statement that applies to you. (You may initial more than one statement.) The person identified in section 6 is responsible for ensuring that you meet the definition of accredited investor. That person, or the salesperson identified in section 5, can help you if you have questions about whether you meet these criteria.	Your initials
● Your net income before taxes was more than $200,000 in each for the 2 most recent calendar years, and you expect it to be more than $200,000 in the current calendar year. (You can find your net income before taxes on your personal income tax return.)

● Your net income before taxes combined with your spouse’s was more than $300,000 in each of the 2 most recent calendar years, and you expect your combined net income before taxes to be more than $300,000 in the current calendar year.
● Either alone or with your spouse, you own more than $1 million in cash and securities, after subtracting any debt related to the case and securities.
● Either alone or with your spouse, you may have net assets worth more than $5 million. (Your net assets are your total assets (including real estate) minus your total debt.)

4. Your name and signature
By signing this form, you confirm that you have read this form and you understand the risks of making this investment as identified in this form.
First and last name (please print):
Signature:	Date:
SECTION 5 TO BE COMPLETED BY SALESPERSON
5. Salesperson information
[Instruction: The salesperson is the person who meets with, or provides information to, the purchaser with respect to making this investment. That could include a representative of the issuer or selling security holder, a registrant or a person who is exempt from the registration requirement.]
First and last name of salesperson (please print):
Telephone:	Email:
Name of firm (if registered):
SECTION 6 TO BE COMPLETED BY THE ISSUER OR SELLING SECURITY HOLDER
6. For more information about this investment
Please contact: Grown Rogue International Inc. 340 Richmond Street West Toronto, Ontario M5V 1X2 Attn: J. Obie Strickler (obie@grownrogue.com, (503) 765-8108) For more information about prospectus exemptions, contact your local securities regulator. You can find contact information at www. securities-administrators.ca

	Please complete the following details of whose relationship is if you have checked any one of items 3(b)to 3(i) above:


	(insert name of applicable person)


	Length of Relationship


	Details of Relationship


	Prior Business Dealings, if applicable


	Print name of Subscriber

	By:
		Signature


		Print name of Signatory
		(if different from Subscriber)


		Title

OR 2. [check all applicable boxes] ☐ a person of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, (i) individuals listed in (1) above and/or (ii) family members, close personal friends or close business associates of individuals listed in (1) above ☐ a truest or estate of which all of the beneficiaries or a majority of the trustees or executors are (i) individuals listed in (1) above and/or (ii) family members, close personal friends or close business associates of individuals listed in (1) above
B) You are a family member of _________________, who holds the following position at the issuer or an affiliate of the issue: _________________. You are the _________________ of that person or that person’s spouse.
C) You are a close personal friend of _________________, who holds the following position at the issuer or an affiliate of the issuer: _________________. You have known that person for _________ years.
4. Your name and signature
By signing this form, you confirm that you have read this form and you understand the risks of making this investment as identified in this form. You also confirm that you are eligible to make this investment because you are a family member, close personal friend or close business associate of that person identified in section 5 of this form.
First and last name (please print):
Signature:	Date:
SECTION 5 TO BE COMPLETED BY PERSON WHO CLAIMS THE PERSONAL RELATIONSHIP, IF APPLICABLE
5. Contact person at the issuer or an affiliate of the issuer
[Instruction: To be completed by the director, executive officer, control person or founder with whom the purchaser has a close personal relationship indicated under sections 3B, C or D of this form.] By signing this for, you confirm that you have, or your spouse has, the following relationship with the purchaser: [check the box that applies] ☐ family relationship as set out in section 3B of this form ☐ close personal friendship as set out in section 3C of this form ☐ close business associate relationship as set out in section 3D of this form
First and last name of contact person (please print):

Position with the issuer or affiliate of the issuer (director, executive officer, control person or founder):
Telephone:	Email:
Signature:	Date:
SECTION 6 TO BE COMPLETED BY THE ISSUER
6. For more information about this investment
Please contact: Grown Rogue International Inc. 340 King Street West Toronto, Ontario M5V 1X2 Attn: J. Obie Strickler (obie@grownrogue.com, (503) 765-8108) For more information about prospectus exemptions, contact your local securities regulator. You can find contact information at www. securities-administrators.ca
Signature of executive officer of issuer (other than the purchaser):	Date:

	CANNABIS GROWTH OPPORTUNITY CORPORATION

	Per:	“Sean Conacher”
		Name: Sean Conacher
		Title: Chief Executive Officer

	GROWN ROGUE INTERNATIONAL INC.

	Per:	“J. Obie Strickler”
		Name: J. Obie Strickler
		Title: Chief Executive Officer

SELLER:	“David Pleitner”
	David Pleitner

	Address: [Redacted]

	E-Mail: [Redacted]

	“Allan Pleitner”
	Allan Pleitner

	Address: [Redacted]

	E-Mail: [Redacted]

COMPANY:	Golden Harvests, LLC

	By:	“David Pleitner”
	Name:	David Pleitner
	Title:	Member

	By:	“Allan Pleitner”
	Name:	Allan Pleitner
	Title:	Member

	Address: [Redacted]

	E-Mail: [Redacted]

BUYER:	GR Michigan, LLC

	By:	“J. Obie Strickler”
	Name:	J. Obie Strickler
	Title:	Manager

	Address:	P.O. Box266
		Eaton Rapids, MI 48827
	E-Mail:	obie@grownrogue.com