0001848416 false A1 0001848416 2023-08-10 2023-08-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 10, 2023

 

VERANO HOLDINGS CORP.

(Exact Name of Registrant as Specified in its Charter)

 

 

British Columbia   000-56342   98-1583243
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

415 North Dearborn Street, 4th Floor,
Chicago
, Illinois
  60654
(Address of Principal Executive Offices)   (Zip Code)

 

(312) 265-0730

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
N/A   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

   

 

 

Item 8.01 Other Events.

 

In June 2023, the Alabama Medical Cannabis Commission (the “Commission”) awarded Verano Alabama, LLC (“Verano Alabama”), a joint venture established by Verano Holdings Corp. (the “Company”), one of five Vertical Integrated Facilities Licenses (the “Licenses”) after Verano Alabama received the highest score of the 38 eligible applications for the Licenses. On August 10, 2023, the Commission voted to void the awards of the Licenses from the June meeting and failed to re-award one of the Licenses to Verano Alabama. The Company believes Verano Alabama rightfully earned and was awarded a License, and the Commission did not have the authority to void the awards of the Licenses following the June meeting. The Company intends to defend its award of a License against what it regards as an arbitrary and capricious action, including pursuing all legal remedies available to Verano Alabama.

 

   

 

 

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 hereunto duly authorized.

 

  VERANO HOLDINGS CORP.
     
Date: August 14, 2023 By: /s/ Laura Marie Kalesnik
  Name: Laura Marie Kalesnik
  Title: Chief Legal Officer, General Counsel & Secretary