Acquisitions (Tables)
|
9 Months Ended |
12 Months Ended |
Sep. 30, 2021 |
Dec. 31, 2020 |
| PurePenn, LLC and Pioneer Leasing & Consulting, LLC |
|
|
| Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed |
The following table summarizes the allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
19,000 |
|
Shares issued upon acquisition |
|
|
29,711 |
|
Contingent consideration payable in shares |
|
|
46,951 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
95,662 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
563 |
|
| |
|
|
1,300 |
|
Prepaid expenses and other current assets |
|
|
376 |
|
| |
|
|
7,461 |
|
Property and equipment, net |
|
|
26,233 |
|
| |
|
|
|
|
| |
|
|
45,310 |
|
| |
|
|
2,960 |
|
| |
|
|
580 |
|
| |
|
|
46,349 |
|
| |
|
|
478 |
|
Accounts payable and accrued liabilities |
|
|
(2,189 |
) |
Construction finance liability |
|
|
(17,413 |
) |
| |
|
|
(16,346 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
95,662 |
|
| |
|
|
|
|
|
The following table summarizes the allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
19,000 |
|
Shares issued upon issuance |
|
|
27,000 |
|
Contingent consideration payable in shares |
|
|
50,000 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
96,000 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
563 |
|
| |
|
|
1,300 |
|
Prepaids and other current assets |
|
|
376 |
|
| |
|
|
7,461 |
|
Property and equipment, net |
|
|
26,233 |
|
| |
|
|
|
|
| |
|
|
580 |
|
| |
|
|
2,960 |
|
| |
|
|
45,310 |
|
| |
|
|
47,311 |
|
| |
|
|
478 |
|
Accounts payable and accrued expenses |
|
|
(2,189 |
) |
| |
|
|
(17,413 |
) |
| |
|
|
(16,970 |
) |
| |
|
|
|
|
Total net assets acquired |
|
|
96,000 |
|
| |
|
|
|
|
|
| Keystone Relief Centers LLC |
|
|
| Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed |
The following table summarizes the final allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
10,000 |
|
Shares issued upon acquisition |
|
|
11,004 |
|
Contingent consideration payable in shares |
|
|
15,249 |
|
Net working capital adjustment |
|
|
624 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
36,877 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
1,229 |
|
| |
|
|
117 |
|
Prepaid expenses and other current assets |
|
|
91 |
|
| |
|
|
2,337 |
|
Property and equipment, net |
|
|
2,245 |
|
| |
|
|
2,156 |
|
| |
|
|
|
|
| |
|
|
19,890 |
|
| |
|
|
930 |
|
| |
|
|
17,985 |
|
Accounts payable and accrued liabilities |
|
|
(790 |
) |
| |
|
|
(2,156 |
) |
| |
|
|
(7,157 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
36,877 |
|
| |
|
|
|
|
|
The following table summarizes the allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
10,000 |
|
Shares issued upon issuance |
|
|
10,000 |
|
Contingent consideration payable in shares |
|
|
15,000 |
|
Net working capital adjustment |
|
|
715 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
35,715 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
1,229 |
|
| |
|
|
117 |
|
Prepaids and other current assets |
|
|
91 |
|
| |
|
|
2,337 |
|
Property and equipment, net |
|
|
2,245 |
|
| |
|
|
2,156 |
|
| |
|
|
|
|
| |
|
|
16,090 |
|
| |
|
|
930 |
|
| |
|
|
19,473 |
|
Accounts payable and accrued expenses |
|
|
(790 |
) |
| |
|
|
(2,156 |
) |
| |
|
|
(6,007 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
35,715 |
|
| |
|
|
|
|
|
| The Healing Corner, Inc [Member] |
|
|
| Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed |
|
The following table summarizes the allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
19,900 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
19,900 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
2 |
|
| |
|
|
73 |
|
| |
|
|
4 |
|
Property and equipment, net |
|
|
203 |
|
| |
|
|
|
|
| |
|
|
14,300 |
|
| |
|
|
321 |
|
| |
|
|
1,000 |
|
| |
|
|
35 |
|
| |
|
|
7,316 |
|
| |
|
|
(4 |
) |
| |
|
|
(3,350 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
19,900 |
|
| |
|
|
|
|
|
| Life Essence Inc [Member] |
|
|
| Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed |
|
table summarizes the allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
4,125 |
|
| |
|
|
270 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
4,395 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
Intangible asset—dispensary license |
|
$ |
6,144 |
|
| |
|
|
(121 |
) |
| |
|
|
(1,628 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
4,395 |
|
| |
|
|
|
|
|
| Leef Industries LLC [Member] |
|
|
| Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed |
|
The following table summarizes the allocation of consideration exchanged for the estimated fair value of tangible and identifiable intangible assets acquired and liabilities assumed:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
3,250 |
|
Balance of Purchase Price Payable |
|
|
750 |
|
| |
|
|
25 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
4,025 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
7 |
|
| |
|
|
19 |
|
Property and equipment, net |
|
|
8 |
|
| |
|
|
|
|
| |
|
|
5,470 |
|
| |
|
|
10 |
|
| |
|
|
(38 |
) |
| |
|
|
(1,452 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
4,025 |
|
| |
|
|
|
|
|
| Keystone Shops [Member] |
|
|
| Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed |
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
20,251 |
|
Shares issued upon acquisition |
|
|
35,385 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
55,636 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
| |
|
$ |
500 |
|
| |
|
|
1,766 |
|
Prepaid expenses and other current assets |
|
|
240 |
|
| |
|
|
1,144 |
|
Right of use asset—finance |
|
|
1,340 |
|
| |
|
|
|
|
| |
|
|
27,000 |
|
| |
|
|
100 |
|
Favorable leasehold interests, net |
|
|
86 |
|
| |
|
|
40,072 |
|
| |
|
|
40 |
|
Accounts payable and accrued liabilities |
|
|
(878 |
) |
| |
|
|
(2,892 |
) |
Operating lease liabilities |
|
|
(1,340 |
) |
Other long-term liabilities |
|
|
(2,179 |
) |
| |
|
|
(9,363 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
55,636 |
|
| |
|
|
|
|
|
|
| Natures Remedy Of Massachusetts Inc [Member] |
|
|
| Summary of Total Consideration Paid was Allocated to Assets and Liabilities Acquired Based on Relative Fair Values |
This adjustment resulted in an updated total consideration of $16.2 million consisting of $7.0 million in cash and 237,881 in Trulieve Shares with an updated fair value of $9.1 million and less than $0.1 million in transaction costs. Refer to “Note 2. Basis of Presentation ” under “Revisions of Previously Issued Financial Statements ” above for additional details. The adjusted net assets acquired are as follows:
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
$ |
7,000 |
|
Shares issued upon acquisition |
|
|
9,139 |
|
| |
|
|
23 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
16,162 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
Prepaid expenses and other current assets |
|
$ |
12 |
|
| |
|
|
1,006 |
|
Right of use asset—finance |
|
|
799 |
|
| |
|
|
|
|
| |
|
|
19,630 |
|
Accounts payable and accrued liabilities |
|
|
(335 |
) |
| |
|
|
(594 |
) |
| |
|
|
(4,356 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
16,162 |
|
| |
|
|
|
|
|
|
| Patient Centric Of Marthas Vineyard [Member] |
|
|
| Summary of Total Consideration Paid was Allocated to Assets and Liabilities Acquired Based on Relative Fair Values |
As a result, the acquisition of PCMV has been accounted for as an asset acquisition, whereby all of the assets acquired and liabilities assumed are assigned a carrying amount based on relative fair values.
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
Shares issued upon acquisition |
|
$ |
10,012 |
|
| |
|
|
18 |
|
| |
|
|
|
|
Fair value of consideration exchanged |
|
$ |
10,030 |
|
| |
|
|
|
|
Recognized amounts of identifiable assets acquired and liabilities assumed: |
|
|
|
|
Right of use asset—finance |
|
$ |
1,756 |
|
| |
|
|
|
|
| |
|
|
13,298 |
|
Finance lease liabilities |
|
|
(2,321 |
) |
| |
|
|
(2,703 |
) |
| |
|
|
|
|
Total net assets acquired |
|
$ |
10,030 |
|
| |
|
|
|
|
|
|