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Verano Holdings Corp. (VRNOF)

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  • Verano Holdings Continues to Solidify Ascendant Footprint Through Several Agreements in Illinois, Pennsylvania and Arizona
    GlobeNewswire

    Verano Holdings Continues to Solidify Ascendant Footprint Through Several Agreements in Illinois, Pennsylvania and Arizona

    Pending deals in key markets will add nine dispensaries to the Company’s portfolio upon close CHICAGO, Feb. 26, 2021 (GLOBE NEWSWIRE) -- Verano Holdings Corp. (CSE: VRNO) (“Verano” or “the Company”), a leading multi-state cannabis company, today announced it has entered into agreements to acquire: one of Illinois’ top-producing dispensaries with the ability to open one additional dispensary in Chicago, three highly productive active dispensaries and a permit for three additional dispensaries in Pennsylvania, as well as one coveted active dispensary in Phoenix, Arizona. Upon completion, the acquisitions would further bolster Verano’s footprint in three key states, as the Company continues to execute on its focused strategy to establish a leading competitive position across its core markets. Closing of the transactions is subject to customary conditions, contingencies and regulatory approvals. Key Acquisition Details upon Completion: Maximizes Verano’s Illinois retail footprint1, while unlocking the coveted Chicago market with one active dispensary in the city’s Medical District, plus the ability to open one additional dispensary in the West Loop blocks from the city’s downtown area. Verano would be one of only four companies with the ability to maximize its Illinois retail footprint.Expands Verano’s retail footprint in Pennsylvania to six operating dispensaries, plus a license for three additional dispensaries. This includes three of the state’s top performing dispensaries, located in the Philadelphia metropolitan area.Escalates the Company’s access to Pennsylvania’s surging patient population. The fifth most populous state in the U.S. currently counts around 400,000 registered medical marijuana patients.Elevates Verano’s retail footprint in Arizona – one of the country’s latest states to begin sales of adult-use cannabis - to five operating dispensaries.2 The addition of this highly productive, Central Phoenix dispensary would give Verano the third largest active retail footprint in Arizona.Further solidifies Verano's experienced leadership team, adding engaged and aligned local management partners who have demonstrated operational prowess, strong community engagement and a sincere commitment to quality patient care and customer service. “We are enormously excited for what the future holds in Illinois, Pennsylvania and Arizona,” said George Archos, Co-Founder and CEO of Verano. “Each are core markets for us and present robust, thoughtfully designed programs with great potential, for sound operators, patients and consumers alike. Illinois is among the country’s largest cannabis markets, surpassing $1 billion in combined sales last year, as well as our home state. Pennsylvania’s vibrant medical cannabis community is among the largest in the country, with nearly 400,000 registered patients to date and rising. And, with Arizona recently adding adult use to its program, we are keen on the opportunity to help meet surging demand with our extensive, responsible cannabis product offering. Critical to our careful selection, and our optimism within these markets, we’ve identified partners that we feel are some of the most talented and dedicated operators in the industry. These teams, and the impressive businesses they’ve built, are superbly suited for the Verano portfolio.” Transaction Highlights IllinoisVerano has entered into an agreement, subject to customary conditions and regulatory approvals, to acquire The Herbal Care Center, Inc. (“The Herbal Care Center”). The Herbal Care Center operates one of Illinois’ largest and top-performing combined medical and adult-use dispensaries, located in Chicago’s Medical District, and has plans to open a second adult-use dispensary in the city’s bustling West Loop/Greektown neighborhood. Total consideration includes cash consideration of US$17,500,000, payable over 12 months subject to adjustment, and class A subordinate voting shares (“Class A Shares”) and class B proportionate voting shares (“Class B Shares”) of the Company equivalent to 904,642 Class A Shares on an as converted basis, including a minimum of 90,464 Class A Shares. The Herbal Care Center’s proven management team will remain in place following the acquisition. “The Herbal Care Center has built a reputation around smooth and effective operations, a best-in-class product offering and an unwavering commitment to the wellbeing of our patients, consumers and our team,” said Michael Mandera, General Manager of The Herbal Care Center. “We are elated that Verano leadership recognizes our labor of love, and we are in complete alignment relative to the opportunities that lie ahead.” PennsylvaniaVerano has entered into an agreement and plan of merger pursuant to which subsidiaries of Verano will merge with and into TerraVida Holistic Centers, LLC (“TerraVida”) and GVB Holding Group, LLC which operate three of the state’s top performing medical dispensaries in Sellersville, Abington, and Malvern, Pennsylvania. The merger consideration includes cash consideration of US$62,500,000, subject to adjustment, with US$15,000,000 being payable on the closing date, US$10,000,000 payable within 90 days after the closing date, and the remainder payable within 180 days after the closing date. In addition, the merger consideration includes Class A Shares or Class B Shares equivalent to 3,013,500 Class A Shares on an as converted basis, including a minimum of 1,506,750 Class A Shares. TerraVida’s highly regarded management team will remain in place following the acquisition as Verano looks to build on the strong foundation they have established in Southeastern Pennsylvania. “This is an exciting time for the TerraVida team to have the ability to expand throughout Pennsylvania and provide access and patient focused care to a greater population of patients in need,” said Chris Visco, Co-Founder and CEO of TerraVida Holistic Centers. Verano also announced that it has entered into agreements pursuant to which a subsidiary of Verano will acquire all of the issued and outstanding equity interests of a licensee that holds one permit, which would give the Company the ability to open three dispensaries in Pennsylvania. Pursuant to these agreements, the purchase consideration includes cash consideration of US$7,350,000 payable in cash and Class A and Class B Shares equivalent to 1,333,173 Class A Shares (on an as-converted basis). One of the sellers is also entitled to an earnout payable in shares in the capital of Verano (or up to 50% in cash at the election of the seller) in accordance with the terms of the applicable agreement. ArizonaVerano Arizona, LLC (“Verano Arizona”), a subsidiary of Verano, has entered into an agreement with Nabis AZ, LLC (“AZ Sub”), a subsidiary of Nabis Holdings Inc. (CSE: NAB) (OTC: NABIF) (FRA: A2PL) ("Nabis") whereby AZ Sub will transfer the management and governance of Perpetual Healthcare Inc. (“PHI”), which operates the Emerald Dispensary in Phoenix, Arizona, to Verano Arizona. Under the terms of the agreement, AZ Sub will assign the rights to manage PHI to Verano Arizona. In consideration of the foregoing, AZ Sub will receive cash consideration of US$11,250,000, Class A Shares having an aggregate value of US$11,250,000, subject to the performance of the shares in the ten day period immediately following the signing of the agreement. The closing of the transactions described herein are, or may be, subject to the approval of regulatory approvals, and other customary closing conditions. The transactions are expected to close in late Q1 or early Q2 of 2021. About VeranoVerano Holdings Corp. is a leading, vertically-integrated, multi-state cannabis operator in the U.S., devoted to the ongoing improvement of communal wellness by providing responsible access to regulated cannabis products. With a mission to address vital health and wellness needs, Verano produces a comprehensive suite of premium, innovative cannabis products sold under its trusted portfolio of consumer brands: Verano, Avexia, Encore, and MÜV™. The company’s portfolio encompasses 14 U.S. States, with active operations in 11, which includes eight production facilities comprising approximately 750,000 square feet of cultivation. Verano designs, builds, and operates dispensaries under retail brands Zen Leaf™ and MÜV™, delivering a superior cannabis shopping experience in both medical and adult-use markets. Learn more at www.verano.com. Forward Looking StatementsThis press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the ability of the Company to complete the transactions referred to herein, the satisfaction of conditions to closing, the receipt of all necessary approvals including regulatory approvals, the integration of the operations of the companies being acquired, the proposed management of the companies being acquired and expectations for other economic, market, business, and competitive factors. Although Verano believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward- looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information or forward-looking statements that are contained or referenced herein, except as may be required in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice regarding forward-looking information and statements. *** Contacts: InvestorsVerano HoldingsAaron MilesHead of Investor Relationsaaron@verano.holdings MediaVerano HoldingsDavid SpreckmanSr. Director, Corporate Communications & Retail Marketingdavid@verano.holdings Financial ProfilesDebbie DouglasSenior Vice Presidentddouglas@finprofiles.com 949-375-3436 1 Upon completion of the transaction, Verano and its affiliates would have the ability to operate the state’s maximum allotment of 10 retail locations – which includes two dispensaries whose interests are held through a joint venture. 2 Includes the agreement to acquire three premium, high traffic and easily accessible dispensaries located in Mesa, Chandler, and Gilbert, Arizona, an 11,000 sq. ft. indoor cultivation facility, an 8,100 sq. ft. greenhouse in Winslow and two real estate locations disclosed by the Company on February 24, 2021.

  • Verano Holdings Enters into Agreement to Expand Arizona Footprint
    GlobeNewswire

    Verano Holdings Enters into Agreement to Expand Arizona Footprint

    Expands Verano’s presence in Arizona to four dispensaries and adds nearly 20,000 sq. ft. to its cultivation footprint, which already includes a 30,000 sq. ft. facility that is undergoing a 60,000 sq. ft. expansion for a total of 110,000 sq. ft. CHICAGO, Feb. 24, 2021 (GLOBE NEWSWIRE) -- Verano Holdings Corp. (CSE: VRNO) (“Verano” or “the Company”), a leading multi-state cannabis company, today announced it has entered into an agreement to acquire three active dispensaries and one cultivation and production facility in Arizona. Upon completion, this transaction would increase Verano’s presence in the key state of Arizona and support the Company’s focus on becoming a market leader in this market. Closing of the transaction is subject to customary conditions, contingencies, and approvals, including regulatory approval. “Pursuant to our recent go-public, we are strategically focused on expanding our presence in limited-license, high-growth markets,” said George Archos, Co-Founder and CEO of Verano. “Arizona recently added adult-use to its program, and we look forward to accelerating our proven, vertically integrated model to help meet rising demand.” Transaction Highlights Verano, Verano Arizona Holdings, LLC (a wholly-owned subsidiary of Verano, “Verano Arizona”), NZCO LLC, an Arizona limited liability company (“NZCO”), Murff & Company LLC, an Arizona limited liability company (“M&C”), JWC1 LLC, an Arizona limited liability company (“JWC”), Hu Commercial Properties LLC, an Arizona limited liability company (“HCP”), and COBISH LLC, an Arizona limited liability company (“Cobish” and together with NZCO, M&C, JWC and HCP, each a “Target Company” and collectively, the “Target Companies”), the board members of AZGM 3, Inc., an Arizona non-profit corporation, the members of Vending Logistics LLC, an Arizona limited liability company, the managers of Vending Logistics LLC, Best-in-Show Holdings L.L.C., an Arizona limited liability company, and the sole member of The Medicine Room LLC, an Arizona limited liability company, and the managers of Medicine Room LLC have entered into a reorganization and merger agreement pursuant to which the Target Companies will merge with and into Verano Arizona. The merger consideration includes US$7,250,000 payable in cash, subject to adjustment, and Class A Subordinate Voting Shares in the capital of Verano (“SVS”) and/or Class B Proportionate Voting Shares in the capital of Verano (“PVS” and together with the SVS, the “Verano Shares”) equivalent to 3,989,875 SVS on an as-converted to SVS basis. The transaction includes three premium, high traffic and easily accessible dispensaries located in Mesa, Chandler, and Gilbert, Arizona, an 11,000 sq. ft. indoor cultivation facility, an 8,100 sq. ft. greenhouse in Winslow and two real estate locations (collectively, the “Territory Dispensary”). Territory Dispensary began as one of the first infusion kitchens in the state of Arizona, later expanding to cultivation, extraction and retail. Its retail brands Vital and Hi-Klas offer a full suite of products including flower, concentrates, tinctures, infusions and topicals. In connection with this transaction, Verano Holdings, LLC has agreed to pay a finder’s fee equal to US$2,322,059 in a combination of US$1,624,971 in cash and 27,500 Verano Shares (on an as-converted to SVS basis). “We couldn’t be more thrilled to join a likeminded team that brings passion and a culture of positivity to their communities and team members,” said James Christensen, Co-Founder of Territory Dispensary. “The opportunities that this merger will provide for our team are second to none and we are excited to be a part of the driven and successful Verano family.” The closing of the transactions described herein are or may be subject to the approval of antitrust and other regulatory approvals, and other customary closing conditions. The transactions are expected to close in late Q1 or early Q2 of 2021. About Verano Verano Holdings Corp. is a leading, vertically-integrated, multi-state cannabis operator in the U.S., devoted to the ongoing improvement of communal wellness by providing responsible access to regulated cannabis products. With a mission to address vital health and wellness needs, Verano produces a comprehensive suite of premium, innovative cannabis products sold under its trusted portfolio of consumer brands: Verano, Avexia, Encore, and MÜV™. The company’s portfolio encompasses 14 U.S. States, with active operations in 11, which includes eight production facilities comprising approximately 750,000 square feet of cultivation. Verano designs, builds, and operates dispensaries under retail brands Zen Leaf™ and MÜV™, delivering a superior cannabis shopping experience in both medical and adult-use markets. Learn more at www.verano.com Forward Looking Statements This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the ability of the Company to complete the transaction referred to herein, the satisfaction of conditions to closing, the receipt of all necessary approvals including regulatory approvals, the integration of the operations of the companies being acquired, the proposed management of the companies being acquired and expectations for other economic, market, business, and competitive factors. Although Verano believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward- looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information or forward-looking statements that are contained or referenced herein, except as may be required in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice regarding forward-looking information and statements. *** Contacts: InvestorsVerano HoldingsAaron MilesHead of Investor Relationsaaron@verano.holdings MediaVerano HoldingsDavid SpreckmanSr. Director, Corporate Communications & Retail Marketingdavid@verano.holdings Financial ProfilesVerano HoldingsDebbie DouglasSenior Vice Presidentddouglas@finprofiles.com 949-375-3436

  • Verano Holdings Announces C$100 Million Bought Deal Private Placement of Special Warrants
    GlobeNewswire

    Verano Holdings Announces C$100 Million Bought Deal Private Placement of Special Warrants

    Chicago, IL, Feb. 24, 2021 (GLOBE NEWSWIRE) -- Verano Holdings Corp. (“Verano” or the “Company”) (CSE: VRNO) is pleased to announce that it has entered into an agreement with Beacon Securities Limited (“Beacon”) and Canaccord Genuity Corp. (together with Beacon, the “Co-Lead Underwriters”), on behalf of a syndicate of underwriters (together with the Co-Lead Underwriters, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a bought deal private placement basis, 3,510,000 special warrants of the Company (the “Special Warrants”) at a price per Special Warrant of C$28.50 (the “Issue Price”) for aggregate gross proceeds of C$100,035,000 (the “Offering”). The Company has granted the Underwriters an option, exercisable by Beacon on behalf of the Underwriters, in whole or in part at any time up to 48 hours prior to the closing date of the Offering, to purchase up to an additional 526,500 Special Warrants at the Issue Price for additional gross proceeds of up to C$15,005,250. Closing of the Offering is expected to occur on or about March 11, 2021 or such date as the Underwriters and the Company may agree (the “Closing Date”). The net proceeds of the Offering are expected to be used for acquisitions, working capital and general corporate purposes. Each Special Warrant will entitle its holder to receive one (1) subordinate voting share of the Company (an “Underlying Share”). All Special Warrants shall be deemed exercised on behalf of, and without required action on the part of, the holders on the earlier of: the fifth business day on which a final receipt is obtained from the Ontario Securities Commission, on behalf of the securities regulatory authorities in each of the Provinces of Canada (other than Québec), for the filling of the final short form prospectus (the “Final Prospectus”) pursuant to National Instrument 44-101 - Short Form Prospectus Distributions or, alternatively, the filing of a preliminary base shelf prospectus and a final base shelf prospectus, as supplemented by a prospectus supplement (the “Prospectus Supplement”) pursuant to National Instrument 44-102 - Shelf Distributions, in either case, qualifying the distribution of the securities to be issued upon exercise or deemed exercise of the Special Warrants (the “Qualifying Date”), upon the request of Beacon given after the Closing Date to qualify the Underlying Shares by short form prospectus or a supplement to a base shelf prospectus; and4:59 p.m. (Toronto time) on the date that is four months and a day following the Closing Date. The Closing of the Offering is subject to the completion of formal documentation, including but not limited to, the execution of an underwriting agreement with the Underwriters in connection with the Offering and receipt of regulatory approvals, including approval of the Canadian Securities Exchange. The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. About Verano Verano Holdings Corp. is a leading, vertically-integrated, multi-state cannabis operator in the U.S., devoted to the ongoing improvement of communal wellness by providing responsible access to regulated cannabis products. With a mission to address vital health and wellness needs, Verano produces a comprehensive suite of premium, innovative cannabis products sold under its trusted portfolio of consumer brands: Verano, Avexia, Encore, and MÜV. The company’s portfolio encompasses 14 U.S. States, with active operations in 11, which includes eight production facilities comprising approximately 750,000 square feet of cultivation. Verano designs, builds, and operates dispensaries under retail brands Zen Leaf™ and MÜV™, delivering a superior cannabis shopping experience in both medical and adult-use markets. Learn more at www.verano.com Forward Looking Statements This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information and forward-looking statements contained herein may include, but are not limited to, information concerning the ability of the Company to successfully begin or continue trading on the CSE or achieve its business objectives. Although Verano believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward- looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information or forward-looking statements that are contained or referenced herein, except as may be required in accordance with applicable securities laws. All subsequent written and oral forward- looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice regarding forward-looking information and statements. *** Contacts: InvestorsVerano HoldingsAaron MilesHead of Investor Relationsaaron@verano.holdings