Notes Receivable	12 Months Ended
Dec. 31, 2025
Notes Receivable
Notes Receivable	6. Notes Receivable During the year ended December 31, 2025, the Company entered into Convertible Note Secondary Sale and Purchase Agreements (the “Note Purchase Agreements”) with certain holders (the “Noteholders”) certain 13% Senior Secured Convertible Notes due December 7, 2026 (the “Notes”) of Medicine Man Technologies, Inc. d/b/a Schwazze, a Nevada corporation (“Schwazze”). The Notes, which have a value of approximately $94,000,000, consisting of principal and accrued interest, were acquired by issuing 117,905,205 subordinate voting shares to the Noteholders. The notes receivable were initially recognized at fair value, which was determined based on the fair value of the subordinate voting shares issued. The fair value of the shares issued was $77,976,015 and was recorded as notes receivable in the consolidated balance sheet. Schwazze’s obligations under the Notes are secured by (i) a junior security interest in the assets of PBS Holdco LLC, a wholly-owned subsidiary of Schwazze, Schwazze’s Colorado manufacturing operation, 36 acres of land in Huerfano County, Colorado owned by Schwazze and substantially all of the assets owned by SBUD LLC, a wholly-owned subsidiary of Schwazze, and (ii) a first priority security interest in all assets owned by Schwazze and all of its direct or indirect subsidiaries on or after December 7, 2021. Schwazze is currently in default on its payment obligations under the Notes. Chicago Atlantic Admin, LLC serves as collateral agent under the Indenture governing the terms of the Notes. John Mazarakis, the Company’s Chief Executive Officer, is a partner of Chicago Atlantic Group, LP, an affiliate of Chicago Atlantic Admin, LLC. On October 29, 2025, the Company completed the disposition of certain assets previously classified as held for sale. As consideration, the Company received $250,000 in cash and notes receivable with an aggregate principal amount of $1,250,000 bearing an interest rate of 15% per annum. Principal of $500,000, together with interest accrued for the first six months, is payable on April 29, 2025. The remaining principal balance of $750,000, together with accrued interest, is payable on October 29, 2026.

Notes Receivable

12 Months Ended

Dec. 31, 2025

6. Notes Receivable

During the year ended December 31, 2025, the Company entered into Convertible Note Secondary Sale and Purchase Agreements (the “Note Purchase Agreements”) with certain holders (the “Noteholders”) certain 13% Senior Secured Convertible Notes due December 7, 2026 (the “Notes”) of Medicine Man Technologies, Inc. d/b/a Schwazze, a Nevada corporation (“Schwazze”). The Notes, which have a value of approximately $94,000,000, consisting of principal and accrued interest, were acquired by issuing 117,905,205 subordinate voting shares to the Noteholders. The notes receivable were initially recognized at fair value, which was determined based on the fair value of the subordinate voting shares issued. The fair value of the shares issued was $77,976,015 and was recorded as notes receivable in the consolidated balance sheet.

Schwazze’s obligations under the Notes are secured by (i) a junior security interest in the assets of PBS Holdco LLC, a wholly-owned subsidiary of Schwazze, Schwazze’s Colorado manufacturing operation, 36 acres of land in Huerfano County, Colorado owned by Schwazze and substantially all of the assets owned by SBUD LLC, a wholly-owned subsidiary of Schwazze, and (ii) a first priority security interest in all assets owned by Schwazze and all of its direct or indirect subsidiaries on or after December 7, 2021.

Schwazze is currently in default on its payment obligations under the Notes. Chicago Atlantic Admin, LLC serves as collateral agent under the Indenture governing the terms of the Notes. John Mazarakis, the Company’s Chief Executive Officer, is a partner of Chicago Atlantic Group, LP, an affiliate of Chicago Atlantic Admin, LLC.

On October 29, 2025, the Company completed the disposition of certain assets previously classified as held for sale. As consideration, the Company received $250,000 in cash and notes receivable with an aggregate principal amount of $1,250,000 bearing an interest rate of 15% per annum. Principal of $500,000, together with interest accrued for the first six months, is payable on April 29, 2025. The remaining principal balance of $750,000, together with accrued interest, is payable on October 29, 2026.