| Schedule of notes payable |
Notes payable consist of the following as of September 30, 2026 and December 31, 2025: | | | | | | | | | | | | | As of | | September 30, 2026 | | December 31, 2025 | | Senior Secured Notes – 2029 | $ | 500,000 | | | $ | — | | | Senior Secured Notes – 2027 | 36,702 | | | 56,597 | | | Senior Secured Notes – 2026 | — | | | 456,815 | | | Amended Needham LOC | 69,000 | | | 21,910 | | | ABL Facility – EWB | 12,000 | | | 12,000 | | | Seller note payable - Scottsdale Note | 3,880 | | | 4,093 | | | Seller note payable - Cannabis Haven | 6,500 | | | — | | | Other notes payable | 8,836 | | | 3,308 | | | Less: Unamortized debt discount and deferred financing fees | (7,438) | | | (6,071) | | | Notes payable, net of unamortized debt discount and deferred financing fees | 629,480 | | | 548,652 | | | Less: Notes payable - current | (46,053) | | | (35,730) | | | Notes payable - net of current | $ | 583,427 | | | $ | 512,922 | |
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| Schedule of credit facilities |
Below is a summary of the Company's credit facilities outstanding as of September 30, 2026: | | | | | | | | | | | | | | | | | | | | | | | | | | | | Credit facility | Original facility size | | Outstanding balance | | Stated interest rate(12) | | Maturity date | | | Senior Secured Notes – 2029 | $ | 500,000 | | | $ | 500,000 | | | 11.50% | | February 18, 2029 | | | Senior Secured Notes – 2027 | 67,000 | | | 36,702 | | | 10.00% | (5) | December 17, 2027 | | Senior Secured Notes – 2026(9) | 475,000 | | | — | | | 8.00% | (4) | December 15, 2026 | (9) | Amended Needham LOC(2)(10) | 100,000 | | | 69,000 | | | 8.99% | (6)(10) | February 18, 2029 | (10) | | ABL Facility - EWB Note | 12,000 | | | 12,000 | | | 6.00% | (7) | August 25, 2027 | (11) | Seller note payable - Scottsdale Note(3) | 5,100 | | | 3,880 | | | 5.00% | (8) | December 1, 2036 | | Seller note payable - Cannabis Haven (13) | 6,500 | | | 6,500 | | | 8.00% | (14) | September 18, 2028 | | Other notes payable - miscellaneous(1) | 12,937 | | | 8,836 | | | Various | | Various | | | Total | $ | 1,178,537 | | | $ | 636,918 | | | | | | | | | | | | | | | | (1) Comprised of various immaterial loans held by Curaleaf International. | (2) In October 2025, the total borrowing capacity under the Needham LOC was increased from $40.0 million to $100.0 million; see section herein titled "Needham Bank" for additional information. | (3) The Company has a seller note payable incurred in connection with the Company’s purchase of a building in Scottsdale, Arizona (the “Scottsdale Note”). | (4) Compounded semi-annually and payable in arrears on June 15th and December 15th of each year. | (5) Compounded monthly and computed daily on the basis of a 360-day year for the actual number of days elapsed for a period of time. Interest and principal payments are payable in arrears and due on the 17th of each month. | (6) Calculated on the basis of a 360-day year. Interest is due on the 6th of each month. | (7) Calculated on the basis of a 360-day year for the actual number of days elapsed for any period of time. Interest is due on the 25th of each month. | (8) Compounded monthly and computed daily on the basis of a 360-day year for the actual number of days elapsed for a period of time. Interest and principal payments are payable in arrears and due on the 23rd of each month. | (9) In February 2026, the Company closed on a private placement of senior secured notes for aggregate gross proceeds of $500.0 million due February 18, 2029. Net proceeds were used to fully repay the Senior Secured Notes – 2026. | (10) In conjunction with the origination of the Senior Secured Notes – 2029, the maturity date of the Amended Needham LOC was extended to February 18, 2029, and the interest rate was amended to 8.99% in accordance with the terms of the Amended and Restated Needham Loan Agreement. | (11) On July 24, 2026, the maturity date of the EWB Note was extended to August 25, 2027. | (12) The weighted-average interest rate aligns with the stated interest rates of all credit facilities, except for the miscellaneous category, the impact of which is immaterial. | (13) The Company has a seller note payable incurred in connection with the Company's purchase of Cannabis Haven. See Note 4 — Acquisitions for more information. | (14) Calculated at a fixed rate of 8.00% per annum. Interest and principal payments are payable in arrears quarterly with the first payment due three months after the effective date. |
The Company's interest expense by credit facility for the three and nine months ended September 30, 2026 was as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Three months ended September 30, 2026 | | Nine months ended September 30, 2026 | | Credit facility | Effective interest rate | | Stated interest expense | | Amortization of debt discount/premium and deferred financing fees | | Total interest expense (1) | | Stated interest expense | | Amortization of debt discount/premium and deferred financing fees | | Total interest expense (1) | | Senior Secured Notes – 2029 | 12.17% | | $ | 14,674 | | | $ | 442 | | | $ | 15,116 | | | $ | 35,469 | | | $ | 1,291 | | | $ | 36,760 | | | Senior Secured Notes – 2027 | 10.69% | | 1,029 | | | 270 | | | 1,299 | | | 3,554 | | | 464 | | | 4,018 | | | Senior Secured Notes – 2026 | 9.30% | | — | | | — | | | — | | | 4,906 | | | 717 | | | 5,623 | | | Amended Needham LOC | 8.99% | | 1,207 | | | 194 | | | 1,401 | | | 2,241 | | | 946 | | | 3,187 | | | ABL Facility - EWB Note | 6.00% | | 184 | | | — | | | 184 | | | 546 | | | — | | | 546 | | | Seller notes payable - Scottsdale Note | 5.00% | | 50 | | | — | | | 50 | | | 151 | | | — | | | 151 | | | Seller note payable - Cannabis Haven | 8.00% | | 17 | | | 50 | | | 67 | | | 17 | | | 50 | | | 67 | | | Other notes payable - miscellaneous | Various | | 67 | | | — | | | 67 | | | 169 | | | — | | | 169 | | | | | $ | 17,228 | | | $ | 956 | | | $ | 18,184 | | | $ | 47,053 | | | $ | 3,468 | | | $ | 50,521 | | | | | | | | | | | | | | | | (1) Total interest expense herein does not encompass interest expense recognized on the Company’s deferred consideration obligations. For the three and nine months ended September 30, 2026, the Company recognized interest expense of $0.2 million and $0.5 million, respectively, on its deferred consideration obligations. See Note 4 — Acquisitions for additional information. |
The Company's interest expense by credit facility for the three and nine months ended September 30, 2025 was as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Three months ended September 30, 2025 | | Nine months ended September 30, 2025 | | Effective interest rate | | Stated interest expense | | Amortization of debt discount/premium and deferred financing fees | | Total interest expense (1) | | Stated interest expense | | Amortization of debt discount/premium and deferred financing fees | | Total interest expense (1) | | Senior Secured Notes – 2027 | 10.69 | % | | $ | 1,675 | | | $ | 82 | | | $ | 1,757 | | | $ | 4,709 | | | $ | 189 | | | $ | 4,898 | | | Senior Secured Notes – 2026 | 9.30 | % | | 9,151 | | | 1,487 | | | 10,638 | | | 27,450 | | | 4,461 | | | 31,911 | | | Bloom Notes – 2025 | 10.36 | % | | — | | | — | | | — | | | 29 | | | 142 | | | 171 | | | Bloom Notes – 2024 | 10.00 | % | | — | | | — | | | — | | | 267 | | | — | | | 267 | | | Needham LOC | 7.99 | % | | 213 | | | 390 | | | 603 | | | 739 | | | 862 | | | 1,601 | | | ABL Facility - EWB Note | 6.00% | | 180 | | | 9 | | | 189 | | | 538 | | | 39 | | | 577 | | | Other notes payable - BHH Note | 15.00% | | 281 | | | — | | | 281 | | | 841 | | | — | | | 841 | | | Seller notes payable - Scottsdale Note | 5.00% | | 53 | | | — | | | 53 | | | 163 | | | — | | | 163 | | | Other notes payable - miscellaneous | Various | | 30 | | | — | | | 30 | | | 145 | | | — | | | 145 | | | Other notes payable - VOWL Note | 4.25% | | 24 | | | — | | | 24 | | | 63 | | | — | | | 63 | | | Other notes payable - NGC Note | 12.00 | % | | — | | | — | | | — | | | 102 | | | — | | | 102 | | | | | $ | 11,607 | | | $ | 1,968 | | | $ | 13,575 | | | $ | 35,046 | | | $ | 5,693 | | | $ | 40,739 | | | | | | | | | | | | | | | | (1) Total interest expense herein does not encompass interest expense recognized on the Company’s deferred consideration obligations. For the three and nine months ended September 30, 2025, the Company recognized interest expense of $1.0 million and $2.9 million, respectively, on its deferred consideration obligations. See Note 4 — Acquisitions for additional information. |
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