v3.26.3
Notes payable and debt (Tables)
9 Months Ended
Sep. 30, 2026
Debt Disclosure [Abstract]  
Schedule of notes payable
Notes payable consist of the following as of September 30, 2026 and December 31, 2025:
As of
September 30, 2026December 31, 2025
Senior Secured Notes – 2029$500,000 $— 
Senior Secured Notes – 202736,702 56,597 
Senior Secured Notes – 2026— 456,815 
Amended Needham LOC69,000 21,910 
ABL Facility – EWB12,000 12,000 
Seller note payable - Scottsdale Note3,880 4,093 
Seller note payable - Cannabis Haven6,500 — 
Other notes payable8,836 3,308 
Less: Unamortized debt discount and deferred financing fees(7,438)(6,071)
Notes payable, net of unamortized debt discount and deferred financing fees629,480 548,652 
Less: Notes payable - current(46,053)(35,730)
Notes payable - net of current$583,427 $512,922 
Schedule of credit facilities
Below is a summary of the Company's credit facilities outstanding as of September 30, 2026:
Credit facilityOriginal facility sizeOutstanding balance
Stated interest rate(12)
Maturity date
Senior Secured Notes – 2029$500,000 $500,000 11.50%February 18, 2029
Senior Secured Notes – 202767,000 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 Note12,000 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 VariousVarious
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, 2026Nine months ended September 30, 2026
Credit facilityEffective interest rateStated interest expenseAmortization of debt discount/premium and deferred financing fees
Total interest expense (1)
Stated interest expenseAmortization of debt discount/premium and deferred financing fees
Total interest expense (1)
Senior Secured Notes – 202912.17%$14,674 $442 $15,116 $35,469 $1,291 $36,760 
Senior Secured Notes – 202710.69%1,029 270 1,299 3,554 464 4,018 
Senior Secured Notes – 20269.30%— — — 4,906 717 5,623 
Amended Needham LOC8.99%1,207 194 1,401 2,241 946 3,187 
ABL Facility - EWB Note6.00%184 — 184 546 — 546 
Seller notes payable - Scottsdale Note5.00%50 — 50 151 — 151 
Seller note payable - Cannabis Haven8.00%17 50 67 17 50 67 
Other notes payable - miscellaneousVarious67 — 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, 2025Nine months ended September 30, 2025
Effective interest rateStated interest expenseAmortization of debt discount/premium and deferred financing fees
Total interest expense (1)
Stated interest expenseAmortization of debt discount/premium and deferred financing fees
Total interest expense (1)
Senior Secured Notes – 202710.69 %$1,675 $82 $1,757 $4,709 $189 $4,898 
Senior Secured Notes – 20269.30 %9,151 1,487 10,638 27,450 4,461 31,911 
Bloom Notes – 202510.36 %— — — 29 142 171 
Bloom Notes – 202410.00 %— — — 267 — 267 
Needham LOC7.99 %213 390 603 739 862 1,601 
ABL Facility - EWB Note6.00%180 9 189 538 39 577 
Other notes payable - BHH Note15.00%281 — 281 841 — 841 
Seller notes payable - Scottsdale Note5.00%53 — 53 163 — 163 
Other notes payable - miscellaneousVarious30 — 30 145 — 145 
Other notes payable - VOWL Note4.25%24 — 24 63 — 63 
Other notes payable - NGC Note12.00 %— — — 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.
Schedule of future principal payments
As of September 30, 2026, maturities of the Company's notes payable were as follows:
Fiscal year:Amount
2026 (three months remaining)$10,312 
202747,530 
20283,978 
2029570,311 
2030 and thereafter4,787 
Total future principal maturities$636,918 
Schedule of carrying values and fair values of notes payable
As of September 30, 2026 and December 31, 2025, the carrying values and fair values of the Company's notes payable were as follows:
As of
September 30, 2026December 31, 2025
Carrying Value$636,918 $554,723 
Fair Value651,103 546,068 
Schedule of debt instrument redemption
The Senior Secured Notes – 2029, inclusive of accrued and unpaid interest, may be redeemed early, subject to a prepayment premium as follows:
Loan yearPrepayment redemption prices
August 18, 2027 to February 17, 2028
105.8%
February 17, 2028 and thereafter
100.0%