●] Subordinate Voting Shares Trulieve Cannabis Corp. Subordinate Voting Shares (no par value per share) UNDERWRITING AGREEMENTUnderwriting Agreement • April 5th, 2021 • Trulieve Cannabis Corp. • Medicinal chemicals & botanical products • New York
Trulieve Cannabis Corp., a British Columbia corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom Canaccord Genuity LLC is acting as representative (the “Representative”), an aggregate of [●] shares (the “Firm Shares”) of its subordinate voting shares, no par value per share, of the Company (the “Subordinate Voting Shares”). The Company also proposes to issue and sell to the several Underwriters not more than an additional [●] Subordinate Voting Shares (the “Additional Shares”) if and to the extent that the Representative shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Subordinate Voting Shares granted to the Underwriters in Section 2 hereof. The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.”
TRULIEVE CANNABIS CORP. AMENDED AND RESTATED WARRANT TO PURCHASE 966,336 SHARES OF COMMON STOCKTrulieve Cannabis Corp. • April 5th, 2021 • Medicinal chemicals & botanical products • Florida
THIS CERTIFIES THAT, for value received, George Hackney, Jr. (and/or his assignee) is entitled to subscribe for and purchase 966,336 shares of common stock (as may be adjusted pursuant to Section 4 hereof, the “Warrant Shares”) of Trulieve Cannabis Corp., a British Columbia corporation (including any successor entity thereto, the “Company”), at the Exercise Price (as defined below, and as adjusted pursuant to Section 4 hereof), subject to the provisions and upon the terms and conditions hereinafter set forth.
