# Vireo Growth Inc. (VREOF) — bankruptcy/administration [pending]
Source: sec.gov · situation sit_b081a92fe117d8579c31 · public 6564586237246752935 · retrieved 2026-08-25T14:54:43.885Z

## Overview
Vireo Growth Inc. is a cannabis company operating licensed cultivation, production and retail facilities in multiple U.S. states including Ohio, Minnesota, Maryland, Missouri, Utah, Nevada, New York, California, Colorado, Florida and New Mexico.

On July 30, 2026, Vireo Growth Inc. agreed to acquire 100% of FarmaceuticalRx LLC (FRX), an Ohio-based cannabis company, from SB Ohio Holdings Inc. and Chicago Atlantic Credit Opportunities, LLC (CACO) for an estimated closing purchase price of approximately $139.5 million, payable entirely in Vireo subordinate voting shares at $18.75 per share at closing, with 25% tranches due at 90 and 180 days post-closing priced at the greater of $17.25 or the 20-day VWAP. Approximately $12.7 million in convertible notes held by CACO will be converted into FRX membership interests immediately prior to closing. The transaction is subject to regulatory approvals and a condition that Chicago Atlantic and its affiliates hold less than 20% of Vireo's outstanding shares post-closing.

## Terms
- Counterparty: SB Ohio Holdings Inc. and Chicago Atlantic Credit Opportunities, LLC · Deal value: $139.5M · Consideration: stock · Price/share: $18.75

## Key dates
- Announced 2026-08-05

## Timeline
- 2026-08-05 · 8-K (0001104659-26-091266): 8-K - Vireo Growth Inc. — *Vireo Growth Inc. is a cannabis company operating licensed cultivation, production and retail facilities in multiple U.S. states including Ohio, Minnesota, Maryland, Missouri, Utah, Nevada, New York, California, Colorado, Florida and New Mexico.* On July 30, 2026, Vireo Growth Inc. agreed to acquire 100% of FarmaceuticalRx LLC (FRX), an Ohio-based cannabis company, from SB Ohio Holdings Inc. and Chicago Atlantic Credit Opportunities, LLC (CACO) for an estimated closing purchase price of approximately $139.5 million, payable entirely in Vireo subordinate voting shares at $18.75 per share at closing, with 25% tranches due at 90 and 180 days post-closing priced at the greater of $17.25 or the 20-day VWAP. Approximately $12.7 million in convertible notes held by CACO will be converted into FRX membership interests immediately prior to closing. The transaction is subject to regulatory approvals and a condition that Chicago Atlantic and its affiliates hold less than 20% of Vireo's outstanding shares post-closing.
  https://www.sec.gov/Archives/edgar/data/1771706/0001104659-26-091266.txt

## Citations
- 0001104659-26-091266 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926091266