Mr. Ben Kovler reports
GREEN THUMB INDUSTRIES ANNOUNCES AMENDMENT TO BRAND TRANSACTIONS WITH RYTHM, INC.
Green Thumb Industries Inc. has amended its brand licensing agreements with wholly owned subsidiaries of Rythm Inc.
Effective April 1, 2026, GTI Core LLC, an indirect wholly owned subsidiary of the company, has amended its existing trademark and recipe licence agreements with VCP IP Holdings LLC and MC Brands LLC, both wholly owned subsidiaries of Rythm. Under the amended agreements, licensing fees transition from revenue-based fees to recurring fixed fees of $70-million cash per year collectively for the licence rights to Rythm Premium Cannabis, incredibles, Beboe, Dogwalkers, Doctor Solomon's, &Shine and Good Green. Fees are payable in monthly instalments and subject to an annual increase equal to two times a CPI-based (consumer price index) escalator. No other terms were changed.
"As a significant shareholder in Rythm, Green Thumb shareholders are positioned to benefit from Rythm's long-term growth and value creation," said Green Thumb founder, chairman and chief executive officer Ben Kovler. "Green Thumb has grown and scaled these brands for more than a decade, and we remain as committed as ever to expanding their reach."
About Green Thumb Industries
Inc.
Green Thumb Industries is a leading national cannabis consumer packaged goods company and retailer headquartered in Chicago, Ill. The company manufactures and distributes a portfolio of branded cannabis products, some of which are licensed, including Rythm, Dogwalkers, incredibles, Beboe, &Shine, Doctor Solomon's and Good Green. Green Thumb also owns and operates Rise Dispensaries, a rapidly growing national retail chain with over 100 locations. Green Thumb serves millions of patients and customers each year with a mission to promote well-being through the power of cannabis while giving back to the communities it serves. Established in 2014, Green Thumb has manufacturing facilities and retail stores across 14 U.S. markets, employing approximately 5,000 people.
Related party disclosure
The company is a related party of Rythm by virtue of its indirect ownership of Rythm. Pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, the transaction contemplated by the purchase agreement is a related party transaction. The company is exempt from certain requirements of MI 61-101 in connection with the purchase agreement in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the aggregate value of the transaction does not exceed 25 per cent of the market capitalization of the company. Further details will be included in the company's material change report to be filed with the applicable Canadian securities regulatory authorities within the prescribed time. Such material change report will not be filed more than 21 days prior to closing of the transaction contemplated by the purchase agreement due to the timing of the announcement and closing occurring in less than 21 days.
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