Jushi Holdings Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

12 Months Ended

Dec. 31, 2022


21. RELATED PARTY TRANSACTIONS

The Company had the following related party transactions:


		Year Ended December 31,							As of December 31,
		2022		2021			2020			2022		2021
Nature of transaction	Related Party Income (Expense)					Related Party Receivable (Payable)
Management services agreements (1)		$	—	$	(42)		$	(248)		$	—	$	—

Senior Notes - interest expense and principal amount (2)		$	(26)	$	(4)		$	(2,305)		$	—	$	(1,194)
Second Lien Notes - interest expense and principal amount (3)		$	(138)	$	—		$	—		$	(17,491)	$	—
Other debt (4)		$	—	$	—		$	—		$	(3,189)	$	(3,384)
Loans to senior key management - interest income (5)		$	—	$	90		$	21		$	—	$	—

(1)Includes fees paid to entities controlled by the Company’s Chief Executive Officer, James Cacioppo, for shared costs of administrative services, the provision of financial and research-related advice, and sourcing and assisting in mergers, acquisitions and capital transactions. These amounts are included in operating expenses within the consolidated statements of operations and comprehensive income (loss).

(2)For the year ended December 31, 2022, interest expense includes amounts related to certain senior key management, directors and other employees as well as a significant investor. Interest expense for year ended December 31, 2022 and 2021 cannot be reliably determined as the majority of the Senior Notes are publicly traded. Principal amounts outstanding as of December 31, 2022 and 2021 are also estimates for this reason.

(3)For the year ended December 31, 2022, the Second Lien Notes payable and the related interest expense includes amounts related to a director as well as a significant investor.

(4)Refer to Note 17 - Non-Controlling Interests for details of other loans from related parties.

(5)In January 2021, an executive received a loan from the Company of $174 for withholding tax requirements for RSAs issued to the executive, which was repaid in full via payroll deductions. In April 2019, the Company entered into promissory notes with certain executives for the purchase of restricted stock, pursuant to which those executives borrowed an aggregate of $1,813 at a rate of 2.89% per annum, compounded annually. As these loans were non-recourse loans under the accounting guidance they were not reflected in the consolidated balance sheet or table above. As of December 31, 2021, all these balances plus accrued interest have been settled. The balances including accrued interest were settled as part of the executive’s regular pay and bonus, severance or via shares repurchased by the Company. During the year ended December 31, 2021, the Company received 471,757 shares from key management personnel in full settlement of principal amount $2,007 outstanding promissory notes and related interest.