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

Annual report pursuant to Section 13 and 15(d)

RELATED PARTY TRANSACTIONS (Tables)

RELATED PARTY TRANSACTIONS (Tables)

12 Months Ended

Dec. 31, 2023

The Company had the following related party transactions:


		Year Ended December 31,							As of December 31,
		2023		2022			2021			2023		2022
Nature of transaction	Related Party Income (Expense)					Related Party Receivable (Payable)
Management services agreements (1)		$	—	$	—		$	(42)		$	—	$	—

Senior Notes - interest expense and principal amount (2)		$	—	$	(26)		$	(4)		$	—	$	—
Second Lien Notes - interest expense and principal amount (3)		$	(2,223)	$	(138)		$	—		$	(19,788)	$	(17,491)
Other debt (4)		$	—	$	—		$	—		$	(3,298)	$	(3,189)
Loans to senior key management - interest income (5)		$	—	$	—		$	90		$	—	$	—

(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 the year ended December 31, 2022 and 2021 cannot be reliably determined as the majority of the Senior Notes were publicly traded.

(3)For the year ended December 31, 2023 and 2022, the Second Lien Notes payable and the related interest expense includes amounts related to certain senior key management as well as a significant investor. See Note 10 - Debt for information about the issuance of these notes.

(4)Other debt relates to Jushi Europe. On February 16, 2022, Jushi Europe filed a notice of over-indebtedness with the Swiss courts. Then, the Swiss courts declared Jushi Europe’s bankruptcy on May 19, 2022. As a result, Jushi Europe updated its corporate name to Jushi Europe SA in liquidation, which is still on-going. Refer to Note 15 - Non-Controlling Interest for more information.

(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.