On February 28, 2019, the Company completed the acquisition of all issued and outstanding shares of Manitoba Harvest. Manitoba Harvest develops and distributes a diverse portfolio of hemp-based natural food and wellness products and enables the Company to expand into the growing cannabidiol (“CBD”) product market in the United States.

Subsequent to the acquisition date, the Company revised the preliminary purchase price of the Manitoba Harvest acquisition to include working capital adjustments of $280 related to the acquisition. The Company also revised the preliminary allocation of the purchase price to assets acquired and liabilities assumed at the acquisition date, resulting in a $1,112 decrease in goodwill. The Company completed the final purchase price allocation for Manitoba Harvest. The goodwill of $126,881, assigned to the Hemp reportable segment (refer to Note 12), is attributable to factors such as market share, reputation with customers and vendors, and the skilled workforce of Manitoba Harvest. Goodwill is not deductible for tax purposes. The gross contractual amount of receivables as at the date of acquisition was $6,340, of which approximately $133 was not expected to be collected.

The financial results of Manitoba Harvest are included in the Company’s financial statements since acquisition close. The statements of net loss and comprehensive loss include revenue of $58,029 and net loss of $14,441 of Manitoba Harvest for the year ended December 31, 2019, respectively. The Company incurred acquisition costs of $1,328 for the acquisition of Manitoba Harvest.

On February 15, 2019, the Company acquired the remaining 97% issued and outstanding shares of Natura Naturals Holdings Inc. (“Natura”). Natura is licensed to cultivate and produce medical cannabis, expanding the Company’s capacity to supply high-quality branded cannabis products to the Canadian market. The Company revised the preliminary allocation of the purchase price to assets acquired and liabilities assumed at the acquisition date, resulting in a $2,340 increase in goodwill. The Company completed the final purchase price allocation. The goodwill of $29,314, assigned to the Cannabis reportable segment (refer to Note 12), is attributable to factors such as strong supply chain, quality of products and the skilled workforce of Natura. Goodwill is not deductible for tax purposes.

The financial results of Natura are included in the Company’s financial statements since acquisition close. The statements of net loss and comprehensive loss include revenue of $14,544 and net loss of $125 for the year ended December 31, 2019, respectively. The Company incurred acquisition costs of $824 for the acquisition of Natura.

On July 11, 2019, the Company acquired all issued and outstanding shares of Smith & Sinclair Ltd. (“S&S”), which crafts edible candies, fragrances and creative consumables in the United Kingdom and enables the Company to develop CBD-infused edibles and beverages as well as alcohol-infused edibles for distribution in Canada, United States and Europe. The financial results of S&S are included in the Company’s financial statements since acquisition close. The goodwill of $4,932 is assigned to the Hemp reportable segment (refer to Note 12). The statements of net loss and comprehensive loss include revenue of $1,633 and net loss of $2,774 for the year ended December 31, 2019, respectively.

The final allocations of the purchase price to assets acquired and liabilities assumed on the respective acquisition dates of Manitoba Harvest, Natura and S&S are as follows:

	Manitoba Harvest		Natura		S&S
Assets
Cash and cash equivalents	$	5,534		169		137
Accounts receivable		6,207		109		264
Inventory		15,331		3,482		195
Prepayments and other current assets		1,030		166		125
Property and equipment		23,581		17,435		138
Intangible assets^(1)(2)(3)		195,966		10,494		2,418
Goodwill		126,881		29,314		4,932
Total assets		374,530		61,169		8,209
Liabilities
Accounts payable		4,973		3,280		220
Accrued expenses and other current liabilities		4,911		876		89
Deferred tax liability		54,393		2,781		459
Total liabilities		64,277		6,937		768
Net assets acquired	$	310,253	$	54,232	$	7,441

(1) Manitoba Harvest: trademarks - $54,688, developed technology - $6,988 and customer relationships - $134,290

The final purchase price of the Manitoba Harvest, Natura and S&S acquisitions are calculated as follows:

	Manitoba Harvest		Natura		S&S
Cash paid on closing	$	114,566	$	15,253	$	2,420
Cash paid six months after closing		37,490		—		—
Class 2 common stock issued on closing^(1)(2)(5)		96,844		15,099		3,189
Class 2 common stock issued six months after closing⁽¹⁾		31,866		—		—
Working capital adjustment		280		—		—
Contingent consideration		29,207		20,007		1,812
Fair value of previously held interest⁽³⁾		—		1,565		—
Effective settlement of pre-existing debt⁽⁴⁾		—		2,308		—
Subscription rights		—		—		20
Total fair value of consideration transferred	$	310,253	$	54,232	$	7,421

(1) For the acquisition of Manitoba Harvest, 1,209,946 shares of Class 2 common stock were issued on closing and 899,306 shares of Class 2

(2) For the acquisition of Natura, 180,332 shares of Class 2 common stock were issued on closing.

(3) The fair value of the Company’s previously held interest in Natura on the acquisition date was determined based on the fair value of total

(4) The Company held C$3,000 convertible debt of Natura at the acquisition date. On acquisition, this debt and related accrued interest was

(5) For the acquisition of S&S, 79,289 shares of Class 2 common stock were issued on closing.

The unaudited pro forma information for the periods set forth below gives effect to the acquisitions of

Manitoba Harvest, Natura and S&S as if the acquisitions had occurred as of January 1, 2018. This pro forma

information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisitions been consummated as of that time:

Acquisition-related (income) expenses, net for the years ended December 31 2019 and 2018 are comprised of the following items: