ACQUISITIONS (Tables)

12 Months Ended

Dec. 31, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Schedule of Recognized Identified Assets Acquired

The following table summarizes the preliminary purchase price allocations for the transactions described above, which remains preliminary as management refines certain estimates during the respective measurement periods:

(in thousands)	Midwest Partnership Dispensary Three		Midwest Partnership Dispensary Four		Northeast Partnership Dispensary One		Northeast Partnership Dispensaries Two and Three
Assets acquired (liabilities assumed):
Cash	$	65	$	30	$	7	$	336
Inventory	72		45		95		886
Other current assets	30		46		8		—
Property and equipment(1)	867		2,298		1,150		3,734
Other assets	15		10		—		407
License(2)	1,250		1,920		1,180		3,510
Goodwill(3)	1,777		1,739		1,028		3,370
Accounts payable and accrued liabilities	(428)		(269)		(218)		(2,767)
Other current liabilities	—		—		—		(324)
Deferred tax liabilities	(381)		(586)		—		(1,071)
Net assets acquired	$	3,267	$	5,233	$	3,250	$	8,081
Consideration transferred:
Cash(4)	$	1,667	$	3,333	$	3,250	$	6,281
Fair value of contingent consideration	1,600		1,900		—		1,800
Total consideration	$	3,267	$	5,233	$	3,250	$	8,081

(1)The amounts related to Midwest Partnership Dispensary Three, Midwest Partnership Dispensary Four, and Northeast Partnership Dispensary One consist of leasehold improvements. The amount for Northeast Partnership Dispensaries Two and Three consists of $3,682 of leasehold improvements and $52 of furniture, fixtures, and equipment.

(2)The amortization period for the acquired licenses is 10 years. During 2025, we refined certain estimates related to the fair value of the Midwest Partnership Dispensary Three and Northeast Partnership Dispensary One acquired licenses, resulting measurement period purchase accounting adjustments that reduced the value by $710 and $120, respectively, with a related impact to goodwill.

(3)Goodwill is largely attributable to the value expected to be obtained from long-term business growth and buyer-specific synergies. Goodwill is largely not deductible for tax purposes under the limitations under Internal Revenue Code (“IRC”) Section 280E; see Note 14, “Income Taxes,” for additional information.

(4)Of the total cash consideration, $833 was paid in March 2025 for the Midwest Partnership Dispensary Three transaction and $1,667 was paid in May 2025 for the Midwest Partnership Dispensary Four transaction. The remainder of each respective total consideration amount is included as a sellers’ note as a component of debt; refer to Note 11, “Debt” for additional information. An initial payment of $813 was paid for the Northeast Partnership Dispensary One transaction upon signing in May 2025, and the remainder was paid upon final closing in December 2025.

The following table summarizes the purchase price allocation, as finalized during the measurement period:

(in thousands)
Assets acquired (liabilities assumed):
Property and equipment(1)	$	1,525
Other assets	76
Licenses(2)	5,270
Goodwill(3)	3,201
Accounts payable and accrued liabilities	(72)
Net assets acquired	$	10,000

(1)Consists of leasehold improvements of $1,398 and furniture, fixtures, and equipment of $127.

(2)The amortization period for acquired licenses is 10 years. During 2025, certain estimates related to the fair value of the acquired licenses were refined, resulting in a measurement period purchase accounting adjustment that reduced the value by $940, with a related impact to goodwill.

(3)Goodwill is largely attributable to the value expected to be obtained from long-term business growth and buyer-specific synergies. Goodwill is largely not deductible for tax purposes under the limitations under IRC Section 280E; see Note 14, “Income Taxes,” for additional information.

Purchase Price Allocation

(in thousands)	Devi Maryland
Assets acquired (liabilities assumed):
Cash	$	143
Inventory	447
Prepaids and other current assets(4)	97
Property and equipment(1)	4,593
Licenses(2)	9,560
Goodwill(3)(5)	2,968
Accounts payable and accrued liabilities(4)	(1,238)
Net assets acquired	$	16,570
Consideration transferred:
Cash(5)	$	11,800
Fair value of shares issued(6)	4,770
Total consideration	$	16,570

(1)Consists of: furniture, fixtures, and equipment of $953; land of $364; and buildings of $3,276.

(2)The amortization period for acquired licenses is 10 years. During 2023, we refined certain estimates related to the fair value of the acquired licenses and recorded a measurement period purchase accounting adjustment that increased the initial estimate by $510, with a related impact to goodwill, which is reflected in the table above.

(3)Goodwill is largely attributable to the value we expect to obtain from long-term business growth and buyer-specific synergies. The Company is evaluating whether the goodwill is deductible for tax purposes under the limitations imposed under IRC Section 280E; see Note 14, “Income Taxes,” for additional information.

(4)During 2023, we refined certain estimates related to the total balance of accounts payable assumed in the acquisition and recorded measurement period purchase accounting adjustments that reduced the initial estimate of prepaids and other current assets by $17 and reduced accounts payable and accrued liabilities by $257, each with a related impact to goodwill, which is reflected in the table above.

(5)Reflects a $200 reduction from the working capital settlement that was finalized in April 2024.

(6)The seller received 5,185 shares of Class A common stock with a fair value of $4,770.

Schedule of Revenue and Net Income (Loss) Related to Our Business Combinations

The following table summarizes the revenue and net income (loss) related to our business combinations recognized during 2025. Pro forma financial information is not presented for these acquisitions, as such results are immaterial, individually and in aggregate, to both the current and prior periods.

	Year Ended December 31, 2025
(in thousands)	Midwest Partnership Dispensary Three		Midwest Partnership Dispensary Four		Northeast Partnership Dispensary One		Northeast Partnership Dispensaries Two and Three
Revenue, net	$	2,703	$	2,510	$	3,529	$	2,811
Net income (loss)	215		395		496		(175)