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Shareholders' Equity and Non-Controlling Interests
6 Months Ended
Jun. 30, 2020
Shareholders' Equity and Non-Controlling Interests [Abstract]  
Stockholders' Equity Note Disclosure [Text Block] SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS
The table below details the change in Pubco shares outstanding by class for the six months ended June 30, 2020:

Shareholders’ Equity
 
Subordinate Voting Shares
 
Subordinate Voting Shares Held in Treasury
 
Proportionate Voting Shares (as converted)
 
Multiple Voting Shares
 
Total Shares Outstanding
December 31, 2019
 
68,177

 
(842
)
 
23,143

 
168

 
90,646

Issuances
 
7,535

 

 

 

 
7,535

NCI conversions
 
385

 

 

 

 
385

PVS conversions
 
883

 

 
(883
)
 

 

June 30, 2020
 
76,980

 
(842
)
 
22,260

 
168

 
98,566



The table below details the change in Pubco shares outstanding by class for the six months ended June 30, 2019:

Shareholders’ Equity
 
Subordinate Voting Shares
 
Subordinate Voting Shares Held in Treasury
 
Proportionate Voting Shares (as converted)
 
Multiple Voting Shares
 
Total Shares Outstanding
December 31, 2018
 
21,943

 
(842
)
 
57,895

 
168

 
79,164

Issuances
 
5,765

 

 

 

 
5,765

NCI conversions
 
1,031

 

 

 

 
1,031

PVS conversions
 
32,167

 

 
(32,167
)
 

 

June 30, 2019
 
60,906


(842
)

25,728


168


85,960


During the six months ended June 30, 2019, the Company issued 208 SVS as compensation for consulting services expense of $3,424, respectively, recorded in Other equity transactions on the Statements of Shareholders’ Equity.
Warrants
A summary of the warrants activity outstanding is as follows:
Warrants
 
Six Months Ended June 30,
 
 
2020
 
2019
Beginning balance
 
2,040

 
2,259

Granted
 
6,085

 
4

Expired
 
(4
)
 

Ending balance
 
8,121

 
2,263


On February 10, 2020, the Company raised $27,887, net of issuance costs, from a private placement of 6,085 warrants priced at $4.93 per unit. The warrants were automatically exercised on March 2, 2020 for no additional consideration, and each unit sold consists of one SVS voting share and one purchase warrant with an exercise price of $5.80 and a five-year expiration. The Company evaluated the warrants for liability or equity classification in accordance with ASC 480 and determined that equity treatment was appropriate as the warrants only require settlement through the issuance of the Company’s SVS which are not redeemable, and do not represent an obligation to issue a variable number of shares. Accordingly, the warrants were classified as equity and are not subject to remeasurement at each balance sheet date.     
The exercise price of all other warrants outstanding as of June 30, 2020 is $25 per share.
The weighted-average remaining contractual life of the warrants outstanding is approximately 4 years. There was no aggregate intrinsic value for warrants outstanding as of June 30, 2020.
During the six months ended June 30, 2019, the Company issued 4 warrants with a weighted-average grant date fair value of $6.74 per share, and an expense of $27 was recorded in General and administrative expenses in the Statements of Operations.
The exercise price of all warrants outstanding as of June 30, 2019 was $25 per share, and the weighted-average remaining contractual life of the warrants outstanding is approximately 2 years. There was no aggregate intrinsic value for warrants outstanding as of June 30, 2019.
Non-controlling interests - convertible units
The Company has NCIs in consolidated subsidiaries USCo2 and HSCP. The non-voting shares of USCo2 and HSCP units make up substantially all of the NCI balance as of June 30, 2020 and are convertible for either one Subordinate Voting Share of Pubco or cash, as determined by the Company. Summarized financial information of HSCP is presented below. USCo2 does not have discrete financial information separate from HSCP.
HSCP net asset reconciliation
June 30, 2020
 
December 31, 2019
Current assets
$
134,934

 
$
55,296

Non-current assets
405,609

 
584,812

Current liabilities
(108,412
)
 
(46,434
)
Non-current liabilities
(73,471
)
 
(75,219
)
Other NCI balances
(539
)
 
(1,041
)
Accumulated equity-settled expenses
(168,498
)
 
(111,934
)
Net assets
$
189,623

 
$
405,480

HSCP/USCo2 ownership % of HSCP
19.2
%
 
21.64
%
Net assets allocated to USCo2/HSCP
$
36,408

 
$
87,746

Net assets attributable to other NCIs
539

 
1,041

Total NCI
$
36,947

 
$
88,787

 
Three Months Ended June 30,
 
Six Months Ended June 30,
HSCP Summarized Statement of Operations
2020
 
2019
 
2020
 
2019
Net loss allocable to HSCP/USCo2
(41,867
)
 
(48,059
)
 
(277,070
)
 
(77,017
)
HSCP/USCo2 weighted average ownership % of HSCP
17.18
%
 
24.40
%
 
20.55
%
 
24.86
%
Net loss allocated to HSCP/USCo2
(7,193
)
 
(11,724
)
 
(56,938
)
 
(19,146
)
Net loss allocated to other NCIs
15

 

 
(515
)
 
(5
)
Net loss attributable to NCIs
(7,178
)
 
(11,724
)
 
(57,453
)
 
(19,151
)

As of June 30, 2020, USCo2’s non-voting shares owned approximately 0.57% of HSCP units. USCo2’s capital structure is comprised of voting shares (approximately 70%), all of which are held by the Company, and of non-voting shares (approximately 30%) held by certain former HSCP members. Certain executive employees and profits interests holders own approximately 18.63% of HSCP units. The remaining 80.80% interest in HSCP is held by USCo and represents the members’ equity attributable to shareholders of the parent.
During the six months ended June 30, 2020 and 2019, the Company had several transactions with HSCP and USCo2 that changed its ownership interest in the subsidiaries but did not result in loss of control. These transactions included business acquisitions and the redemption of HSCP and USCo2 convertible units for Pubco shares (as shown in the table below), and resulted in a $5,587 and $12,180 allocation from NCI to shareholders' equity for the six months ended June 30, 2020 and 2019, respectively.
During the three and six months ended June 30, 2020, Pubco, by way of Acreage CCF New Jersey, LLC, acquired 100% of the operations of CCF for total consideration of $20,087. (Refer to Note 3 for further information). Pursuant to the acquisition, Pubco subsequently transferred the ownership of Acreage CCF New Jersey, LLC to HSCP by way of issuance of $10,000 HSCP units at closing price.
During the six months ended June 30, 2019, the Company made cash payments in the amount of $4,278 to HSCP and USCo2 unit holders in satisfaction of redemption requests the Company chose to settle in cash, as well as for LLC unitholders tax liabilities in accordance with the HSCP operating agreement.
A reconciliation of the beginning and ending amounts of convertible units is as follows:
 
 
Six Months Ended June 30,
Convertible Units
 
2020
 
2019
Beginning balance
 
25,035

 
27,340

Issuance of NCI units
 

 
198

Vested LLC C-1s canceled
 
(1,310
)
 
(126
)
LLC C-1s vested
 
1,000

 
625

NCI units settled in cash
 

 
(58
)
NCI units converted to Pubco
 
(385
)
 
(1,027
)
Ending balance
 
24,340

 
26,952