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Title of Class
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Amount
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13% Senior Secured Notes due December 10, 2026
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$243,250,000
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Name and registered address of agent for service:
C T Corporation System 1015 15th Street N.W., Suite 1000 Washington, DC 20005 (202) 572-3100 |
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With copies to:
Merritt S. Johnson Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, New York 10153 (212) 310-8000 |
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Exhibit No.
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Description
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Exhibit T3A-1* | | | Certificate of Incorporation and Notice of Articles of AYR Wellness Inc. | |
Exhibit T3A-2* | | | Articles of Incorporation of Ayr Wellness Canada Holdings Inc. | |
Exhibit T3A-3* | | | Articles of Organization of 242 Cannabis, LLC | |
Exhibit T3A-4* | | | Articles of Organization of AYR NJ, LLC | |
Exhibit T3A-5* | | | Articles of Organization of AYR Ohio LLC | |
Exhibit T3A-6* | | | Articles of Organization of AYR Wellness Holdings LLC | |
Exhibit T3A-7* | | | Certificate of Formation of AYR Wellness NJ, LLC | |
Exhibit T3A-8* | | | Articles of Organization of BP Solutions LLC | |
Exhibit T3A-9* | | | Articles of Organization of Cannapunch of Nevada LLC | |
Exhibit T3A-10* | | | Certificate of Formation of CannTech PA, LLC | |
Exhibit T3A-11* | | | Amended and Restated Articles of Incorporation of CSAC Acquisition AZ Corp. | |
Exhibit T3A-12* | | | Articles of Organization of CSAC Acquisition Connecticut LLC | |
Exhibit T3A-13* | | | Articles of Incorporation of CSAC Acquisition FL Corp. | |
Exhibit T3A-14* | | | Amended and Restated Articles of Incorporation of CSAC Acquisition IL Corp. | |
Exhibit T3A-15* | | | Articles of Incorporation of CSAC Acquisition IL II Corp. | |
Exhibit T3A-16* | | | Articles of Incorporation of CSAC Acquisition Inc. | |
Exhibit T3A-17* | | | First Certificate of Amendment to the Articles of Incorporation of CSAC Acquisition Inc. | |
Exhibit T3A-18* | | | Second Certificate of Amendment to the Articles of Incorporation of CSAC Acquisition Inc. | |
Exhibit T3A-19* | | | Articles of Incorporation of CSAC Acquisition MA Corp. | |
Exhibit T3A-20* | | | Amended and Restated Articles of Incorporation of CSAC Acquisition MA II Corp. | |
Exhibit T3A-21* | | | Amended and Restated Articles of Incorporation of CSAC Acquisition NJ Corp. | |
Exhibit T3A-22* | | | Articles of Incorporation of CSAC Acquisition NV Corp. | |
Exhibit T3A-23* | | | Certificate of Incorporation of CSAC Acquisition NY Corp. | |
Exhibit T3A-24* | | | Amended and Restated Articles of Incorporation of CSAC Acquisition PA Corp. | |
Exhibit T3A-25* | | | Articles of Incorporation of CSAC Acquisition PA II Corp. | |
Exhibit T3A-26* | | | Certificate of Formation of CSAC Acquisition TX Corp. | |
Exhibit T3A-27* | | | Articles of Incorporation of CSAC Holdings Inc. | |
Exhibit T3A-28* | | | Articles of Organization of CSAC LLC | |
Exhibit T3A-29*
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| | Articles of Organization of CSAC Ohio, LLC | |
Exhibit T3A-30* | | | Certificate of Organization of Cultivauna, LLC | |
Exhibit T3A-31* | | | Articles of Merger of DFMMJ Investments, LLC | |
Exhibit T3A-32* | | | Certificate of Organization of DocHouse, LLC | |
Exhibit T3A-33* | | | Articles of Organization of DWC Investments, LLC | |
Exhibit T3A-34* | | | Certificate of Organization of Eskar LLC | |
Exhibit T3A-35* | | | Articles of Organization of Green Light Holdings LLC | |
Exhibit T3A-36*
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| | Articles of Organization of Green Light Management, LLC | |
Exhibit T3A-37* | | | Articles of Organization of Herbal Remedies Dispensaries, LLC | |
Exhibit T3A-38* | | | Articles of Incorporation of Klymb Project Management, Inc. | |
Exhibit T3A-39* | | | Articles of Organization of Kynd-Strainz LLC | |
Exhibit T3A-40* | | | Articles of Organization of Land of Lincoln Dispensary LLC | |
Exhibit No.
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Description
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Exhibit T3A-41* | | | Articles of Organization of Lemon Aide LLC | |
Exhibit T3A-42* | | | Articles of Organization and Articles of Merger of Livfree Wellness LLC | |
Exhibit T3A-43* | | | Articles of Organization of Mercer Strategies FL, LLC | |
Exhibit T3A-44* | | | Articles of Organization of Mercer Strategies MA, LLC | |
Exhibit T3A-45* | | | Articles of Organization of Mercer Strategies PA, LLC | |
Exhibit T3A-46* | | | Certificate of Organization of PA Natural Medicine LLC | |
Exhibit T3A-47* | | | Certificate of Name Change of PA Natural Medicine LLC | |
Exhibit T3A-48* | | | Articles of Organization of Parker RE MA, LLC | |
Exhibit T3A-49* | | | Articles of Organization of Parker RE PA, LLC | |
Exhibit T3A-50*
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| | Articles of Organization of Parker Solutions FL, LLC | |
Exhibit T3A-51* | | | Articles of Organization of Parker Solutions IL, LLC | |
Exhibit T3A-52* | | | Articles of Organization of Parker Solutions MA, LLC | |
Exhibit T3A-53* | | | Certificate of Formation of Parker Solutions NJ LLC | |
Exhibit T3A-54* | | | Articles of Organization of Parker Solutions OH, LLC | |
Exhibit T3A-55* | | | Articles of Organization of Parker Solutions PA, LLC | |
Exhibit T3A-56* | | | Articles of Organization of Sira Naturals, Inc. | |
Exhibit T3A-57* | | | Amendment to Articles of Organization of Sira Naturals, Inc. | |
Exhibit T3A-58* | | | Articles of Entity Conversion of Sira Naturals, Inc. | |
Exhibit T3A-59* | | | Articles of Incorporation of Tahoe Capital Company | |
Exhibit T3A-60* | | | Articles of Organization of Tahoe Hydroponics Company, LLC | |
Exhibit T3A-61* | | | Amendment to Articles of Organization of Tahoe Hydroponics Company, LLC | |
Exhibit T3A-62* | | | Articles of Organization of Tahoe-Reno Botanicals, LLC | |
Exhibit T3A-63* | | | Articles of Organization of Tahoe-Reno Extractions, LLC | |
Exhibit T3B-1 | | | | |
Exhibit T3B-2 | | | | |
Exhibit T3B-3 | | | | |
Exhibit T3B-4 | | | | |
Exhibit T3B-5 | | | | |
Exhibit T3B-6 | | | | |
Exhibit T3B-7 | | | | |
Exhibit T3B-8 | | | | |
Exhibit T3B-9 | | | | |
Exhibit T3B-10 | | | | |
Exhibit T3B-11 | | | | |
Exhibit T3B-12 | | | | |
Exhibit T3B-13 | | | | |
Exhibit T3B-14 | | | | |
Exhibit T3B-15 | | | | |
Exhibit T3B-16 | | | | |
Exhibit T3B-17 | | | | |
Exhibit T3B-18 | | | | |
Exhibit T3B-19 | | | | |
Exhibit T3B-20 | | | |
Exhibit No.
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Description
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Exhibit T3B-21 | | | | |
Exhibit T3B-22 | | | | |
Exhibit T3B-23 | | | | |
Exhibit T3B-24 | | | | |
Exhibit T3B-25 | | | | |
Exhibit T3B-26 | | | | |
Exhibit T3B-27 | | | | |
Exhibit T3B-28 | | | | |
Exhibit T3B-29 | | | | |
Exhibit T3B-30 | | | | |
Exhibit T3B-31 | | | | |
Exhibit T3B-32 | | | | |
Exhibit T3B-33 | | | | |
Exhibit T3B-34 | | | | |
Exhibit T3B-35 | | | | |
Exhibit T3B-36 | | | | |
Exhibit T3B-37 | | | | |
Exhibit T3B-38 | | | | |
Exhibit T3B-39 | | | | |
Exhibit T3B-40 | | | | |
Exhibit T3B-41 | | | | |
Exhibit T3B-42 | | | | |
Exhibit T3B-43 | | | | |
Exhibit T3B-44 | | | | |
Exhibit T3B-45 | | | | |
Exhibit T3B-46 | | | | |
Exhibit T3B-47 | | | | |
Exhibit T3B-48 | | | | |
Exhibit T3B-49 | | | | |
Exhibit T3B-50 | | | | |
Exhibit T3B-51 | | | | |
Exhibit T3B-52 | | | | |
Exhibit T3B-53 | | | | |
Exhibit T3B-54 | | | | |
Exhibit T3B-55 | | | | |
Exhibit T3B-56 | | | | |
Exhibit T3B-57 | | | | |
Exhibit T3B-58 | | | | |
Exhibit T3C | | | Form of Amended and Restated Trust Indenture among AYR Wellness Inc., as parent guarantor, AYR Wellness Canada Holdings Inc., as issuer and Odyssey Trust Company, as Trustee (included in Exhibit T3E-3 hereto) | |
Exhibit T3D-1 | | | | |
Exhibit T3D-2**
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| | Final Order of the Court | |
Exhibit No.
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Description
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Exhibit T3E-1 | | | | |
Exhibit T3E-2 | | | | |
Exhibit T3E-3 | | | Management Information Circular of AYR Wellness Inc. and Ayr Wellness Canada Holdings Inc. for Holders of 12.50% Senior Secured Notes due December 10, 2024 to Consider a Proposed Plan of Arrangement | |
Exhibit T3F | | | Cross reference sheet showing the location in the Indenture of the provisions inserted therein pursuant to Section 310 through 318(a), inclusive, of the Trust Indenture Act (included in Exhibit T3E-3 hereto) | |
Exhibit 25.1** | | | Statement of eligibility and qualification of the Trustee on Form T-6. | |
| Attest: | | |
/s/ Brad Asher
Name:
Brad Asher
Title:
Chief Financial Officer
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Executive Chair
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| Attest: | | |
/s/ Brad Asher
Name:
Brad Asher
Title:
Chief Financial Officer and Secretary
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| | By: | | |
/s/ Charles Miles
Name:
Charles Miles
Title:
Director
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| Attest: | | |
/s/ Charles Miles
Name:
Charles Miles
Title:
Manager
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Manager
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| Attest: | | |
/s/ Joyce Johnson
Name:
Joyce Johnson
Title:
Manager and Vice President
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| | By: | | |
/s/ Marla Bowie
Name:
Marla Bowie
Title:
Manager and President
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| Attest: | | |
/s/ Charles Miles
Name:
Charles Miles
Title:
Director
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Director
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|
| Attest: | | |
/s/ Paul Fisher
Name:
Paul Fisher
Title:
Vice President of Sole Member
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| | By: | | |
/s/ Brad Asher
Name:
Brad Asher
Title:
Manager
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| Attest: | | |
/s/ Paul Fisher
Name:
Paul Fisher
Title:
Vice President of Sole Member
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
President
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| Attest: | | |
/s/ Paul Fisher
Name:
Paul Fisher
Title:
Vice President of Sole Member
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Manager
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| Attest: | | |
/s/ Brad Asher
Name:
Brad Asher
Title:
Chief Financial Officer of Sole Member
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Executive Chair of Sole Member
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| Attest: | | |
/s/ Charles Miles
Name:
Charles Miles
Title:
Director of Sole Member
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Director of Sole Member
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| Attest: | | |
/s/ Louis F. Karger
Name:
Louis F. Karger
Title:
Director of Sole Member
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Director of Sole Member
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| Attest: | | |
/s/ Louis F. Karger
Name:
Louis F. Karger
Title:
Director
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| | By: | | |
/s/ Jonathan Sandelman
Name:
Jonathan Sandelman
Title:
Director
|
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