Attached files
Exhibit 4.9
SUPPLEMENTAL WARRANT INDENTURE
THIS SUPPLEMENTAL WARRANT INDENTURE dated for reference as of November 7, 2019
BETWEEN:
TRULIEVE CANNABIS CORP., a corporation existing under the laws of British Columbia (the “Corporation”)
AND:
ODYSSEY TRUST COMPANY, a trust company existing under the laws of Alberta and registered to carry on business in the provinces of British Columbia and Alberta (the “Warrant Agent”)
WHEREAS:
| A. | The Corporation and the Warrant Agent are parties to a warrant indenture dated as of June 18, 2019 (the “Indenture”) which provides for the issuance of up to 1,470,000 Warrants (as defined in the Indenture) subject to the conditions and limitations set forth in the Indenture; and |
| B. | In accordance with Section 8.1(g) of the Indenture, the parties hereto agree to enter into this Supplemental Warrant Indenture to amend the Indenture to provide for the issuance of additional Warrants, as set forth herein. |
NOW THEREFORE in consideration of the mutual covenants herein and such other good and valuable consideration exchanged between the Corporation and the Warrant Agent, the receipt and sufficiency of which is agreed to and acknowledged by each of the parties, the Corporation and the Warrant Agent covenant and agree as follows:
| 1. | The Indenture shall be amended to increase the maximum number of Warrants created and authorized for issuance pursuant to Section 2.1 from “1,470,000” to “3,030,000”. |
| 2. | The Indenture shall be modified in accordance with this Supplemental Warrant Indenture, and this Supplemental Warrant Indenture shall form part of the Indenture for all purposes and every Warrantholder (as that term is defined in the Indenture) shall be bound thereby. |
| 3. | All capitalized terms not otherwise defined in this Supplemental Warrant Indenture shall have the same meanings ascribed thereto in the Indenture and any references herein to articles, section numbers and paragraphs shall refer to the articles, section numbers and paragraphs in the Indenture. |
| 4. | This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument. |
[Remainder of page intentionally left blank]
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Warrant Indenture to be duly executed as of the day and year first referenced above.
| TRULIEVE CANNABIS CORP. | ||
| By: |
| |
| Authorized Signatory | ||
| ODYSSEY TRUST COMPANY | ||
| By: |
| |
| Authorized Signatory | ||
| By: |
| |
| Authorized Signatory | ||