19. Subsequent Events

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Standard Farms PA Management Services Agreement

On July 30, 2025, Standard Farms PA entered into a Management Services Agreement (the “MSA”) with MariMed Advisors, Inc., a Delaware corporation (the “Manager”).

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Under the MSA, the Manager will provide comprehensive management services to Standard Farms PA’s medical marijuana operations while Standard Farms PA will remain the permit holder of record. The Manager is tasked with overseeing budgeting, financial planning, compliance with applicable laws, and maintaining quality management programs. The Manager is also responsible for advising on accounting, managing business bank accounts, and ensuring compliance with tax and licensing requirements. 

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The Manager will receive a management fee of 12.5% of the gross revenue, payable monthly, with provisions for deferring payment, if necessary. The MSA includes standard representations, warranties, and indemnification provisions.  The MSA is set for an initial term of four years commencing September 1, 2025, with automatic renewals unless terminated.

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Litigation

On July 2, 2025 , B.Z. (“B.Z. Named Plaintiff”) filed a complaint in the United States District Court for the Northern District of Illinois against Shenzhen Smoore Technology Company, Ltd., Smoore International Holdings Limited, Jupiter, 3Win Corporation, CB Solutions Inc. and Greenlane Holdings, Inc. (collectively, the “Defendants”). In the complaint, the B.Z. Named Plaintiff alleges, on behalf of a class of similarly-situated indirect purchaser plaintiffs, that the Defendants violated federal and state antitrust statutes through the sale and distribution of closed cannabis oil vaporizing systems produced by Shenzhen Smoore Technology Company, Limited and Smoore International Holdings Limited. The Plaintiffs voluntarily dismissed their complaint.

On July 3, 2025, Plaintiff Martin Rukeyser (“Rukeyser Named Plaintiff”) filed a complaint in the United States District Court for the Southern District of Florida against the Defendants. In the complaint, the Rukeyser Named Plaintiff alleges, on behalf of a class of similarly-situated plaintiffs, that the Defendants violated federal and state antitrust statutes through the sale and distribution of closed cannabis oil vaporizing systems produced by Shenzhen Smoore Technology Company, Limited and Smoore International Holdings Limited. The Plaintiffs voluntarily dismissed their complaint.

On July 29, 2025, Plaintiff B.Z. filed a Motion for Transfer pursuant to 28 U.S.C. § 1407 with the Judicial Panel on Multidistrict Litigation, seeking centralization of the S.K., B.Z., M.M., and Rukeyser actions in the Northern District of Illinois.

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