Vireo to Acquire FLUENT in All-Stock Deal

Vireo Growth Inc. announced today that it has reached a definitive agreement to acquire FLUENT Corp. in an all-stock transaction that would significantly expand Vireo’s footprint in Florida’s medical marijuana market.

Under the agreement, FLUENT shareholders would receive 0.0705359 of a Vireo subordinate voting share for each FLUENT share they own. The companies said the deal is expected to give Vireo approximately 74 stores in Florida and around 144,000 square feet of combined cultivation and production canopy, pending regulatory approval in each market.

FLUENT operates in Florida, New York and Texas, with 35 active retail locations, eight cultivation and manufacturing facilities and about 650 employees. The company generated approximately $71.5 million in revenue from its Florida operations in 2025.

Vireo, a multistate marijuana operator founded in 2014, currently operates in 10 states.

John Mazarakis, chief executive officer of Vireo, said the acquisition would expand the company’s presence in “one of the most important cannabis markets in the country,” adding that Florida’s limited-license structure “rewards scale.”

As part of the transaction, FLUENT has entered into an agreement with certain lenders to exchange $30 million in outstanding debt for FLUENT shares immediately before closing. Those shares would then be exchanged into Vireo shares once the acquisition is completed.

The transaction was unanimously approved by the boards of both companies, with interested directors abstaining. FLUENT shareholders must still approve the deal, which is expected to be voted on during a special meeting in the second quarter of 2026.

The companies said the transaction is expected to close in the fourth quarter of 2026, assuming all required court, shareholder and regulatory approvals are secured. After closing, FLUENT shares are expected to be delisted from the Canadian Securities Exchange and OTCQB Venture Market.

Chris Hagedorn has also resigned from FLUENT’s board of directors, with the company saying the vacancy will not be filled at this time.

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