Vireo Growth Completes FLUENT Acquisition, Expands National Footprint to 210 Marijuana Dispensaries Across 10 States

Vireo Growth Inc. announced today that it has completed its acquisition of FLUENT Corp., significantly expanding its presence in Florida’s medical marijuana market and bringing its nationwide retail footprint to approximately 210 dispensaries across 10 states.

According to the company’s official announcement, the all-stock transaction adds 33 dispensaries and approximately 117,000 square feet of cultivation and production capacity. Combined with Vireo’s existing Green Dragon operations, the company now operates approximately 74 dispensaries and 317,000 square feet of cultivation and manufacturing space in Florida.

The acquisition was originally announced in April and received shareholder approval in July. Under the completed agreement, Vireo issued 6,148,780 subordinate voting shares in exchange for all outstanding FLUENT shares. Each FLUENT common share was exchanged for approximately 0.002351197 Vireo shares, reflecting a previously completed 30-for-1 share consolidation.

Immediately before the acquisition closed, FLUENT also completed the conversion of approximately $35.7 million in outstanding debt into equity. This included an initial $30 million debt conversion agreed upon in April and an additional $5.7 million conversion announced earlier this month.

The debt restructuring resulted in the issuance of more than 2 billion FLUENT shares to participating lenders, which were subsequently exchanged for Vireo shares. Shares issued to those lenders are subject to a six-month restriction on sales or transfers.

John Mazarakis, chief executive officer of Vireo Growth, said the acquisition provides greater operational scale in Florida, where the company has already identified opportunities to improve efficiency and streamline operations.

Mazarakis said FLUENT had already made progress implementing a revised operating budget designed to reduce costs and improve performance, adding that combining the businesses creates additional opportunities to strengthen the company’s operations.

The transaction also includes changes to FLUENT’s operations outside Florida. Its New York subsidiary, Etain LLC, is expected to be sold to a third-party operator, while its Buffalo cultivation operations will be transferred to Ace Heritage LLC, a Vireo-affiliated company. FLUENT’s Texas subsidiary, Cansortium Texas LLC, is also expected to be sold to Legacy Therapeutics LLC.

Both sales remain subject to regulatory approval and other closing conditions.

The acquisition also increases Chicago Atlantic’s ownership stake in Vireo. Following the debt conversions and share exchange, Chicago Atlantic and its affiliates now hold approximately 7.47 million Vireo shares, representing roughly 11.7% of the company’s outstanding shares on an as-converted basis, up from 6.2% before the transaction.

FLUENT’s shares are expected to be delisted from the Canadian Securities Exchange and removed from the OTCQB Venture Market. The company also plans to terminate its public reporting obligations.

The completed acquisition marks another major transaction for Vireo, which has expanded rapidly throughout 2026 through acquisitions involving Schwazze, Eaze and other marijuana businesses.