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8-K ·Filed Aug 25, 2026

GRUSF

Grown Rogue International Inc.
BULLISH
Impact 7/10
Horizonweeks Processed2mo ago SEC0001279569-26-000827
Killer combo: Material agreement + unregistered equity (likely PIPE/convertible)
Actionable Insight ▲ Bullish

This is a transformative, high-upside entry into the New York cannabis market with a capital-efficient structure that limits balance sheet risk. The key catalysts are the execution of definitive purchase agreements (expected within 4 weeks) and regulatory approval. Monitor for the final purchase agreement and any updates on the Section 280E assumption, which is critical to the cash flow projections. The 7% potential dilution from the preferred conversion is manageable given the scale of the opportunity.

DirectionBullish
Confidencehigh
Horizonweeks
Latest settled — T+20d
GRUSF ▼ -6.91% at T+20d
LONG call ✗ call lost -6.91% · α vs SPY -8.16% · entry $0.4700 → $0.4375
Next anchor: T+60d in 23d
Latest observation: T+42 -35.78% FF3 residual α
Entry = T+0 close
Aug 25, 2026
via day close
T+1d
-2.11%
call -2.11% · α -2.13%
$0.4601
settled 2mo ago
T+5d
-5.32%
call -5.32% · α -4.78%
$0.4450
settled 8w ago
T+20d
-6.91%
call -6.91% · α -8.16%
$0.4375
settled 5w ago
T+60d
Pending
in 23d

Price Chart

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Executive Summary

Grown Rogue International Inc. (GRUSF) filed an 8-K detailing the initial steps toward the planned acquisition of PharmaCann Inc.'s New York license and assets. The company formed a joint venture, Grown Rogue New York LLC (GRNY), with a capital partner who provided $10 million for a 49% preferred equity stake and committed an additional $5 million drawable term loan. GRNY has entered into interim operating, lease, and loan agreements to manage and fund PCNY's operations, including four Verilife dispensaries and a cultivation facility, while definitive purchase agreements are finalized. The purchase price is anticipated to be approximately $4.5 million, with $3 million payable upon regulatory approval, and the company expects the New York operations to become cash flow positive within nine months and generate ~$600k in monthly cash flow within 18 months, though this is heavily dependent on lease adjustments and the non-applicability of Section 280E.

Key Financial Metrics

Deal Value
$4.5M
Deal Type
acquisition
Offering Size
$10.0M
Dilution
7%

Key Facts

  • Grown Rogue formed a 51/49 JV (GRNY) with a capital partner to acquire PharmaCann's NY license and assets.
  • Capital partner invested $10M for a 49% preferred equity stake in GRNY, convertible into ~18.2M GRUSF shares (~7% dilution) at $0.55/share.
  • Capital partner committed an additional $5M drawable term loan at 15% interest.
  • Anticipated purchase price for PCNY is ~$4.5M, with $3M payable upon regulatory approval.
  • GRNY entered into a GSA, master lease, and up to $9M secured loan to manage and fund PCNY's operations during the transition.
  • PCNY's four Verilife dispensaries averaged $1.7-2.0M in monthly sales; the Hamptonburgh facility produced >2,000 lbs of flower/month before slowing.
  • Company expects NY operations to become after-tax cash flow positive within 9 months and generate ~$600k/month within 18 months.
  • Identified cost savings of ~$20M annually, with >75% from lease adjustments; cash flow expectations assume Section 280E is no longer applicable by 2027.

Financial Impact

Total project-based financing of $15M ($10M equity + $5M debt) to fund a ~$4.5M acquisition and ~$12M in total project costs. Anticipated annual cost savings of ~$20M and monthly cash flow of ~$600k within 18 months.

revenuecash_flowdilutiondebt

Risk Factors

  • Failure to execute definitive purchase agreements or obtain regulatory approvals.
  • Operational ramp at Hamptonburgh facility may take longer or cost more than expected (6-9 month ramp).
  • Cash flow projections are heavily dependent on lease renegotiations (>75% of savings) and the assumption that Section 280E will no longer apply by 2027.
  • Potential disruption to dispensary sales during the transition due to reduced first-party product availability.
  • Dilution risk from conversion of preferred equity (~7%) and warrants (0.901 per $1 drawn on term loan).

Market Snapshot

Exchange
OTC
Sector
Agricultural Production-Crops
Analyst Consensus
86% bullish (7 analysts)

Investment Themes

Consumer & Retail

Documents Analyzed

This report is based on 3 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (Primary)0001279569-26-000827
Document: 0001279569-26-000827-index.html0001279569-26-000827
Document: 0001279569-26-000827.txt0001279569-26-000827
8 reports for GRUSF
Performance horizon

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Reports for GRUSF — sortable, filterable
TypeNow
Oct 22, 2026
3d ago
8-K
NEUTRAL ★ 4/10
$0.3500awaiting T+1—$0.3500 (−0.00%)
Oct 20, 2026
5d ago
8-K
BULLISH ★ 5/10
$0.3700 $0.3500▼ −5.41%▼ −4.22%$0.3500 (−5.41%)
Oct 20, 2026
6d ago
8-K
NEUTRAL ★ 2/10
$0.3700 $0.3700· 0.00%▼ −0.53%$0.3500 (−5.41%)
Aug 25, 2026
8w ago
8-K
BULLISH ★ 7/10
$0.4700 $0.4601▼ −2.11%▼ −2.13%$0.3500 (−25.53%)
May 1, 2026
25w ago
10-K/A
NEUTRAL ★ 2/10
$0.3600 $0.3700▲ +2.78%▲ +1.98%$0.3500 (−2.78%)
Apr 27, 2026
26w ago
8-K
NEUTRAL ★ 2/10
$0.3800 $0.3800· 0.00%▲ +0.49%$0.3500 (−7.89%)
Apr 7, 2026
28w ago
8-K
BULLISH ★ 6/10
$0.2900 $0.2700▼ −6.90%▼ −7.47%$0.3500 (+20.69%)
Mar 18, 2026
31w ago
8-K
NEUTRAL ★ 4/10
$0.3200 $0.3000▼ −6.25%▼ −4.51%$0.3500 (+9.37%)
Showing 8 of 8

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Report published Aug 25, 2026