Tag: announces

Mack-Cali announces $12.75 million sale; Hotel opens in Secaucus | Business Notes

Mack-Cali announces $12.75 million sale

Mack-Cali Realty Corporation (NYSE:CLI) announced on Nov. 24 the disposition of 7 Campus Drive, a 154,820-square-foot office building in Parsippany, to Birch Group for approximately $12.75 million. This sale brings the year-to-date suburban office dispositions total to $270.35 million. For more information on Mack-Cali Realty Corporation and its properties, visit www.mack-cali.com.

NJ native opens business featuring bubble baths

Amidst all obstacles, Javier Folgar, a NJ native, opened TOA Waters, offering a unique line of premium bubble baths for the rugged individual. The company will operate virtually, providing nourishing, “brawny scented” bubble baths.

Getting to the point of virtually opening his doors was no easy task. Suppliers were short on stock, banks were hesitant to offer start-ups lines of credit, and there were massive delays in shipping.

Folgar currently serves as the Director of Communications for Bat Conservation International, an organization dedicated to ending bat extinctions worldwide. He received a B.S. in Marketing from Rutgers University and earned an MBA from Montclair State University.

TOA Waters, named after a river in Cuba to honor Folgar’s heritage, began accepting orders this fall in time for the holiday season. The bubble bath products use whole milk, botanical extracts, b-vitamins, and much more. For more information, visit TOAwaters.com or facebook.com/TOAwaters.

Meadowlands opens as Secaucus’s newest hotel

Aloft Hotels, along with Indianapolis-based Sun Development & Management Company, announced on Nov. 24 the opening of Secaucus’s newest hotel, Aloft Secaucus Meadowlands. The newly built hotel from Marriott International’s tech-savvy and design-forward brand features 171 urban-inspired guestrooms. The hotel embodies Aloft’s updated brand design vision, reflecting how tech-savvy, global travelers want hotels to be. General Manager Wellington Gonzalez leads the team at the hotel.

Guests will enjoy amenities such as Splash, the indoor pool; Aloft’s signature W XYZ Bar with an extensive cocktail menu and regular live music programming; Re:fuel by Aloft, serving gourmet-grab-and-go options around the clock; and the state-of-the-art Re:charge fitness center.

Aloft Secaucus Meadowlands features built-in outlets for amps and microphones, offering global music programming which Aloft offers in its live music series, Live at Aloft Hotels.

In honor of the grand opening, travelers can take advantage of a 20 percent off accommodations special offer valid through March 31. Rates start from $149 nightly and can be booked by going to https://bit.ly/373RBEi or by calling 888-236-2427 and referencing Grand Opening Rates.

New Jersey Applebee’s locations to raise funds for Toys for Tots this holiday season

Applebee’s locations in New Jersey announced the 22nd annual campaign to raise funds in support of the Marine Corps Reserve Toys for Tots program, which distributes new toys to as many underprivileged children as possible to provide a tangible sign of hope during the Christmas season.

This year, Applebee’s is providing guests with multiple ways to make a child’s Christmas happy. For a limited time only you can buy Toys for Tots by adding tater tots to any order for just a $3 donation. Guests can also round up their checks or donate a

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Dick Monfort’s McGregor Square project announces more commercial tenants, hotel name

McGregor Square, the three-building, combination hotel-condo-commercial project slated to open early next year across from Coors Field at 20th and Wazee streets, has announced a batch of incoming retail tenants.

Denver chain the Tattered Cover Book Store had already said its plans to relocate its 16th Street location to McGregor Square early next year. When it does, it will be joined by a Starbucks, Bank of Colorado branch and a gym called Rock Fitness powered by Inward Fitness, according to a news release this week.

Colorado Rockies co-owner and CEO Dick Monfort is developing McGregor Square, named for the team’s late president Keli McGregor. Monfort, on a tour of the project earlier this year, also highlighted an incoming food hall, sports bar, and a fine dining restaurant there. The names of those tenants and concepts have not yet been released.

The project’s 176-room hotel, which will house an interactive Rockies’ team hall of fame on the second floor, does have a name. Project spokeswoman Maya Brook said in an email that it will be called the Rally Hotel.

Originally slated to open on New Year’s Day, McGregor Square has been slightly delayed by the COVID-19 pandemic.

“Our residents will begin to move in in January. The hotel and most of our retail will open in March, and we will be announcing even more retail partners in the coming months,” the project’s general manager, Patrick Walsh, said in this week’s new release.

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Delta announces quarantine-free flights to Rome, raising hopes for more travel corridors

It would be the first such quarantine-free travel corridor between the United States and Europe, and industry advocates hope that it could become a role model for how air travel can resume safely after a year that has forced many airlines into bankruptcy or mass layoffs.

Transatlantic flights are considered some of the most lucrative routes, and their resumption would offer airlines some relief, even though air travel may not return to pre-pandemic levels until 2024 or 2025 according to some estimates.

“Carefully designed covid-19 testing protocols are the best path for resuming international travel safely and without quarantine until vaccinations are widely in place,” Delta executive Steve Sear said in a news release.

Whereas the idea of travel corridors was pondered within weeks of the pandemic grounding planes around the world, arrangements have in practice mostly been limited to nations with similarly low infection rates such as Australia and New Zealand. This appears to slowly be changing, as some of the more recently established travel corridors have for the first time included regions with surging case numbers, signaling a growing willingness among airlines and some governments to experiment with pre- and post-flight testing as a universal solution.

The experimental Atlanta-Rome corridor is expected to launch Dec. 19, after Italian authorities have provided the legal framework for it, and European or American travelers heading to Rome would need to test negative for the novel coronavirus several times to be exempt from the otherwise mandatory 14 days of quarantine in Italy.

Passengers set to embark on the new route will need to take a PCR test up to 72 hours before the flight, followed by rapid tests in Atlanta and at the destination in Rome, according to Delta. Rapid tests provide results within minutes but are not as accurate as PCR tests.

No start date or exact procedure was provided for the connections between New York and Rome.

For now, the corridor won’t allow Americans to travel to the European Union for tourism purposes, since a travel ban remains in place in both directions. So far, most Americans can only enter the European Union for reasons deemed essential such as some types of work or studies. But Reuters reported Wednesday that the Trump administration may be considering to lift its own travel ban on most Europeans — a move that, if confirmed, could encourage the E.U. to eventually relax its entry restrictions, too.

“Quarantines don’t work, they are inefficient and hard to police,” said the chief executive of Rome’s airport network, Marco Troncone, according to the Financial Times. “It’s hard to convey this message to governments and policymakers, but I think we’re close to a breakthrough.”

Rome’s airport network said in a news release on Thursday that additional travel corridors could connect Rome to several German airports.

Some governments have been more open to the airline industry’s insistence on replacing quarantines with coronavirus tests than others.

The Canary Islands — an autonomous Spanish region to the west of Africa — has

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Newington Parks And Recreation Announces Holiday Events

Press release from the Newington Parks and Recreation Department:

Nov. 23, 2020

The Newington Parks and Recreation Department joins with Santa Claus to spread the holiday spirit without spreading germs! Instead of bringing the children of Newington to Santa, we are bringing Santa from the North Pole to the Newington Town Green and our neighborhoods!

“Christmas is my favorite time of the year. It is so unfortunate that we have to celebrate apart from each other. We are doing everything in our power to make sure everyone enjoys the season in a safe manner,” said Bill DeMaio, Superintendent of Newington Parks and Recreation. The tree lighting celebration to kick off the holiday season will be held on Saturday, December 5, with Mayor Beth DelBuono joining Santa to light our town Christmas tree, as well as the Main Street lights! Although spectators will not be able to gather in the center of town as in previous years, make sure to visit the Newington Parks and Recreation Facebook page to watch it Live for the very first time!

Along with the tree lighting ceremony, we are also running a few more activities for families to enjoy this holiday season. Starting today through Friday, December 4, we will be accepting registration for the Holiday House Decorating Contest. Families are encouraged to get in the holiday spirit by getting creative and showcasing their holiday style. If your neighbors have decorated their home, please encourage them to register as well! To register, visit the Parks and Recreation website at www.newingtonct.gov/parksandrec for online registration. You can also mail in your registration form or opt for curbside drop off at the Parks and Recreation office located at 200 Garfield Street. Registration is $10.00 per household or business in town. After registering and decorating your home, make sure to send a picture and the street address to Hadeel Majdoub, Recreation Supervisor, at [email protected] The picture will be posted on the Newington Parks and Recreation Facebook page along with the address, so not only will residents be able to vote for their favorite decorated home and/or business, but you will also be able to drive by and safely see them for yourselves! The prize for the household category is a $100.00 gift certificate to the Newington Parks and Recreation Department which can be used towards any of the hundreds of programs and camps offered through the Department. The business category winner will receive a quarter page ad, valued at $500.00, in our upcoming seasonal program guide which is sent to over 13,000 households! This is just the beginning of what the Newington Parks and Recreation has in store for this holiday season! Voting for the contest will end on Sunday, December 20, at 11:59 PM, so make sure to visit the Newington Parks and Recreation Facebook page and “Like” your favorite decorations before then! Winners will be announced the following day, on Monday, December 21, so make sure to visit our Facebook page to see who the winner is!

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Marriott Vacation Club Announces Reservations Start For Proposed New Resort In Costa Rica

ORLANDO, Fla., Nov. 23, 2020 /PRNewswire/ — Marriott Vacation Club — a global industry leader in Vacation Ownership and brand of Marriott Vacations Worldwide (NYSE: VAC) — announced today that reservations will commence for its proposed resort in Costa Rica, Marriott Vacation Club at Los Sueños, for occupancy in January 2021. This resort will be the first in Central America for Marriott Vacation Club and will offer 24 spacious two-bedroom lock-off villas. The villas are located within the exclusive, 1,110-acre, master planned community of Los Sueños Resort and Marina and within the Los Sueños Marriott Ocean & Golf Resort complex. Marriott Vacation Club at Los Sueños is expected to be available through the Marriott Vacation Club Destinations Exchange Program as an exchange option and also to be available for guest rentals through MarriottVacationClub.com. Timeshare sales for Marriott Vacation Club at Los Sueños are planned to launch in January 2021.

“We are excited to offer the highly sought-after destination of Costa Rica to our Owners and guests,” said Brian Miller, president of Vacation Ownership, Marriott Vacations Worldwide. “The villas at this stunning resort will provide the comforts of home with authentic architectural touches that bring the rejuvenating landscape of the region indoors. Additionally, in early spring we plan to debut an innovative sales gallery concept that uniquely complements the area’s natural surroundings while also delivering another important sales distribution center to support our growth strategy.”

Marriott Vacation Club Owners and guests will enjoy access to amenities found at the Los Sueños Marriott Ocean & Golf Resort, including an expansive free-form pool that winds through the resort, a sprawling beach, the Sibö Rainforest Spa & Retreat, illuminated tennis courts, mini golf, the Tortuga Kids Club, and five restaurants, including Hacienda Kitchen that showcases the traditional flavors of Costa Rica. Also located within the Los Sueños Resort and Marina is the La Iguana Golf Club, an 18-hole championship golf course nestled among the tropical landscape of the lush Green Coast and the blue waters of the Pacific Ocean. For Owners and guests who want to explore the welcoming local culture and shopping options, the Marina Village features a 200-slip marina, waterfront restaurants, shops, and services all within walking distance of Marriott Vacation Club at Los Sueños.

And for Owners and guests who want to experience a true Costa Rican vacation, unforgettable adventures await. Whether it’s exploring nearby Jaco — an energetic beach town known for its outstanding surfing, restaurants, bars, and boutique shopping — or marveling in the natural beauty of Manuel Antonio National Park — with its beaches, casual forest trails, and dense rainforests — each family member will cherish the memories of this ideal vacation experience. And for those looking for the perfect catch, renowned sport fishing is just a few minutes away. The nearby coastline is home to some of the best offshore marlin fishing in the world.  

The resort is being developed by a partnership of CPG Hospitality and Enjoy Group, two of

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Extended Stay America Announces Completed Hotel Disposition for $65 Million

CHARLOTTE, N.C., Nov. 23, 2020 (GLOBE NEWSWIRE) — Extended Stay America, Inc. and ESH Hospitality, Inc. (NASDAQ:STAY) (together, the “Company”) today announced the completed disposition of one hotel in California for gross proceeds of $65.0 million. The hotel is now closed and the buyer expects to convert the hotel to an alternative use in the coming months.

The gross proceeds represent:

  • $445,200 per key valuation
  • 20.2 times 2019 Property Adjusted EBITDA and 38.1 times trailing twelve month (“TTM”) Property Adjusted EBITDA as of September 30, 2020
  • Cap rate of 3.8% on 2019 Property Adjusted EBITDA and cap rate of 1.8% on TTM Adjusted EBITDA as of September 30, 2020

Extended Stay America’s President and Chief Executive Officer Bruce Haase, commented, “This sale highlights the strong intrinsic value of our large, geographically diverse real estate portfolio.   With the pace of development since the Company’s founding, it is impossible to replicate our real estate portfolio today.  We believe that our strategy to strategically curate our REIT assets at significantly accretive multiples, as evidenced by this transaction, will create significant shareholder value in the coming years.”

Distribution Update

The Company expects to generate taxable income on this asset sale of approximately $0.11 to $0.12 per ESH Hospitality, Inc. common share outstanding. The Company expects to distribute most or all the taxable income from the disposition to shareholders at the same time as its 2020 catch-up dividend in the first quarter of 2021, subject to Board approval.

Non-GAAP Reconciliation of Property Net Income to Property Adjusted EBITDA
(Unaudited)
(In Thousands)
         
    Trailing Twelve     
    Months Ended   Year Ended
    September 30, 2020   December 31, 2019
Property Net Income   $ 1,277   $ 2,782
Depreciation and amortization 385   382
Loss on disposal of assets   45   47
Property Adjusted EBITDA   $ 1,707   $ 3,211

Disclosure Regarding Non-GAAP Financial Measures

Property Adjusted EBITDA is used by the Company as a supplemental performance measure. The Company believes this measure provides useful information to investors regarding our results of operations and allow investors to evaluate the ongoing operating performance of our hotels and facilitate comparisons between the Company and other lodging companies, hotel owners and capital-intensive companies, including those which include a REIT as part of their legal entity structure. Property Adjusted EBITDA is not a recognized term under U.S. GAAP and it may not be comparable to similarly titled measures calculated by other companies. This measure should not be considered as alternative measure of, or superior to, operating profit, net income, net income per share or any other measure of the Company, Extended Stay America, Inc. or ESH Hospitality, Inc. calculated in accordance with U.S. GAAP.  The Company’s presentation of Property Adjusted EBITDA does not replace the presentation of the Company’s consolidated financial statements and other disclosures prepared in accordance with U.S. GAAP.  

Forward Looking Statements

This release contains forward-looking statements within the meaning of the federal securities laws. These statements include, but are not limited to, statements related to our expectations regarding our business performance, financial results, liquidity and capital resources,

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Wheelock Street Capital Announces Acquisition of Hotel Contessa

SAN ANTONIO–(BUSINESS WIRE)–Nov 20, 2020–

Wheelock Street Capital announced it has acquired Hotel Contessa, a 265 room, all-suite and AAA Four-Diamond luxury, independent hotel located at 306 West Market Street in San Antonio, TX.

The 12-story hotel, built in 2005, benefits from its central location along San Antonio’s highly sought-after Riverwalk with direct access to many of the city’s top cultural destinations, including The Alamo, San Antonio’s Central Business District and the recently expanded Henry B. Gonzalez Convention Center. The Property offers 10,000 square feet of function space, a rooftop pool, a full-service restaurant and bar opening directly onto the Riverwalk and a full-service spa. Wheelock plans to complete a full renovation of the ground floor restaurant and bar in the coming months. The hotel currently operates independent of a national brand affiliation and maintains an outsized transient base in one of the nation’s premier drive-to leisure markets.

HEI Hotels & Resorts, a leading national hotel operator with an existing presence in San Antonio, will assume management responsibilities under Wheelock’s ownership.

The acquisition marks Wheelock’s first hotel purchase in the San Antonio market and first since the start of the COVID-19 pandemic. “The property’s historically strong performance, superb location, and superior quality in a top leisure-driven market was a perfect match with our current acquisition criteria and provided us the conviction to execute during an uncertain time in the capital markets,” stated Tim Hodes, Principal and Director of Hotel Investments for Wheelock Street Capital. “We look forward to achieving success at another quality asset with our partners at HEI.”

Hodges Ward Elliott (“HWE”) arranged the sale of Hotel Contessa and advised Wheelock on the financing structure for the acquisition.

About Wheelock Street Capital
Wheelock Street Capital ( https://wheelockst.com/ ) was formed in 2008 by Rick Kleeman and Jonathan Paul, two veteran real estate private equity investors, each with 30 years of broad real estate transaction experience across all major asset classes. Wheelock has raised over $4 billion in capital commitments from well-known institutional investors and focuses on real estate investment opportunities throughout the United States, in both public and private markets. Wheelock is currently deploying its sixth fund in its value-added series, Wheelock Street Real Estate Fund VI and its first perpetual life fund, Wheelock Street Long Term Value Fund. The Long Term Value Fund targets high-quality, cash-flowing assets with stable, yet attractive risk-adjusted returns over a 5-15 year investment horizon. The firm may invest directly or with high quality joint venture partners through a variety of capital structures and transaction types, including acquisitions, restructurings, and recapitalizations. Wheelock’s investment team benefits from extensive experience from top-tier institutional investment firms and highly regarded real estate operating companies and has produced a 10-year track record of demonstrated and consistent outperformance over industry benchmarks.

About HEI Hotels & Resorts
HEI Hotels & Resorts, headquartered in Norwalk, Conn., is a leading hospitality company that acquires, develops, owns and operates upscale, upper upscale and luxury hotels and resorts, throughout the United States under such well‐known

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Harvest Health & Recreation Inc. Announces Settlement with Minority Owners of Interurban Capital Group

PHOENIX, Nov. 20, 2020 /PRNewswire/ — Harvest Health & Recreation Inc. (“Harvest”) (CSE: HARV, OTCQX: HRVSF), a vertically integrated cannabis company and multi-state operator in the U.S., is pleased to announce the settlement of its dispute with a small group of the previous owners of Interurban Capital Group (“ICG”).

On March 13, 2020, Harvest completed a merger with Interurban Capital Group, LLC for approximately US$85.8 million payable by issuance of 309,452 of Harvest’s Multiple Voting Shares, assumption of approximately $19.1 million of debt convertible into 205,594 Multiple Voting Shares and payment of an additional $9.3 million upon exercise of a call option agreement to acquire controlling interests in five Washington cannabis dispensaries or alternatively $12.4 million to acquire substantially all of the assets of these dispensaries. On April 3, 2020, Harvest commenced litigation proceedings against the Washington dispensaries and a small group of the previous owners of ICG to enforce terms of service agreements and the call option agreements.

Settlement talks resulted in a mutually agreeable resolution for all parties. In accordance with the terms of a binding settlement agreement, Harvest will cancel a total of 42,378.4 Multiple Voting Shares issued to the small group of previous owners of ICG (equivalent to 4,237,840 Subordinate Voting Shares on an as-converted basis). Harvest will also receive a $12 million secured promissory note with 7.5% interest and five-year maturity. The settlement includes cancellation of the service agreements and call option agreements for the Washington retail locations. The settlement agreement is subject to the parties entering into definitive agreements as set forth in the settlement agreement and applicable state regulatory approval.

“We are pleased to settle this dispute and move forward,” said Chief Executive Officer Steve White. “We are very excited to continue to focus on our core business operations as we execute on our plan to return to profitability.”

About Harvest Health & Recreation Inc.

Headquartered in Tempe, Arizona, Harvest Health & Recreation Inc. is a vertically integrated cannabis company and multi-state operator. Since 2011, Harvest has been committed to expanding its retail and wholesale presence throughout the U.S., acquiring, manufacturing, and selling cannabis products for patients and consumers in addition to providing services to retail dispensaries. Through organic license wins, service agreements, and targeted acquisitions, Harvest has assembled an operational footprint spanning multiple states in the U.S. Harvest’s mission is to improve lives through the goodness of cannabis. We hope you’ll join us on our journey: https://harvesthoc.com 

Facebook: @HarvestHOC
Instagram: @HarvestHOC
Twitter: @HarvestHOC

Forward-looking Statements
This press release contains statements which constitute “forward-looking information” within the meaning of Canadian and U.S. securities laws, including statements regarding the plans, intentions, beliefs and current expectations of Harvest with respect to future business activities. Forward-looking information is often identified by the words “may,” “would,” “could,” “should,” “will,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “expect” or similar expressions and include information regarding: (i) expectations regarding the size of the U.S. cannabis market, (ii) the ability of Harvest to successfully achieve its business

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Recreation group announces Incline Challenge, new trails in Parker

PARKER, Colo. — New trails, including an uphill challenge, are set to open to the public in Parker on Thanksgiving Day.

On Tuesday, the Rueter-Hess Recreation Authority (RHRA) announced that its new Incline Challenge and surrounding trails in Parker will open to the public at sunrise on Thanksgiving Day. After that, they will stay open from sunrise to sunset seven days a week.

These two additions to the Parker area are part of the first phase of RHRA’s Recreational Master Plan.

The Incline Challenge is 132 steps and the Rosie Rueter Trail loop, which starts and ends at the parking lot, is about a mile long.

Visitors can park at a parking lot just west of the Rueter-Hess Water Purification Facility at the bottom of the Incline.

RHRA President Darcy Beard said residents have been anxiously waiting for regular recreation activities to open at Rueter-Hess.

“We are very happy to have Phase I complete and the Incline ready for public use,” Beard said.

A grand opening event is planned for the spring, once Douglas County’s new East-West Regional Trail is complete. This trail will ultimately connect to the Incline trails.

The plan to open the Incline and trails on Thanksgiving Day could change depending on COVID-19 restrictions.

RHRA is a regional collaboration of six groups — Parker Water, Town of Castle Rock, Town of Parker, City of Castle Pines, City of Lone Tree and Douglas County — that are working to bring recreational opportunities to the Rueter-Hess Reservoir area.

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Harvest Health & Recreation Inc. Announces Divestiture of Arkansas Assets

PHOENIX, Nov. 16, 2020 /PRNewswire/ — Harvest Health & Recreation Inc.  (“Harvest”) (CSE: HARV, OTCQX: HRVSF), a vertically integrated cannabis company and multi-state operator in the U.S., has completed the divestiture of its dispensary and cultivation assets in Arkansas.

Natural State Wellness Dispensary, LLC and Natural State Wellness Enterprises, LLC, which own and operate a medical dispensary and cultivation facility, were sold on Friday, November 13, 2020. The total purchase price paid by the buyer was $25 million. Following repayment of approximately $1.9 million in loans associated with the assets, the portion of net proceeds received by Harvest for its interests totaled approximately $12.9 million in cash. Harvest retains ownership of the real estate for the dispensary and cultivation facilities.     

“We are pleased to have completed this divestiture as part of our strategic plan to streamline our business and focus on core markets,” said Chief Executive Officer Steve White.  “The additional cash on our balance sheet adds flexibility at a time when we are pursuing growth opportunities such as recreational sales in Arizona.”  

Following the completion of this divestiture, Harvest maintains its 2020 guidance of greater than $225 million in revenue.

About Harvest Health & Recreation Inc.

Headquartered in Tempe, Arizona, Harvest Health & Recreation Inc. is a vertically integrated cannabis company and multi-state operator. Since 2011, Harvest has been committed to expanding its retail and wholesale presence throughout the U.S., acquiring, manufacturing, and selling cannabis products for patients and consumers in addition to providing services to retail dispensaries. Through organic license wins, service agreements, and targeted acquisitions, Harvest has assembled an operational footprint spanning multiple states in the U.S. Harvest’s mission is to improve lives through the goodness of cannabis. We hope you’ll join us on our journey: https://harvesthoc.com 

Facebook: @HarvestHOC
Instagram: @HarvestHOC
Twitter: @HarvestHOC

Forward-looking Statements
This press release contains statements which constitute “forward-looking information” within the meaning of Canadian and U.S. securities laws, including statements regarding the plans, intentions, beliefs and current expectations of Harvest with respect to future business activities. Forward-looking information is often identified by the words “may,” “would,” “could,” “should,” “will,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “expect” or similar expressions and include information regarding: (i) expectations regarding the size of the U.S. cannabis market, (ii) the ability of Harvest to successfully achieve its business objectives, (iii) plans for expansion of Harvest, and (iv) expectations for other economic, business, and/or competitive factors. Investors are cautioned that forward-looking information is not based on historical facts but instead reflects Harvest management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although Harvest believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the combined Company. Among the key

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