TerrAscend Corp

TerrAscend's corporate headquarters is located in King of Prussia, Pennsylvania and the Issuer’s registered office is in Mississauga, Ontario, Canada. In addition, the Company has various other offices, manufacturing, cultivation and/or processing facilities and dispensaries across the United States. The Company believes that its current offices and facilities are suitable and adequate to meet its current needs. The Company intends to add new facilities or expand existing facilities as it adds employees, and it believes that suitable additional or substitute space will be available as needed to accommodate any such expansion of the Company's operations.

The following tables set forth the Company’s material physical properties as of March 14, 2024.

• Property or lease on the property is subject to an encumbrance as described below.

 Not yet operational.

Properties Subject to an Encumbrance

The following have been pledged as collateral to secure obligations of TerrAscend’s subsidiary, WDB Holding PA, under a senior secured term loan, entered into on December 18, 2020, by and between WDB Holding PA and a syndicate of lenders, originally in the principal amount of $120,000, bearing an interest rate of 12.875% per annum and maturing on December 17, 2024 ("Ilera Term Loan"): (i) Ilera – Grow PA, Waterfall, Pennsylvania and (ii) KCR Dispensary – Allentown, Allentown, Pennsylvania. The interests of WDB Holding PA in the leases for the following properties have been pledged as collateral to secure the obligations WDB Holding PA under the same loan: (i) IHC Management LLC / TerrAscend Corp. Office., King of Prussia, Pennsylvania, (ii) The Apothecarium Dispensary – Plymouth, Plymouth Meeting, Pennsylvania, (iii) The Apothecarium Dispensary – Lancaster, Lancaster, Pennsylvania, (iv) The Apothecarium Dispensary – Thorndale, Pennsylvania, (v) KCR Dispensary – Bethlehem, Pennsylvania, (vi) KCR Dispensary – Stroudsburg, Pennsylvania. The loan is secured by the assets of the Companyʼs Pennsylvania business. As a result of Ilera entering into a commercial loan with Stearns Bank N.A. on June 26, 2023 that included a senior encumbrance on the Ilera – Grow PA, Waterfall, Pennsylvania property, the pledged security interest in the Ilera - Grow PA, Waterfall under the senior secured term loan herein was subordinated to a junior position.

The following have been pledged as collateral to secure obligations of TerrAscend’s subsidiary, Ilera, under a commercial loan entered into on June 26, 2023, by and between Ilera and Stearns Bank., in the principal amount of $25,000, bearing an interest rate of prime plus 2.25% and maturing on December 26, 2024 ("Stearns Loan"):(i) a senior encumbrance on the Ilera – Grow PA, Waterfall, Pennsylvania property, (ii) a junior encumbrance on the license for Ilera -Grow PA, Waterfall, Pennsylvania, and (iii) a senior lien on the AMMD dispensary in Cumberland, Maryland.

The following have been pledged as collateral to secure obligations of the Company under a credit agreement originally entered into on November 22, 2021, by and between TerrAscend Growth Corp. and Chicago Atlantic, LLC, originally in the principal amount of $55,000, bearing an interest rate of the greater of the prime rate plus 6.00%, and 13.00% per annum and maturing on November 1, 2024 ("Chicago Atlantic Term Loan") : all TerrAscend MI properties, leases, and licenses.

The following have been pledged as collateral to secure obligations of the Company under a single-draw senior secured term loan with an aggregate principal amount of $45,478, entered into on October 11, 2022 ("Pelorus Term Loan"), by and between TerrAscend NJ, LLC, HMS Health, HMS Processing, HMS Hagerstown, LLC ("HMS Hagerstown") and Pelorus Fund REIT, LLC ("Pelorus"): (i) TerrAscend NJ assets, unless otherwise excluded by the loan agreement; (ii) HMS Health; (iii) HMS Processing; and (iv) and HMS Hagerstown, (v) Cultivation and Processing – Boonton, NJ, (vi) The Apothecarium Dispensary – Phillipsburg, NJ, (vii) Cultivation and Processing – Hagerstown, MD, and (viii) interests of TerrAscend NJ, LLC in the leases of The Apothecarium – Maplewood, NJ and The Apothecarium – Lodi, NJ. The Pelorus Term Loan bears interest at a variable rate tied to the one month Secured Overnight Financing Rate ("SOFR"), subject to a base rate, plus 9.5% maturing on October 11, 2027.

See the section titled "Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations—Debt Facilities" of this Annual Report for more information regarding the Company's indebtedness.