The Cannabist Company Holdings Inc. (CBSTQ) Earnings Call Transcript & Summary

Thank you for standing by. This is the conference operator. Welcome to the Columbia Care Inc. Special Meeting of Shareholders. As a reminder, all participants are in listen-only mode and the conference is being recorded. I would now like to turn the conference over to Michael Abbott, Chair. Please go ahead.

Good morning, everybody. My name is Michael Abbott. I am the Chair of the Board of Directors of Columbia Care, Inc. and in accordance with the articles of the company, I will Chair this meeting. On behalf of the company, it is my pleasure to welcome you to this special meeting of shareholders of the company. I wish to express my thanks to those shareholders who have submitted their proxies in advance of today's meeting. As you can see, the meeting is being held virtually via live webcast only. For a variety of reasons, the Board believes that holding the meeting virtually is still the best format. Not only does this provide an opportunity for a broader group of shareholders to participate, but it also reduces the costs as well as the environmental impact associated with holding an in-person meeting. In addition, the virtual meeting format provides a platform for the safe execution of the meeting in light of the ongoing COVID-19 pandemic. A few housekeeping matters to go through before we commence the business at hand. One, questions in respect to the motion can be submitted by any registered shareholder or duly appointed proxy holder of record using the instant messaging service of the virtual interface; two, only questions regarding procedural matters or directly related to the motion before the meeting will be addressed during the meeting. Depending upon the number of questions received, we may not be able to address all of them. Nonetheless, we will always appreciate comments and feedback from our shareholders and encourage you to contact our Investor Relations department with any questions. Questions or comments containing inappropriate language, profanities, hostilities or that are otherwise disruptive to the orderly conduct of the meeting will not be published or answered. Questions or comments which were already addressed or that are redundant will not be published or answered. For the purposes of the meeting today, voting will be conducted by a single electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote after the presentation of the business item. Four, when you are asked to vote, you will receive a message on the virtual interface, requesting you to register your votes. You will be provided with approximately 2 minutes to complete the electronic ballot. Five, if you've validly submitted a proxy in advance of the meeting, you do not need to vote during this meeting, your previously submitted proxy will remain valid and your shares will be voted in accordance with your instructions. By voting during this meeting, you will be revoking any previously submitted proxy. Six, if we encounter any technical difficulties with the audio webcast during the course of the meeting, please remain logged on, and we will resume as soon as possible. We will now proceed with the formal portion of today's meeting. To expedite the formal part of the meeting, I will move the item of business and take such motion as seconded with no further action required. I now ask that the special meeting of the shareholders of the company come to order. I appoint David Sirolly, Chief Legal Officer and Corporate Secretary of the Company, as Secretary of the meeting. With the consent of the meeting, I appoint Odyssey Trust Company, through its representatives, as scrutineers to compute the votes of any electronic ballots taken at this meeting and to report thereon to me as Chair of the meeting. Quorum for the transaction of business at this meeting is 1 or more shareholders of the company, present in person or represented by proxy, who hold at least 25% of the voting rights attached to the shares of the company, entitled to be voted at this meeting. I have the scrutineers' report on attendance, confirming that there is a sufficient number of shareholders present in person or represented by proxy at this meeting to constitute a quorum. I direct that a copy of the scrutineers' final report on attendance be kept with the minutes of this meeting. I have received an affidavit of mailing from our transfer agent, Odyssey Trust Company, that the notice of meeting, formal proxy, management information circular and letter of transmittal were mailed to registered shareholders of the company in accordance with the amended interim order of the Supreme Court of British Columbia dated June 6, 2022. Unless there is an objection, I will dispense with the reading of the notice of the meeting. I direct that a copy of the notice of the meeting with the affidavit of mailing be kept with the minutes of this meeting. I now declare that this meeting is regularly called and properly constituted for the transaction of business. We will now move to the formal part of today's agenda. The first and only item of business today is to consider, and if deemed advisable, to pass a special resolution to approve a plan of arrangement pursuant to which Cresco Labs Inc. will acquire all of the issued and outstanding shares in the capital of the company. The full text of the arrangement resolution is set out in Appendix B of the management information circular of the company dated June 6, 2022. For all of the reasons set forth in the management information circular of the company, the company's Board of Directors has unanimously recommended that shareholders vote for the arrangement resolution. The arrangement resolution must be passed by at least 2/3 of the votes cast by shareholders present in person or represented by proxy at this meeting. I move that the arrangement resolution be approved. The motion is now on the floor. Mr. Secretary, have we received any questions or comments on the motion?

No, Mr. Chair, we have not.

Thank you. As there are no questions or comments, discussion of the motion is now closed. The electronic ballot is now open. And at this point, all registered shareholders and duly appointed proxy holders, who are properly logged in with their control numbers or user name and wish to vote, will be able to see on the screen the motion being brought forth at this meeting. As previously noted, if you validly submitted a proxy in advance of the meeting, you do not need to vote during this meeting. Your previously submitted proxy will remain valid and your shares will be voted in accordance with your instructions. By voting during this meeting, you will be revoking any previously submitted proxy. Please register your vote now by clicking for or against or abstain, next to the electronic ballot, if you have not already done so. I will now give you approximately 2 minutes to enter your votes, and I will then declare the voting closed on the special resolution. Once the electronic balloting closes, the voting pages will disappear, and your votes will automatically be submitted. Thank you, everybody. We are 1 minute into period. We are 2 minutes in. However, I have been asked to provide slightly more time for some shareholders who are still registering their votes. So I will provide some additional time for that, until they have registered their votes. Thank you, everyone, for your patience. We just need slightly more time for 1 final shareholder to submit their vote. [Voting]

Thank you, everybody. The electronic ballot is now closed. I would ask that the scrutineer to compile the report of the results of voting on the arrangement resolution. We will reconvene shortly with the scrutineers' report on the voting results. Thank you for waiting. I have received the scrutineers' report and confirm that the special resolution approving the arrangement has passed. The final results will be announced in a press release and filed on SEDAR and EDGAR. This completes the business of this meeting as set out in the notice of meeting. I'm advised by the Secretary that there are no other matters of business to properly come before the meeting. As there is no further business to be brought before this meeting, I declare the meeting terminated. On behalf of management, our Board of Directors and our employees, I would like to take the opportunity to thank everyone for attending the meeting today.