Existing written backlog · concise initial reviews

Jushi and Grown Rogue: capital structure and transaction gates

Two source-linked initial reviews. Both remain NotRated and held; neither is a completed valuation underwrite.

Jushi Holdings · supplied JUSHF row / issuer-reported JUSH

Jushi Holdings

Status: NotRated · held. No current CIN rating, price target, reference quote or upside is issued.

Jushi Holdings is a U.S. cannabis operator, but its security identity needs a clean post-continuance bridge. The June 30, 2026 Form 10-Q reports the issuer and historical ticker context, while the July 31 redomicile release says the Nevada continuance became effective July 30 and refers to OTCQX JUSH. The issuer FAQ and the June filing retain JUSHF. Until an official venue/class/CUSIP action and the arrangement exchange terms reconcile that conflict, this review treats JUSHF as the supplied directory row and does not infer a listing-specific valuation.

The June filing reports US$33.329 million of unrestricted cash and US$2.125 million of separate restricted cash. A new US$160 million term loan carries a 12.5% cash coupon, 4% original-issue discount, March 2029 maturity and a US$15 million minimum unrestricted-cash covenant. On that historical balance sheet, cash above the minimum was US$18.329 million before operating needs. First-half cash from operations was US$9.405 million; subtracting US$6.928 million of property and equipment, US$1.610 million of intangibles and US$1.154 million of finance-lease principal produces negative US$0.287 million. Including US$7.298 million of debt-principal payments produces negative US$7.585 million. These are backward-looking cash-flow diagnostics, not a runway forecast.

Capital claims remain the central risk. Debt face value was US$241.298 million versus US$229.999 million carrying value, a US$11.299 million difference. Finance leases were US$63.900 million. Unrecognized tax benefits, including interest and penalties, were US$193.946 million, while the current tax line was only US$0.125 million. The debt face amount includes US$21.5 million disputed in the Sammartino matter; it should not be treated as an uncontested immediate maturity, but neither litigation nor tax claims can be omitted from an equity bridge. A mechanical debt, lease and tax-claim hurdle less unrestricted cash is US$465.940 million; preserving the covenant cash raises it to US$480.940 million. Those figures are not enterprise value or liquidation value.

Basic shares were 199,698,263 at June 30 and July 21. Adding all 26,917,919 options and 79,494,087 warrants gives 306,110,269 securities, but that is not a qualified fully diluted denominator. Strike prices, vesting, net settlement and liability-classified warrants must be modeled together; the US$5.962 million derivative liability cannot also be counted as full debt while assuming every related warrant is exercised.

The review remains held for current cash and covenant compliance, tax and litigation outcomes, acquisition-note settlements, a complete option/warrant schedule, state-level revenue and tax allocation, maintenance versus growth capital spending, and the exact post-continuance security record. Demonstrable free-cash generation and debt amortization would improve the case; covenant pressure, adverse claims or capex persistently exceeding cash conversion would weaken it.

Grown Rogue · OTCQX: GRUSF · CSE: GRIN

Grown Rogue

Status: NotRated · held. No current CIN rating, price target, reference quote or upside is issued.

Grown Rogue International is a cannabis operator identified by the issuer as OTCQX GRUSF and CSE GRIN. The supplied directory association with GRAMF is rejected; this review does not transfer the issuer’s facts or any valuation to that unmatched row. The June 30, 2026 Form 10-Q reports U.S. dollars in whole units and provides the latest preserved financial base used here.

June cash was US$11.533 million. First-half operating cash flow was US$4.248 million, but it included US$2.281 million of favorable working-capital movement, including a US$1.446 million uncertain-tax accrual. Operating cash flow less US$5.499 million of property-and-equipment additions was negative US$1.251 million; subtracting total investing outflow instead produces negative US$2.044 million. These are historical diagnostics, not a current runway or normalized free-cash-flow forecast. Debt carrying value was US$12.733 million, operating leases US$14.425 million, finance leases US$0.199 million, acquisition consideration US$2.010 million, and the uncertain-tax liability US$9.830 million. The US$6.466 million noncontrolling-interest book value is not a fair-value estimate.

The October 20 New Jersey release says the issuer exercised an option for another 26% of ABCO Garden State, increasing ownership to 70%. Approximately US$743,000 was advanced in 2023; absent contrary settlement evidence, it should not be deducted again as October cash. The remaining 30% minority retains an economic claim. A valuation must allocate consolidated cash flows to that minority without also haircutting the same revenue twice.

The August 21 New York release describes initial financing, lease and services steps plus a planned license-and-asset acquisition—not a completed regulatory transfer. The GRNY financing has an investor first priority of US$1 million in year one and US$2 million thereafter, a matching second priority for the parent, then a 49%/51% split of residual cash. On an illustrative US$4 million distributable pool in year one, the preserved waterfall assigns US$1.98 million to the investor and US$2.02 million to the parent, not a simple 51% allocation. This is contract mechanics, not an earnings forecast. Preferred conversion, buyback rights, tax, capital repayment and any 15% loan draws remain outside that sensitivity.

The review remains held for executed New York acquisition, operating, preferred, loan, lease and services agreements; regulatory approval and closing; a current draw and cash ledger; state tax allocation; exact minority redemption and distribution terms; debt face-versus-carrying reconciliation; and a current award/warrant registry. Production yield, selling price, recurring labor and overhead, maintenance capex, ramp losses and working capital must also be funded before a terminal cash-flow view. Completed approvals and cash-generating capacity would improve the case; overruns, continuing losses, excess dilution or minority priority consuming parent cash would weaken it.