ITEM IA. RISK FACTORS
ITEM IA. RISK FACTORS
Summary of Risk Factors
Summary of Risk Factors
• Risks related to engaging in certain capital raising activities and secondary trading in our common stock
• Risks related to engaging in certain capital raising activities and secondary trading in our common stock
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Risks Related to Our Business
Risks Related to Our Business
• Risks related to our limited number of tenants, and the inability of any of our tenants to make their lease payments
• Risks related to our limited number of tenants, and the inability of any of our tenants to make their lease payments
• Risks related to the limited operating history of our tenants
• Risks related to the limited operating history of our tenants
• Risks related to real estate assets and the real estate industry
• Risks related to real estate assets and the real estate industry
• Risks related to the guarantors of our tenant leases being unable to satisfy their obligations
• Risks related to the guarantors of our tenant leases being unable to satisfy their obligations
• Risks related to our ability to consummate future acquisitions
• Risks related to our ability to consummate future acquisitions
• Risks related to the limited number of cannabis-related facilities
• Risks related to the limited number of cannabis-related facilities
• Risks related to the concentration of our properties in states allowing cannabis operations
• Risks related to the concentration of our properties in states allowing cannabis operations
• Risks related to the demand for properties suitable for cannabis operations
• Risks related to the demand for properties suitable for cannabis operations
• Risks related to our acquisitions of dispensaries and entrance into leases with licensed operators for these properties
• Risks related to our acquisitions of dispensaries and entrance into leases with licensed operators for these properties
• Risks related to the sale or re-leasing of properties suitable for cannabis operations
• Risks related to the sale or re-leasing of properties suitable for cannabis operations
• Risks related to impairment charges
• Risks related to impairment charges
• Risks related to our tenants’ ability to maintain their licenses for cannabis operations
• Risks related to our tenants’ ability to maintain their licenses for cannabis operations
• Risks related to the acquisition of properties “as-is”
• Risks related to the acquisition of properties “as-is”
• Risks related to competition for the acquisition of properties
• Risks related to competition for the acquisition of properties
• Risks related to potential liability for environmental matters and climate change
• Risks related to potential liability for environmental matters and climate change
• Risks related to the development and redevelopment of properties we acquire
• Risks related to the development and redevelopment of properties we acquire
• Risks related to our tenants’ susceptibility to bankruptcy
• Risks related to our tenants’ susceptibility to bankruptcy
• Risks related to Section 280E of the Internal Revenue Code (the “Code”) and its effects on our tenants
• Risks related to Section 280E of the Internal Revenue Code (the “Code”) and its effects on our tenants
• Risks related to liability of uninsured losses
• Risks related to liability of uninsured losses
• Risks related to our properties’ access to adequate water and power supplies
• Risks related to our properties’ access to adequate water and power supplies
• Risks related to obtaining various insurance policies
• Risks related to obtaining various insurance policies
• Risks related to purchase of properties subject to ground leases
• Risks related to purchase of properties subject to ground leases
• Risks related to making investments in asset classes outside of our core investment strategy
• Risks related to making investments in asset classes outside of our core investment strategy
• Risks related to our status as an emerging growth company and smaller reporting company
• Risks related to our status as an emerging growth company and smaller reporting company
• Risks related to the Sarbanes-Oxley Act
• Risks related to the Sarbanes-Oxley Act
• Risks related to assets held at financial institutions
• Risks related to assets held at financial institutions
Risks Related to Regulation
Risks Related to Regulation
• Risks related to enforcement of federal laws regarding cannabis
• Risks related to enforcement of federal laws regarding cannabis
• Risks related to engaging in operations for the adult-use of cannabis
• Risks related to engaging in operations for the adult-use of cannabis
• Risks related to the potential for new federal, state or local laws
• Risks related to the potential for new federal, state or local laws
• Risks related to FDA regulation of cannabis
• Risks related to FDA regulation of cannabis
• Risks related to the service of banks and other financial institutions
• Risks related to the service of banks and other financial institutions
• Risks related to owners of properties located in close proximity to our properties
• Risks related to owners of properties located in close proximity to our properties
• Risks related to changing laws and regulations affecting the regulated cannabis industry
• Risks related to changing laws and regulations affecting the regulated cannabis industry
• Risks related to the potential forfeit of assets leased to cannabis businesses
• Risks related to the potential forfeit of assets leased to cannabis businesses
• Risks related to accessing bankruptcy courts
• Risks related to accessing bankruptcy courts
• Risks related to our properties being subject to extensive regulations
• Risks related to our properties being subject to extensive regulations
Risks Related to Financing Our Business
Risks Related to Financing Our Business
• Risks related to external sources of capital
• Risks related to external sources of capital
• Risks related to significant debt
• Risks related to significant debt
• Risks related to inflation
• Risks related to inflation
• Risks related to interest rate fluctuations
• Risks related to interest rate fluctuations
• Risks related to our Revolving Credit Facility
• Risks related to our Revolving Credit Facility
Risks Related to Our Organization and Structure
Risks Related to Our Organization and Structure
• Risks related to our senior management
• Risks related to our senior management
• Risks related to key personnel
• Risks related to key personnel
• Risks related to certain stockholders’ rights to nominate members of our board
• Risks related to certain stockholders’ rights to nominate members of our board
• Risks related to changes to our investment strategies by our board
• Risks related to changes to our investment strategies by our board
Risks Related to Our Securities
Risks Related to Our Securities
• Risks related to the volatility of the market price of our common stock
• Risks related to the volatility of the market price of our common stock
• Risks related to common stock and preferred stock eligible for future sale on share price
• Risks related to common stock and preferred stock eligible for future sale on share price
• Risks related to our ability to make distributions and their reflection of our performance
• Risks related to our ability to make distributions and their reflection of our performance
• Risks related to the effect of distributions on the price of our common stock
• Risks related to the effect of distributions on the price of our common stock
• Risks related to securities analysts, effect on the price of our common stock
• Risks related to securities analysts, effect on the price of our common stock
Risks Related to Our Taxation as a REIT
Risks Related to Our Taxation as a REIT
• Risks related to failure to maintain our qualification as a REIT
• Risks related to failure to maintain our qualification as a REIT
• Risks related to REIT distribution requirements
• Risks related to REIT distribution requirements
• Risks related to Section 280E of the Code and the possible effect on our REIT status
• Risks related to Section 280E of the Code and the possible effect on our REIT status
• Risks related to complying with REIT requirements
• Risks related to complying with REIT requirements
• Risks related to the tax on prohibited transactions
• Risks related to the tax on prohibited transactions
• Risks related to the ability of our board to revoke our REIT election
• Risks related to the ability of our board to revoke our REIT election
• Risks related to our Taxable REIT Subsidiary (“TRS”)
• Risks related to our Taxable REIT Subsidiary (“TRS”)
• Risks related to dividends payable by REITs and their tax implications
• Risks related to dividends payable by REITs and their tax implications
• Risks related to re-characterization of sale-leaseback transactions
• Risks related to re-characterization of sale-leaseback transactions
• Risks related to non-U.S. stockholders
• Risks related to non-U.S. stockholders
General Risk Factors
General Risk Factors
• Risks related to cyberattacks
• Risks related to cyberattacks
• Risks related to events not discussed herein
• Risks related to events not discussed herein
The following risk factors may adversely affect our overall business, financial condition, results of operations, and cash flows; our ability to make distributions to our stockholders; our access to capital; or the market price of our common stock, as further described in each risk factor below. In addition to the information set forth herein, one should carefully review and consider the information contained in our other reports and filings that we make with the SEC from time to time. The risks that we describe in our public filings are not the only risks that we face. Additional risks and uncertainties not presently known to us or are out of our control, or that we currently consider immaterial, also may materially adversely affect our business, financial condition, and results of operations. Additional information regarding forward-looking statements is included herein.
The following risk factors may adversely affect our overall business, financial condition, results of operations, and cash flows; our ability to make distributions to our stockholders; our access to capital; or the market price of our common stock, as further described in each risk factor below. In addition to the information set forth herein, one should carefully review and consider the information contained in our other reports and filings that we make with the SEC from time to time. The risks that we describe in our public filings are not the only risks that we face. Additional risks and uncertainties not presently known to us or are out of our control, or that we currently consider immaterial, also may materially adversely affect our business, financial condition, and results of operations. Additional information regarding forward-looking statements is included herein.