February 19, 2026 —New York, NY, — Seaport Global’s Investment Banking team, led by Global Head of Capital Markets, Jack Mascone, and Managing Director, Kevin Stone, advised Curaleaf Holdings as Lead Placement Agent on the deal. Curaleaf Holdings, Inc. (TSX: CURA) (OTCQX: CURLF) (“Curaleaf”), a leading international provider of consumer cannabis products.
The transaction represents the largest note offering in the U.S. cannabis sector to date and was meaningfully oversubscribed, reflecting strong participation from both existing and new institutional investors. Notably, the financing includes commitments from ten first-time cannabis lenders, underscoring expanding institutional engagement in the sector.
The Notes were issued at par and bear interest at 11.5% per annum, payable semi-annually, with a maturity date of February 1, 2029, unless earlier redeemed or repurchased. The offering closed on February 18, 2026, and were subject to customary closing conditions.
Proceeds from the transaction are expected to be used by Curaleaf to refinance its existing US$475 million senior secured notes due December 15, 2026 (approximately US$457 million currently outstanding), with the remaining capital intended to support global growth initiatives and related transaction expenses. The governing indenture permits additional note issuances subject to leverage covenants and other customary terms, as well as up to US$100 million of senior bank financing.
iThis highly successful transaction demonstrates the depth of institutional demand for well-structured credit opportunities in the cannabis sector. Seaport Global is proud to support Curaleaf in strengthening its balance sheet, extending its maturity profile, and positioning the company for continued global expansion.”
The Notes were offered on a private placement basis in certain provinces and territories of Canada pursuant to applicable prospectus exemptions under Canadian securities laws. In the United States, the Notes were offered and sold on a private placement basis to qualified institutional buyers and accredited investors pursuant to exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended. The Notes have not been and will not be registered under the U.S. Securities Act or any state securities laws.
“There are ten first time cannabis lenders committed in this transaction, which demonstrates the institutional investor confidence in the Curaleaf story buoyed by the exceptional marketing efforts of the placement agents led by Seaport Global Securities," said Boris Jordan, Chairman and CEO of Curaleaf.
About Curaleaf Holdings
Curaleaf Holdings, Inc. (TSX: CURA) (OTCQX: CURLF) ("Curaleaf") is a leading international provider of consumer products in cannabis with a mission to enhance lives by cultivating, sharing and celebrating the power of the plant. As a high-growth cannabis company known for quality, expertise and reliability, the Company and its brands, including Curaleaf, Select, Grassroots, Find, and Anthem provide industry-leading service, product selection and accessibility across the medical and adult use markets. Curaleaf International is powered by a strong presence in all stages of the supply chain. Its unique distribution network throughout Europe, Canada and Australasia brings together pioneering science and research with cutting-edge cultivation, extraction and production. Curaleaf is listed on the Toronto Stock Exchange under the symbol CURA and trades on the OTCQX market under the symbol CURLF. For more information, please visit https://ir.curaleaf.com.
You may access the entire Curaleaf press release via the link below:
https://ir.curaleaf.com/2026-02-09-Curaleaf-Announces-Strategic-Refinancing-with-Proposed-US-500-Million-Senior-Secured-Notes-Offering
About Seaport Global
Seaport Global Holdings LLC is a leading capital markets firm, providing robust sales, trading and research services and the resources of a full-service investment bank. Seaport Global combines its extensive knowledge, solid relationships, and deep distribution platform to serve its clients’ most unique business requirements. The firm is headquartered in New York with offices across the US and Europe. Visit www.seaportglobal.com to learn more.
Contact
Joan Nash
Corporate Affairs Director
Seaport Global Holdings LLC
212 616.7735
jnash@seaportglobal.com
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