Filing Details

Accession Number:
0001829126-23-001239
Form Type:
13D Filing
Publication Date:
2023-01-31 19:00:00
Filed By:
Gotham Green Partners Llc
Company:
Ianthus Capital Holdings Inc.
Filing Date:
2023-02-01
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Gotham Green Partners 0 2,568,047,190 0 2,568,047,190 2,568,047,190 40.1%
Gotham Green GP 1 0 628,005,055 0 628,005,055 628,005,055 9.8%
Gotham Green GP II 0 390,777,830 0 390,777,830 390,777,830 6.1%
Gotham Green Credit Partners GP 1 0 934,167,928 0 934,167,928 934,167,928 14.6%
Gotham Green Partners SPV V GP 0 615,096,377 0 615,096,377 615,096,377 9.6%
Gotham Green Fund 1 0 125,585,311 0 125,585,311 125,585,311 2.0%
Gotham Green Fund 0 502,419,744 0 502,419,744 502,419,744 7.9%
Gotham Green Fund II 0 57,324,290 0 57,324,290 57,324,290 0.9%
Gotham Green Fund II (Q) 0 333,453,540 0 333,453,540 333,453,540 5.2%
Gotham Green Credit Partners SPV 1 0 934,167,928 0 934,167,928 934,167,928 14.6%
Gotham Green Partners SPV V 0 615,096,377 0 615,096,377 615,096,377 9.6%
Jason Adler 0 2,568,047,190 0 2,568,047,190 2,568,047,190 40.1%
Filing

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No.1)*

 

IANTHUS CAPITAL HOLDINGS, INC.

 

(Name of Issuer)

 

COMMON SHARES

 

(Title of Class of Securities)

 

45074T102

 

(CUSIP Number)

 

David Rosenthal

Chief Compliance Officer

Gotham Green Partners, LLC

1437 4th Street

Santa Monica, California 90401

(212) 659-3838

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

December 28, 2022

 

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

 

 

 

 

 

 

CUSIP No. 45074T102 13D Page 1 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Partners, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

2,568,047,190 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

2,568,047,190 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,568,047,190 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

40.1%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

IA

       

 

 

 

CUSIP No. 45074T102 13D Page 2 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green GP 1, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

628,005,055 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

628,005,055 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

628,005,055 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

9.8%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 3 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green GP II, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

390,777,830 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

390,777,830 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

390,777,830 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

6.1%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 4 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Credit Partners GP 1, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

934,167,928 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

934,167,928 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

934,167,928 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

14.6%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 5 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Partners SPV V GP, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

615,096,377 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

615,096,377 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

615,096,377 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

9.6%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 6 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Fund 1, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

125,585,311 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

125,585,311 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

125,585,311 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

2.0%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 7 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Fund 1 (Q), L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

502,419,744 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

502,419,744 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

502,419,744 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

7.9%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 8 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Fund II, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

57,324,290 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

57,324,290 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

57,324,290 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.9%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 9 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Fund II (Q), L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

333,453,540 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

333,453,540 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

333,453,540 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

5.2%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 10 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Credit Partners SPV 1, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

934,167,928 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

934,167,928 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

934,167,928 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

14.6%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 11 of 13

 

1

NAMES OF REPORTING PERSONS

 

Gotham Green Partners SPV V, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

615,096,377 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

615,096,377 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

615,096,377 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

9.6%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

 

 

 

CUSIP No. 45074T102 13D Page 12 of 13

 

1

NAMES OF REPORTING PERSONS

 

Jason Adler

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

       

(a) ☐

(b) ☐

3

SEC USE ONLY

 

 

4

SOURCE OF FUNDS

 

OO

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

Number of

Shares

Beneficially

Owned By

Each

Reporting

Person

With

7

SOLE VOTING POWER

 

0

8

SHARED VOTING POWER

 

2,568,047,190 shares

9

SOLE DISPOSITIVE POWER

 

0 shares

10

SHARED DISPOSITIVE POWER

 

2,568,047,190 shares

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,568,047,190 shares

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

              ☐
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

40.1%

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

IN

       

 

 

 

CUSIP No. 45074T102 13D Page 13 of 13

 

Explanatory Note

  

This Amendment No.1 to Schedule 13D amends the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on July 1, 2022 (the “Original Filing”) (the Original Filing and this Amendment No. 1 are collectively referred to herein as the “Schedule 13D”). The Schedule 13D relates to the common shares (“Common Shares” or “Shares”), of iAnthus Capital Holdings, Inc. (the “Company” or “Issuer”). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Original Filing.

 

On December 28, 2022, certain funds affiliated with Gotham Green Partners, LLC, namely Gotham Green Credit Partners SPV 1, L.P., Gotham Green Fund 1 (Q), L.P. and Gotham Green Fund 1, L.P., assigned and transferred an aggregate of 4,116,051 Common Shares of the Issuer for a total purchase price of $10,000.00 (the “Share Transfer”).

 

Except as otherwise set forth in this Amendment No.1, the information set forth in the Original Filing remains unchanged and is incorporated herein by reference to the extent relevant to the items in this Amendment No.1. This Amendment No.1 should be read together with the Original Filing.

 

Item 5. Interest in Securities of the Issuer

 

(a) and (b).

 

Items 7 through 11 and 13 of each of the cover pages of this Schedule 13D are incorporated herein by reference. Calculation of percentage ownership is based on 6,403,727,465 Shares outstanding as of November 7, 2022 as reported in the Issuer’s Form 10-Q filed with the SEC on November 8, 2022.

 

The information set forth in Item 4 is also hereby incorporated by reference into this Item 5.

 

(c)During the past 60 days, the Reporting Persons did not conduct any transactions in the Shares other than the Share Transfer as described in the Explanatory Note, which is hereby incorporated by reference into this Item 5.

 

On December 28, 2022, the following Shares were transferred, in a privately negotiated transaction, by the Funds listed below at a price of $0.0024 per Share:

 

·2,762,646 Shares by Gotham Green Credit Partners SPV 1, L.P.;

 

·1,082,759 Shares by Gotham Green Fund 1 (Q), L.P.; and

 

·270,646 Shares by Gotham Green Fund 1, L.P. 

 

(d) To the knowledge of the Reporting Persons, no one other than the Reporting Persons, or the partners, members, affiliates or shareholders of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities of the Issuer reported as beneficially owned by the Reporting Persons herein.

 

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

 

The information set forth under the Explanatory Note hereof is incorporated by reference into this Item 6.

  

 

 

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: January 31, 2023

 

GOTHAM GREEN PARTNERS, LLC   Gotham Green Fund 1 (Q), L.P.
      By: Gotham Green GP 1, LLC
By: /s/ Jason Adler      
Name: Jason Adler   By: /s/ Jason Adler
Title: Managing Member   Name: Jason Adler
      Title: Managing Member
         
Gotham Green GP 1, LLC   Gotham Green Fund II, L.P.
      By: Gotham Green GP II, LLC
By: /s/ Jason Adler      
Name: Jason Adler   By: /s/ Jason Adler
Title: Managing Member   Name: Jason Adler
      Title: Managing Member
         
Gotham Green GP ii, LLC   Gotham Green Fund II (Q), L.P.
      By: Gotham Green GP II, LLC
By: /s/ Jason Adler      
Name: Jason Adler   By: /s/ Jason Adler
Title: Managing Member   Name: Jason Adler
      Title: Managing Member
         
Gotham Green Credit Partners GP 1, LLC   Gotham Green CREDIT Partners SPV 1, L.P.
      By: Gotham Green Credit Partners GP 1, LLC
By: /s/ Jason Adler      
Name: Jason Adler   By: /s/ Jason Adler
Title: Managing Member   Name: Jason Adler
      Title: Managing Member
         
GOTHAM GREEN PARTNERS SPV V GP, LLC   Gotham Green Partners SPV V, L.P.
      By: Gotham Green Partners SPV V GP, LLC
By: /s/ Jason Adler      
Name: Jason Adler   By: /s/ Jason Adler
Title: Managing Member   Name: Jason Adler
      Title: Managing Member
         
Gotham Green Fund 1, L.P.      
By: Gotham Green GP 1, LLC      
      /s/ Jason Adler
By: /s/ Jason Adler   JASON ADLER
Name: Jason Adler      
Title: Managing Member      

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)