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Acquisitions and Business Combinations (Tables)
 12 Months Ended
Dec. 31, 2020
Business Acquisition [Line Items]  
Schedule of Measurement of Fair Value of the Warrants Issued

In determining the fair value of the warrants issued to GGP, the Company used the Black-Scholes option pricing model with the following weighted average assumptions:

 

 

 

July 31, 2019

 

Risk-Free Interest Rate

 

 

1.84

%

Expected Life of Options (years)

 

 

2.31

 

Expected Annualized Volatility

 

 

89

%

Expected Forfeiture Rate

 

nil

 

Expected Dividend Yield

 

nil

 

Black-Scholes Value of Each Option

 

$

0.43

 
Cannex Capital Holdings Inc  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The Company recorded the acquired balances at fair value as determined by third party valuation firms. The following table summarizes the purchase price allocation:

 

Consideration transferred:

 

 

 

 

Equity issued (1)

 

$

181,110

 

Fair value of GGP warrants (2)

 

 

5,779

 

Replacement warrants (3)

 

 

5,317

 

Replacement stock options (4)

 

 

6,825

 

Total

 

$

199,031

 

 

Fair value of net assets acquired:

 

 

 

 

Cash

 

$

9,119

 

Accounts receivable

 

 

1,869

 

Prepaid expenses

 

 

352

 

Inventory

 

 

527

 

Property and equipment

 

 

1,230

 

Notes receivable

 

 

2,233

 

Notes receivable – 4Front (5)

 

 

12,497

 

Deposits – equipment

 

 

2,182

 

Deposits – real estate

 

 

820

 

Right-of-use assets

 

 

15,160

 

Investments

 

 

759

 

Lease receivables

 

 

33,192

 

Intangible assets

 

 

13,600

 

Goodwill

 

 

166,557

 

Accounts payable and accrued liabilities

 

 

(3,042

)

Notes payable

 

 

(201

)

Contingent consideration payable – Pure Ratios

 

 

(1,500

)

Convertible notes

 

 

(39,881

)

Lease liability

 

 

(16,442

)

 

 

$

199,031

 

 

 

(1)

As part of the business combination, 190,482,146 shares were issued to Cannex investors with a value of $0.95 per share ($1.25 CAD).

 

(2)

On July 31, 2019, 13,521,328 warrants that were held by Gotham Green Partners (the “GGP Warrants”) were replaced with warrants with the same terms in 4Front Ventures Corp, with a fair value of $5,779.  

 

 

(3)

On July 31, 2019, 25,251,757 warrants that were held by third parties, were replaced with warrants with the same terms in 4Front Ventures Corp, which had a total fair value of $5,317 determined using the Black-Scholes valuation model (Note 16). The value of these warrants is recorded as derivative liability, as the exercise price of these warrants are denominated in a foreign currency, Canadian Dollars.  

 

(4)

On July 31, 2019, 16,346,665 stock options held by Cannex shareholders were replaced with stock options of 4Front. These replacement options had the same terms as the original options. The fair value of the replacement options was $9,098, determined using the Black-Scholes model. The consideration for the business combination includes $6,825 for replacement options, relating to past service with the remaining $2,273 recognized over the vesting period.

 

(5)

As of July 31, 2019, Cannex had advanced the Company $12,497.  The note was eliminated upon consolidation.

Om of Medicine LLC  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The following table summarizes the purchase price allocation:

 

Consideration transferred:

 

 

 

 

Cash

 

$

227

 

Contingent consideration (1)

 

 

3,750

 

Payables issued (2)

 

 

1,058

 

Equity paid (3)

 

 

4,400

 

Total

 

$

9,435

 

 

Fair value of net assets acquired are:

 

Fair value of net assets acquired:

 

 

 

 

Cash

 

$

51

 

Inventory

 

 

298

 

Property and equipment

 

 

192

 

Right-of-use assets

 

 

574

 

Goodwill

 

 

1,435

 

Intangible assets

 

 

7,700

 

Accounts payable and accrued liabilities

 

 

(161

)

Notes payable

 

 

(80

)

Lease liability

 

 

(574

)

 

 

$

9,435

 

 

 

(1)

Contingent consideration is payable depending on reaching certain future sales targets by Om of Medicine LLC.  The Company determined the contingent payments to be $3,750. See Note 20.  

 

(2)

Consists of $1,058 held back by the Company to pay future taxes, other expenses or payments to the sellers.

 

(3)

As part of the business combination, 9,040 Class F shares were issued which were valued at $4,400.
PHX Interactive LLC  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The following table summarizes the purchase price allocation:

 

Consideration transferred:

 

 

 

 

Cash

 

$

3,360

 

Payables issued (1)

 

 

304

 

Equity paid (2)

 

 

2,676

 

Total

 

$

6,340

 

Fair value of net assets acquired:

 

 

 

 

Cash

 

$

102

 

Inventory

 

 

91

 

Property and equipment

 

 

72

 

Deposits

 

 

2

 

Goodwill

 

 

6,225

 

Accounts payable and accrued liabilities

 

 

(152

)

 

 

 

6,340

 

 

 

(1)

Consists of $304 held back by the Company to pay certain vendor payables.

 

(2)

As part of the business combination, 5,496 Class F shares were issued which were valued at $2,676.