Prepared for prospective senior lenders · Confidential · Lender summary

One senior secured facility, first lien on entitled cannabis land, sized to carry itself to first harvest.

Acquisition and Year-0 site development of a ~17-acre entitled outdoor-cultivation parcel at 2100 Belvidere Road, Harmony Township, Warren County, NJ — under a letter of intent countersigned by the seller on August 10, 2026 at $2,495,000. Structured the way a cannabis real-estate bridge is written: interest-only, full interest reserve funded at close, repaid from the first harvest with a land-secured backstop.

$5.00M
Facility request · single senior secured loan
18 mo
Term · interest-only · reserve carries all payments
1st lien
On the parcel + all company assets, approvals, offtake
1.85×
Base-case first harvest vs the land price
01  /  Why the credit works

Lend against the widest cost-to-price spread in the market.

New Jersey is one of the country's most supply-starved cannabis markets: wholesale flower printed $2,391/lb as recently as September 2025, more than double the U.S. index, and as of late 2025 the CRC counted just three fully-outdoor farms in the entire state. Nearly every NJ operator is locked into expensive indoor warehouses because their town won't permit sun-grown canopy.

This parcel sits in the rare town that permits it, and already carries municipal cannabis approval. The borrower grows at an outdoor cost base near $200/lb and sells into indoor-scarcity pricing. For a lender the spread is the repayment source, and it is structural: at the conservative $250/lb grow cost the crop's cash break-even is ~$290/lb — roughly an eighth of NJ's last print. Price compression is not a surprise scenario in this file; it is the base assumption. 2026's record declines are already modeled: the base case prices at the market's own structural floor, and the conservative case strips New Jersey out of the price entirely.

The collateralEntitled outdoor-cannabis land, contracted at a seller-stated 15% discount to a recent comparable
The repaymentOne harvest cycle — crop cash plus trim, freed reserve and spring receipts retire the facility inside or at term
The structureFirst lien, funded interest reserve — no payment ever depends on operations
Wholesale flower benchmarks · $ / lb
NJ avg (Sep '25)
$2,391
Indoor ('25 idx)
$1,378
U.S. spot (Jun '26)
$997
Greenhouse ('25 idx)
$725
Outdoor ('25 idx)
$418
Underwriting base
$900

The repayment case is underwritten at $900/lb blended — the market's structural floor (indoor marginal cost plus the $40/lb excise), ~38% of NJ's last print. Every scenario carries the excise. The conservative case prices at $450/lb, the U.S. outdoor index with zero New Jersey premium.

02  /  Loan request

Sized to your structure with flexible terms.

The plan itself is $3.73M. We have built the request the way we expect your term sheet to read: proceeds fund acquisition, site development and soft costs, plus origination and an interest reserve covering every payment through maturity, so no debt service depends on operations before harvest receipts. Pricing below is illustrative; your terms govern.

Indicative facility · illustrative pricing
Facility amount$5.00M
StructureSenior secured · first lien · single tranche
Term18 months (open to 18–24)
PaymentsInterest-only, funded from reserve at close
Illustrative rate / fee15% · 3 pts (assumed for sizing)
Interest reserve (18 mo)$1,125,000
Origination (3 pts)$150,000
Net to project$3,725,000
Monthly IO (from reserve)$62,500
PrepaymentOpen after 6 months at par (proposed)

Sizing formula: net proceeds ÷ (1 − points − rate/12 × months). If your reserve convention or pricing differs, the facility resizes mechanically — the plan underneath does not change.

Use of proceeds · net $3,725,000
Land acquisition (contract price, countersigned LOI)$2,495,000
Site development — well & irrigation, perimeter security, field prep, power$210,000
Harvest processing & drying allowance$175,000
Farm equipment allowance$100,000
Year-one insurance & compliance (Metrc, testing, licensure fees)$95,000
First-season working capital (sized to the modeled October trough)$380,000
Licensing & legal (Class 1 conditional, municipal, counsel)$95,000
Acquisition costs incl. farmland-assessment rollback$90,000
Contingency$85,000
Net project uses$3,725,000
+ Interest reserve + origination$1,275,000
Gross facility$5,000,000

67% of net proceeds is the land. No expansion capex is carried on borrowed money — the plan replants the same 150,000 sq ft outdoor field each season.

Capital stack flexibility

The plan does not depend on a single source. The seller's public listing offers owner financing (the listing capture is in the data room, 2.6), and a sponsor equity layer is forming alongside this request. A seller-carried junior piece behind your first lien, or a smaller senior sized to your LTV, both work — the net project underneath does not change.

03  /  Market support for the repayment price

A billion-dollar sealed market; a model that is based on conservative market prices.

$1.16B
certified 2025 NJ cannabis sales (CRC)
+11.8%
recreational growth '24→'25 (CRC)
300+
dispensaries open, May 2026 (CRC)

Demand has outrun supply since adult-use launched in 2022. Operational cultivators roughly doubled in late 2025 — about 24 to 46 — and 2026 brought record price declines. That compression is already in this file's numbers: the base case is the structural floor, and the conservative case is the U.S. outdoor index with zero New Jersey premium.

Two structural facts protect the repayment price. New Jersey is a sealed market — federal law bars interstate imports, so cheap Western outdoor can never undercut a NJ grower; every pound sold in NJ is grown in NJ, and today just three farms grow it under the sun. And in supply-short East-Coast markets sun-grown is not discounted the way it is out West: in New York, where most licensed canopy is outdoor, it prints near indoor prices.

How a harvest actually sells · grade mix behind the $900 blend
Product gradeReported NJ range
Premium outdoor flower (A-grade)$1,800–2,200/lb
B-buds / fresh frozen$1,000–1,400/lb
Extraction biomass$300–600/lb

A conservative mix — 40% A-grade at $1,800 · 25% B-buds at $1,000 · 35% biomass at $450 — blends to ≈$1,130/lb. The underwriting books $900: it absorbs roughly 20% further compression across every grade plus the seasonal “Croptober” congestion dip before the model misses. Offtake is negotiated before harvest — the Casa Verde LOI is signed, with supply agreements priced separately for flower and extract-input material.

Industry-reported NJ ranges, spring 2026 — grade-level transaction data is not publicly indexed; directional, not a print.

04  /  Collateral

Real property first; the operating assets behind it.

Collateral package · first priority
PrimaryFirst mortgage · ~17-ac parcel, Block 31 Lot 7.2, Harmony Twp NJ
Contract price$2,495,000 (countersigned LOI)
Site improvements$210,000 Year-0, added as placed
Business assetsFirst-priority UCC · equipment, inventory, receivables
Approvals & contractsMunicipal support + CRC licenses as issued · Casa Verde offtake · CannDelta work product
GuarantiesOpen to discussion
Coverage · stated plainly
Loan-to-cost (net project $3.1M)134%
Loan-to-contract-price (land)200%
Land + improvements coverage of facility54%
First-harvest crop margin, base$4,620,000 · 0.92× facility
First-harvest crop margin, conservative$1,008,000 · 20% of facility

The land is the backstop, not the thesis: land plus Year-0 improvements covers about 54% of the gross facility, and the seller has publicly marketed the parcel at the contract price as a discount to a recent sales comparable, so appraisal is expected to be supportive of value above cost. The primary exit is the harvest.

05  /  Why the collateral holds

If the exit is ever the land instead of the harvest, this is what the next buyer is buying.

Outdoor cannabis is effectively banned across most of New Jersey — towns must opt in, and almost none have: as of late 2025 the CRC counted three fully-outdoor farms statewide. The lien is on scarce, entitled dirt, and the same scarcity that protects the collateral's value protects the borrower's margin.

Rare in NJ

Outdoor cultivation is expressly permitted

Harmony Ordinance O:24-06 (May 2024) authorizes cultivation "on the exterior portions of a lot." That clause is what makes sun-grown economics legal here — and what makes the parcel hard to replicate elsewhere.

Already granted

Municipal cannabis support on this parcel

Township Resolution 24-24 granted municipal support for a Class 1 Cultivator + Class 2 Manufacturer at this parcel — the local approval that gates the state license. The site has cleared that bar once already.

Scale headroom

3.5 outdoor acres ≈ a full Tier VI license

NJ's top cultivator tier, Tier VI, allows up to 150,000 sq ft of mature canopy, and NJ allows one cultivator license per owner group — the 3.5-acre field (152,460 sq ft gross, planted to the cap) fills a Tier VI license on its own. Greenhouse and indoor canopy add later, CRC-approved case by case.

Water secured

One of NJ's best aquifers, on-site

The state's own hydrogeology puts the parcel on the Allentown dolomite, where area wells yield 1,500+ gpm — ample for irrigation, pending a standard NJDEP agricultural water registration.

De-risked

Entitlements substantially in place

Minor subdivision is county-approved, the tract sits in FEMA Flood Zone X (exhibit 2.7), and utility service is confirmed by JCP&L — the slow, discretionary work is largely behind the asset.

Clean model

Cultivation-pure, no retail entanglement

Harmony keeps dispensaries and distributors out — a focused cultivator selling into NJ's 300+ dispensaries, with no zoning conflict and less competition for the land.

06  /  Repayment & exit at 18 months

Close, license, plant, harvest, sell, repay — inside the term.

MilestoneWindowWhat happens
Term sheet → PSA → closeMonths 0–2Deposit posts 3 business days after PSA; 28-day diligence (Phase I, title, water/utility, entitlement); close within 30 days after diligence. Buyer-named municipal support resolution runs in parallel from PSA.
License & site buildMonths 2–8CRC Class 1 (Tier VI wraps the field) with the prior applicant's counsel and consultants; well, irrigation, perimeter security, field prep from the $210K line.
Plant · harvest~May → ~Oct3.5-acre outdoor season; offtake pre-negotiated ahead of harvest (Casa Verde LOI signed; supply agreements with pricing to follow).
Sell & repayMonths ~14–18Receipts land Oct–Apr. Base case: ~$6.1M received by month 18 → ~$4.4M crop cash after grow cost and excise, ≈0.89× the facility. Principal repaid from harvest; any residual refinanced into term debt on a licensed, operating asset.
Base case · $900/lb blended · 2,000 lb/ac
First-harvest revenue$6,300,000
Net crop margin (after grow cost + excise)$4,620,000
Year-1 net income (after SG&A, dep., tax)$2,845,300
Facility repaid fromHarvest + spring receipts; refinance backstop
Conservative case · $450/lb · 1,800 lb/ac · zero NJ premium
First-harvest revenue$2,835,000
Net crop margin$1,008,000
Year-1 net income$377,548 · profitable every year
Facility repaid fromHarvest + refinance/extension; land-secured throughout

We show this on purpose. At the U.S. outdoor index with no New Jersey premium the operation is still profitable and never needs additional capital, but the first harvest alone does not retire the facility; the exit is a refinance of a licensed, cash-flowing, land-owning company. Your position is first lien throughout.

Payoff math at month 18 · base case · $5.00M facility
Crop cash received by month 18 (model)$4,439,400 · 0.89× facility
+ Extraction-grade trim (industry avg, not modeled)$150,000 – $250,000
+ Reserve freed by par prepayment from month ~13Applied to principal at payoff
+ Final spring receiptsComplete the balance
RepaymentOne harvest cycle, inside or at the 18-month term

At independent industry-average midpoints (7,250 lb · $1,000/lb — see the market-check tab in data room 4.1), first-harvest crop cash is ~$5.5M and retires this facility from the harvest alone at ~1.1×. Refinance (incl. NJEDA's documented cannabis program) is the backstop for the deliberately conservative $450/lb case, not the plan.

07  /  Operating capability

A proprietary cultivation program the repayment case doesn't lean on.

The outdoor program runs a proprietary methodology engineered for New Jersey's climate, targeting 1.5–2.0 oz per square foot — roughly 14,300–19,000 lb across the field at full performance. That target is a company engineering estimate, and none of it is in the numbers shown to you: every scenario in this file is underwritten at or below 1 oz/sq ft, and the base case assumes the plain industry average.

Yield ladder · what is and isn't underwritten
Base case (the repayment math)7,000 lb · industry-average 2,000 lb/acre
Model ceiling (upside scenario)9,527 lb · 1 oz/sq ft
Program target (modeled at zero)14,300–19,000 lb · 1.5–2.0 oz/sq ft
Independent market check (data room 4.1)6,000–8,500 lb · $800–1,200/lb — brackets the base

Every pound above the base is additional repayment cushion, not a promise. Program specifics are available in diligence.

Harvest infrastructure · sized and funded

Drying and processing run on leased 53-ft refrigerated trailers — the industry's standard low-capex path for an outdoor harvest of this size (roughly 5–7 trailers over a ~30-day window) — covered by the $175,000 harvest processing & drying allowance inside this facility's use of proceeds, with farm equipment carrying its own $100,000 allowance. The operator who runs it has built and licensed cannabis facilities before (Sponsors, below). Nothing about the harvest plan depends on money outside this facility.

08  /  The plan beyond the term

The same field, every season, from reinvested profits. The refinance backstop gets stronger each year.

This facility funds land and first season only. Every later season replants the same 150,000 sq ft field — the state's single-license maximum — from the harvest before it. For a lender that means no future capital calls competing with the lien, and no additional debt planned ahead of or beside it.

Five-year base case · $M · same engine as the interactive proforma
$MYr 1Yr 2Yr 3Yr 4Yr 5
Revenue6.36.36.36.36.3
EBITDA3.93.93.93.93.9
Net income2.82.82.82.82.8

Every year repeats the outdoor season under the single 150,000 sq ft Tier VI license (NJ allows one cultivator license per owner group) and holds prices at or below structural floors. Illustrative, not a guarantee of results.

Months 0–2Term sheet → PSA → close
Months 2–8CRC license & site build
~May → ~OctPlant & harvest 3.5 acres
Months ~13–18Receipts land · facility repaid
Year 2+Replant the full canopy — funded from harvests, after your payoff

The refinance backstop is not hand-waving: by the end of year 2 the asset is a licensed, cash-flowing cultivator with EBITDA in the millions on owned land — the profile NJEDA's cannabis program and conventional term lenders both bank. The deliberately conservative $450/lb case exits that way; the base case never needs it.

09  /  Licensing risk & the transition

The town has already said yes to this use on this lot. We inherit the team that got it done.

In New Jersey there is no separate municipal license: a governing-body resolution of support is the local approval the CRC requires. Harmony Township adopted that resolution for cannabis cultivation and manufacturing on this exact parcel in June 2024 (Resolution 24-24, certified copy in the data room). It names the prior applicant, so it re-adopts in our name.

Outcome risk

The discretionary vote is known

The township committee has voted yes for this use on Block 31 Lot 7. Same parcel, zone, ordinance and use — the ask is the same decision with the applicant's name updated.

Process risk

The playbook and people transfer

The prior applicant's NJ cannabis counsel, its consultants (CannDelta — full application work product delivered at PSA execution), and the township relationships that produced the first approval support Lucky's Leafs through the re-vote and CRC licensure until we hold the identical approvals.

Alignment

Everyone is paid when it lands

The seller closes on $2,495,000 only when we close; the LOI ties their exclusivity to the PSA. Seller cooperation on municipal support and licensure and the CannDelta handover are covenants in the countersigned LOI (§4, §5); the full transition is being papered into the Purchase Agreement.

Residual risk, stated plainly: a township that already approved this use declining the identical use with the same team in the room. Mitigants: the buyer-named resolution is run from PSA in parallel with diligence, and closing is conditioned on it.

10  /  The sponsors

The people your lien stands behind — operators who have licensed and built before.

John Franco · Founder & CEO, majority owner

25+ years building and running customer-facing businesses in New Jersey, including growing a shop into a profitable fixture employing 15–20 people. Holds the vendor, dispensary and community relationships the offtake depends on.

Brandon Rumann · Chief Financial Officer

Aerospace engineer and project manager across NASA (ISS, VIPER lunar rover) and Blue Origin (Orbital Reef). Owns capital strategy and the financial model behind this file — and has personally invested $145k+ in the company. Skin in the game precedes yours.

Jamie Fillipuzzi · Chief Operating Officer

Built a Health Canada–licensed cannabis facility from the ground up and secured five cannabis licenses. Runs cultivation, quality systems and compliance — the execution risk in this file sits with hands that have done it before.

Rodrigo Savonne · Director of Sales

Hands-on New Jersey cannabis experience from TerrAscend, one of the state's largest operators — machinery, NJ compliance, and the dispensary relationships that move first-harvest product.

Structure & traction. A dedicated property-holding subsidiary is in place to take title where the lender prefers a PropCo/OpCo separation, with single-purpose-entity covenants available. Early demand is contracted, not claimed: a signed letter of intent with the Casa Verde dispensary plus verbal commitments from additional independents anchor first-harvest offtake.

11  /  Risk & mitigation

Risk mitigation plan and strategies

Risk
What stands in front of the lien
Wholesale prices keep falling
Already the base assumption: the underwriting prices at the structural floor, and the conservative case — $450/lb, the U.S. outdoor index with zero NJ premium — is still profitable every year. The crop's cash break-even is ~$290/lb, an eighth of NJ's last print, and the sealed market (no interstate imports; three outdoor farms statewide) keeps sun-grown scarce. If price kills the harvest exit, the refinance exit and the land remain.
Licensing takes longer than hoped
Municipal support was already granted on this parcel (Resolution 24-24); the buyer-named re-vote runs from PSA in parallel with diligence, and closing is conditioned on it — the facility funds a closing that already carries the local approval. The prior applicant's counsel and consultants (CannDelta work product delivered at PSA) transition with the site.
A single outdoor crop fails (weather / pest)
The lien is on the land, not the crop: a lost season is re-planted, not fatal. Private-market cannabis crop coverage is priced through specialty carriers (federal crop insurance excludes cannabis), the interest reserve keeps the loan current through a replant, and year-one insurance & compliance carries its own $95,000 line in the use of proceeds.
Harvest-season cash crunch
Funded inside this facility, not assumed away: a $380,000 working-capital line sized to the modeled October trough plus an $85,000 contingency sit in the use of proceeds, and the interest reserve carries every payment — the borrower never needs outside cash to stay current.
Can't sell the volume
NJ is supply-short with 300+ dispensaries buying; the signed Casa Verde LOI plus verbal commitments anchor demand, and an outdoor harvest feeds two channels — dispensary flower and extract-input biomass — so every grade has a buyer of last resort.
State excise fee rises
Every scenario already carries the $40/lb SEEF. The CRC held the 2026 rate flat and rejected a $30/oz staff proposal; the interactive proforma's SEEF slider stress-tests the full $480/lb case, and market practice passes the fee through on invoices.
280E tax drag
Cultivators capitalize most costs into COGS (permitted under 280E), and NJ decoupled from 280E at the state level. The model carries a conservative 26% effective rate — and repayment is measured on crop cash, which taxes barely touch inside the term.
12  /  Cost basis of the real estate

Acquisition, capex to date, remaining capex.

Acquisition cost$2,495,000 · contract price, countersigned LOI
CapEx spent to date$0 · pre-closing, no improvements made
Remaining CapEx (this facility)$210,000 · Year-0 site development
Later expansion capexNone in the plan — the same field each season · not requested
Seller marketingListed publicly at the contract price, stated by the seller as a 15% discount to a recent sales comparable (capture in data room 2.6)
Secured today · in the data room
  • Site control — LOI countersigned by Harmony Holdings Development LLC, Aug 10 2026
  • Legal parcel — subdivision plat recorded, Warren County Map #877 (May 1 2026); County File 25-003 conditions satisfied
  • Use right — Ordinance O:24-06, cultivation "on the exterior portions of a lot"
  • Municipal precedent — certified Resolution 24-24 on this lot
  • Water — M2 Associates hydro study, Allentown dolomite; power — JCP&L will-serve; flood — FEMA Zone X, whole tract, no mandatory flood insurance (determination in data room 2.7); Highlands Planning Area
  • Demand — signed Casa Verde LOI · Model — live workbook, balance sheet ties $0 every year
Open the lender data room →Interactive five-year proforma

Prepared for prospective senior lenders. Confidential. Illustrative facility sizing at assumed pricing for discussion only; final terms per lender term sheet. Projections are based on documented assumptions and cited market data; not a guarantee of results. Contact: Brandon Rumann, CFO · (832) 244-9139 · info@luckysleafsnj.com

Lucky's Leafs — Senior Secured Facility Request