22nd Century Group (XXII) Registration Filing summary

Company overview and business model

• Operates as a tobacco products company focused on proprietary reduced nicotine tobacco products authorized as Modified Risk Tobacco Products by the FDA, and provides contract manufacturing services for third-party brands.

• Mission centers on harm reduction through Very Low Nicotine (VLN) cigarettes, with phased rollout in over 5,000 stores across 26 states as of 2023.

• Holds a substantial intellectual property portfolio related to reduced nicotine tobacco plants.

Financial performance and metrics

• History of losses and negative cash flows, with uncertainty regarding achieving and sustaining profitability and positive cash flows from operations.

• As of September 16, 2024, 21,101,248 shares of common stock were issued and outstanding.

Use of proceeds and capital allocation

• Will not receive any proceeds from the sale of shares by selling stockholders; all proceeds go to the selling stockholders.

• $400,000 of outstanding debt and creditor obligations were settled through the issuance of 1,399,776 shares of common stock in a private placement.