Item 8.01. Other Events.

Adjustment of Proposed Extension Payment

Canna-Global Acquisition Corp (the "Canna-Global") has revised the terms of the previously announced proposed amendment (the "Extension Amendment") to its Canna-Global Certificate of Incorporation (the "Canna-Global Charter") to be considered by its stockholders at a Special Meeting of Stockholders to be held November 22, 2022 (the "Special Meeting") along with a proposed amendment to the investment management trust agreement between Continental Stock Transfer & Trust Company, as trustee ("Continental"), and Canna-Global governing the trust account (the "Trust Account") established in connection with Canna-Global's initial public offering dated December 2, 2021, which is referred to as the Trust Amendment.

As originally proposed, the Extension Amendment provided for a deposit into the Trust Account of an additional $0.0333 per unit for each month extended for up to twelve one-month extensions to December 2, 2023, as the date by which Canna-Global must complete its initial business combination (the "Extended Date"), at Canna-Global's option.

As revised, the Extension Amendment would increase the amount that must be deposited in the Trust Account by Canna-Global each month that it exercises the extension by an additional $0.045 per unit for each month extended. The Extended Date remains the same as proposed in the Extension Proposal.

A primary purpose of the Extension Amendment is to mitigate the current uncertainty surrounding the implementation of the Inflation Reduction Act (the "IR Act"), which, beginning in 2023, will impose a 1% excise tax on public company stock buybacks including redemptions by shareholders. In the event that the Charter Extension is implemented, Canna-Global's sponsor, Canna-Global LLC (the "Sponsor") intends to indemnify Canna-Global for any excise tax liabilities resulting from the implementation of the IR Act with respect to any future redemptions that occur after December 31, 2022. For the avoidance of doubt, the proceeds placed in Canna-Global's Trust Account and the interest earned thereon shall not be used to pay for any excise tax due under the IR Act in connection with any redemptions of Canna-Global's Class A common stock prior to or in connection with its initial business combination

An additional key purpose of the Extension Amendment is to provide the Company with sufficient time to complete a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination involving the Company and one or more businesses (a "initial business combination").

As previously announced, before the commencement of the Special Meeting on November 22, 2022, the disinterested members of Canna-Global's Board of Directors unanimously determined it in the best of Canna-Global and its shareholders to reschedule the Special Meeting for six calendar days to November 28, 2022 at 10:00 a.m. Eastern Time.

All Shareholders are invited to attend the Special Meeting to approve the Extension Amendment and Trust Amendment at 10:00 a.m. Eastern Time on November 28, 2022 virtually by visiting https://www.cstproxy.com/canna-global/2022.

Votes will be accepted up to and during the new date of the Special Meeting.





No Offer or Solicitation

This Current Report on Form 8-K is for informational purposes only and is not intended to and shall not constitute a proxy statement or the solicitation of a proxy, consent or authorization with respect to any securities or in respect of an initial business combination or PIPE financing and is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote of approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.   Description

104           Cover Page Interactive Data File (Embedded within the Inline XBRL
              document and included in Exhibit).

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