Item
8.01 Other Events.
On September 27, 2022, Shareholder Representative
Services LLC (the “Plaintiff”) filed in the Connecticut Superior Court (the Court”) an Application for
Modification of the Temporary Injunction Order, as amended, and as supplemented on September 29, 2022 (the “Application”)
issued by the Court on September 13, 2022 against The Greenrose Holding Company Inc. (the “Company”) (the “Court
Order”) in response to the amended complaint filed by the Plaintiff on August 3, 2022, as previously reported in the Current
Report on Form 8-K that the Company has filed on August 5, 2022. The amended complaint, as did Plaintiff’s initial complaint disclosed
in the Company’s Current Report on Form 8-K of July 5, 2022, generally alleges breach of contract, breach of the covenant of good
faith and fair dealing, and conversion with respect to the Agreement and Plan of Merger effective as of March 12, 2021 and its Amendments
1 and 2 (collectively, the “Merger Agreement”) between the Plaintiff, as representative of the Selling Securityholders
of Theraplant (as defined in the Merger Agreement), and the Company. The Court Order issued on September 13, 2022, modified the prior
order 104.86 and ordered that that the Company, and its officers, employees and agents be thereby restrained from disposing of, or voluntarily
encumbering, except in the ordinary course of business, assets received directly or indirectly from TPT Holdings, LLC and/or Leafline
Industries, LLC, until further order of the Court. The order does not apply to shares of Leafline LLC. In the Application, the Plaintiff
seeks that the Court issue an order restraining and enjoining the Company (1) from encumbering, disposing of or transferring assets, including
all assets in Connecticut (including all assets of Theraplant, its wholly owned subsidiary, including Theraplant’s bank accounts,
facilities, and products or crops) to anyone other than the Plaintiff pending further order of the Court; (2) from engaging the services
of Messrs. Lynch and/or Bossidy, which the Company previously disclosed on a Form 8-K dated and filed with the SEC on September 22, 2022;
(3) to take all steps necessary to enable the Plaintiff and the Selling Securityholders to obtain the Greenrose shares of stock due them;
and (4) from engaging in any other activity that might affect the operation of Theraplant or the ability of the Plaintiff to enforce any
judgment it may obtain in this matter. In supplemental Application filed in the Court on September 29, 2022, the Plaintiff added information
regarding the litigation pending in Arizona (reported below in this report) alleging that the pending litigation and application for the
appointment of a receiver in Arizona further demonstrate the need to prevent the assets of the Company located in Connecticut from being
disbursed or pledged or in any way diminished or terminated. The Company intends to continue to defend itself vigorously.
On
September 26, 2022, Next Step Advisors, LLC, a Nevada limited liability company doing business in Maricopa County, Arizona, M. Sipolt
Marketing, LLC, an Arizona limited liability company doing business in Maricopa County, Arizona, Sabertooth Investments, LLC, a Delaware
limited liability company doing business in Maricopa County, Arizona, True Harvest, LLC, an Arizona limited liability company doing business
in Maricopa County, Arizona (each a “Plaintiff” and collectively, the “Plaintiffs”) filed in the
Superior Court of the State of Arizona in and for the County of Maricopa a complaint (the “Complaint”) against True
Harvest Holdings, Inc. and The Greenrose Holding Company Inc. f/k/a Greenrose Acquisition Corp. (each a “Defendant”
and collectively, the “Defendants” (as defied in the Complaint) and, for the purposes of this report, collectively,
the “Company”) seeking monetary damages and such other and further relief as the Court might order. The Complaint generally
alleges (i) breach of contract with respect to each Plaintiff pursuant to the promissory note between such Plaintiff and the Company,
(ii) need for protection of Plaintiffs’ interests in the light of the Company’s financial condition and the Plaintiffs’
belief that the Company is insolvent, and (iii) a need for a receiver over Defendants to protect and preserve Plaintiffs’ interests
with respect to Defendants. The Company intends to defend itself vigorously.
The
information in Item 8.01 of this Current Report on Form 8-K, shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Section 11 and 12(a)(2) of
the Securities Act of 1933, as amended. The information contained in Item 8.01 of this Current Report on Form 8-K, shall not be incorporated
by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date
hereof, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such
a filing. The furnishing of this information hereby shall not be deemed an admission as to the materiality of any such information.