For years and years, our cannabis lawyers have assisted with due diligence on all kinds of cannabis transactions from sole proprietorships to public companies. So that means we are intimately familiar with the mechanics of how the due diligence process works on a series of different transactions, and that we have seen all kinds of
We work with a good number of multi-state operator (MSO) cannabis companies. Always have. Most of these companies are publicly traded, although others remain closely held. With more MSOs on the scene than ever before, it seems like a good time to list out some pitfalls for MSOs, their decisionmakers, lenders, etc., as these companies
Virtually any time that there are transactions involving cannabis company mergers, cannabis company acquisitions, or cannabis real estate sales, and in many cases involving the sale of assets of a cannabis company, the parties are likely to encounter a concept called “closing” in their purchase agreements. Closing isn’t necessarily unique to purchase and sale situations
It’s common in many different kinds of cannabis contract negotiations for the parties to execute a document early in the stages of negotiations that is often called a letter of intent (or LOI), but can also be called a term sheet. LOIs are used in most real estate and M&A transactions, but can be used
In a recent bankruptcy decision by the Ninth Circuit Bankruptcy Panel (“BAP”), the BAP had the occasion to explore some of the intricacies of how the Bankruptcy Code interacts with the cannabis industry. Burton v. Maney, 610 B.R. 633 (B.A.P. 9th Cir. 2020) (“In re Burton”). While, generally, a putative debtor cannot enjoy the protections
The state-legal cannabis industry is often a cutthroat place. State cannabis regulations are difficult to navigate and it usually takes significant capital to get a cannabis business up and running. And even once operating, margins get shrunk by aggressive and unfair federal taxes and limited access to banking. To top it off, cannabis is still
Cannabis businesses are unlike typical businesses in large part due to the significant tension between federal and state laws and regulations. This tension creates some uncertainty for every licensed cannabis business and every other business and individual involved in the marketplace: owners, financiers, employees, ancillary service providers, and even accountants and attorneys. Overview of Buying
We lawyers get asked to sit on boards with some frequency. At this law firm, those requests are sometimes made by clients and I believe we have always declined, but not for the reasons you may be thinking. In many cases, a lawyer who sits on the board of a company he or she represents
Although Americans, and citizens of certain states in particular, have a reputation as a litigious bunch, the reality is that very few civil lawsuits actually go to trial. The vast majority of cases—perhaps more than 90%—end in settlement. This is certainly true in my practice and for most attorneys I know who specialize in business
I will continue publishing a series of posts identifying common issues with cannabis supply chain contracts in California over the next few months. If you haven’t already read earlier articles on this topic, I suggest you start with the following: California Cannabis Supply Chain Contracts: Inspection and Rejection Top Four Concerns for Tri-Party Cannabis Supply
