There are a lot of bad ways to set up a cannabis business, and we like to think that we've seen them all. But there's probably no worse category than 50/50 ownership of a business - a recipe for all sorts of disasters. Let's look and why that is, and some ways to avoid it.
We wrote a couple of times about the Department of Cannabis Control's (DCC) proposed emergency regulations. See here and here. Under those regulations, some interesting changes were proposed around the definitions of owners and financial interest holders, alongside restrictions on license stacking on "contiguous" premises (among other things). On September 15, 2021, the DCC submitted
Last Friday and Saturday, members of the Oregon Bar gathered (online) for the third annual Cannabis Law Institute (CLI) put on by the Cannabis and Psychedelics Law Section of the Oregon State Bar. Topics included agricultural liens and receiverships, securities in the cannabis industry, federal and state hemp updates, Oregon’s Psilocybin Act, and the failures
I've preached before on the blog about how often our firm gets pulled into M&A deals where the parties have screwed up reporting the transaction to cannabis regulators on both the state and local levels. In California, in particular, changes of ownership have been a painful affair where the Bureau of Cannabis Control ("BCC") routinely
In my last post in this series, I ran through a detailed list of some of the more common conditions to closing you'll see in the run-of-the-mill cannabis business purchase. Today, I want to do something similar, but instead with representations and warranties. In M&A contracts, the parties make various legal promises. Promises to do
In a prior post, we discussed some of the emerging trends for cannabis-related companies that seek bankruptcy protection (click here to view the prior post). But, in the first instance, the question is whether a cannabis-related company can file for bankruptcy relief? This post will examine the first decision from Arizona in the case of
In my last post in this series, I discussed how the purchase price is structured in cannabis M&A transactions, and how escrow can be used in connection with the purchase price. Today, I want to discuss how adjustments are commonly made to the purchase price, both during the pre-closing period (between signing and closing), and
Nationwide, cannabis companies and advocates are hailing the Cannabis Administration and Opportunity Act as the savior of the future of cannabis (a copy of the bill is here). If the Act passes, we will finally have federal legalization and the consequences of the current federal conflict will end, or, at least be reversed in the
For the past year, my colleagues and I have written extensively on the murky legality of Delta-8 tetrahydrocannabinol (THC). We have covered everything from the Drug Enforcement Administration (DEA)’s position on “synthetically derived THC” to the growing number of state bans. You can read more on these issues here: R.I.P Delta-8 THC DEA Interim Final
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
