Experience
Representation of Medical Cannabis Dispensary
Represented cannabis dispensary company in connection with the termination of its management services agreement with a multi-state operator and subsequent sale of the company to a private buyer, including structuring of the sale to comply with applicable regulations.
Representation of Maryland-Based Cannabis Companies
Represented cannabis client in connection with secured lending transaction, a private placement of convertible securities by related issuers, ongoing regulatory matters and general corporate matters.
Sale of Cannabis Dispensaries
Represented the founder and equity holders of two cannabis dispensaries in connection the sale to a national cannabis enterprise.
Representation of Vertically Integrated Cannabis Company
Represented a cannabis client in connection with the formation of a vertically integrated cannabis company, its acquisition of several cultivation, processor, and dispensary companies, the negotiation of a credit agreement, and related regulatory filings in Maryland.
Real Estate Development Agreements for Industrial Cannabis Complex
Represented a commercial cannabis client in obtaining local and state approval to re-subdivide and revitalize several industrial lots, establish grow houses and grow fields, and construct industrial buildings, roads, improvements, etc., in Trinidad, Colorado.
Defense Against Wrongful Termination Claim
Successfully defended client in the cannabis industry for a claim of wrongful termination.
Successfully Litigated Two Week-long Arbitrations
Represented and defended two separate clients in highly contested, regulatory intensive, week-long arbitrations for numerous claims, including breach of contract and fraud allegations.
Led Capital Raises for Missouri Medical Marijuana Licensees
Served as lead counsel for a half-dozen emerging companies seeking capital in late 2019 and early 2020 as new licensees under Missouri’s Medical Marijuana Constitutional Amendment. The aggregate value of the various offerings of equity securities and convertible promissory notes exceeds $40 million and involved more than 30 facility licenses.
Advised Missouri Medical Marijuana Licensees in M&A and Reorganization Transactions
Led and closed transactions involving stock sales, asset sales, license transfers and other reorganizations contingent on and subject to significant regulatory requirements and conditions of the Missouri Department of Health and Senior Services. These involved both seller and acquisition-side efforts for 10 different medical marijuana licensee clients.
Assisted Multiple Clients in Missouri Medical Marijuana Application, Licensure Process
Assisted multiple clients in drafting and submitting numerous applications for medical marijuana facility licenses to the Missouri Department of Health and Senior Services.
Counseled 15+ Clients in Missouri Medical Marijuana Application, Licensure Process
Advised and assisted over 15 other companies filing medical marijuana license applications, including assistance with rule interpretations and analysis of Missouri’s complex application materials.
Lobbied on Behalf of Medical Marijuana and Hemp Clients
Represented clients before the Missouri General Assembly and state agencies regarding the medical marijuana and hemp industry, including licensure, operation and related matters of interest.
Advised Medical Marijuana License Applicants on Real Estate Matters
Counseled applicants in connection with choosing proposed medical marijuana facility sites, advised and assisted clients with understanding and securing zoning and land use approvals, and assisted with the negotiation and preparation of purchase contracts and leases.
Advised and Prepared Documents to Facilitate Capital Raises
Managed due diligence and drafted private placement memoranda and related offering documents to facilitate our clients’ efforts to raise capital to fund the medical marijuana application process and business build out, while mitigating the risk of future securities fraud claims by investors.
Outside Corporate Counsel to Industry Trade Association
Assisted in the organization of MoCannTrade, Missouri’s leading industry trade association, and continues to serve as its outside corporate counsel.
Compliance Programs for Financial Institutions Serving Marijuana-Related Businesses
Represent multiple financial institutions regarding compliance programs for providing banking services to marijuana related businesses.
Successful Licensure for Client in Illinois Medical Marijuana Industry
Assisted our client in preparing detailed applications for licenses to grow and dispense medical marijuana in an intensely competitive process under Illinois’s 2014 Compassionate Use of Medical Cannabis Pilot Program Act. Over 370 applications were filed in Illinois for just 81 licenses. Our client won a license to operate a medical marijuana dispensary in suburban Chicago.
Successful Licensure for Missouri Client to Operate Vertically Integrated Hemp CBD Oil Production Facility
Assisted our client in preparing a competitive license application that received one of only two licenses issued after Missouri passed laws in 2014 that created a commercial CBD oil industry to treat registered patients with intractable epilepsy.
Multimillion-Dollar Investment in Multi-State Marijuana Cultivation Business
Advised and assisted client with documenting a multimillion-dollar investment in a multi-state marijuana cultivation business.
Favorable Resolution in Dispute Between Medical Marijuana Dispensary Owners
Assisted a client in resolving a closely held corporate dispute between owners and officers of a medical marijuana dispensary. We thwarted another owner’s efforts to appropriate our client's ownership interest and breach his management and consulting agreement, then negotiated a favorable resolution.
Successful Representation of Marijuana Law Client in Administrative Proceeding in Colorado
Successfully represented a client with a retail cultivation license in an administrative proceeding brought by the Colorado Attorney General’s Office and the Marijuana Enforcement Division. The client had been under a Summary Suspension and Rule to Show Cause Order for three months and was a few weeks from being evicted from his facility. We quickly secured a meeting with the government representatives and negotiate a resolution of the Show Cause that included no fine and minimal absence from the industry, which was the client’s primary objective.
Represented Marijuana Business Owner in Dispute
Represented an officer and owner of several marijuana cultivation and dispensary businesses in successfully resolving a wide-ranging business dispute with the co-owners, negotiating favorable buy-out terms for the client’s ownership interests in the companies.
Successfully Resolved Federal Suit for B-to-B Wholesale Client
Successfully resolved through mediation a federal court lawsuit involving our client, a B-to-B wholesale website in the hemp products industry. The plaintiff alleged trademark infringement, breach of contract, breach of the implied covenant of good faith and fair dealing, tortious interference with a contractual relationship, civil conspiracy and false advertising. We brought counterclaims on behalf of the client that resulted in the successful invalidation of the plaintiffs’ trademarks.
