🛶Virginia legalizes recreational Cannabis
Verano raises $80M, goes on M&A spree (AZ. IL, PA). AWH acquires MedMen’s NY license for $73M. Red White & Bloom acquires Acreage's FL operations for $60M. Indus Holdings acquires Lowell for $39M.
🌿Industry
VA Lawmakers Sign Off On Bill Legalizing Recreational Cannabis. Lawmakers in Virginia have reached a deal to make the state the 16th in the nation and the first in the south to legalize recreational marijuana use. But the compromise bill is receiving blow back from some legalization advocates who say it falls short of racial justice aims. Lawmakers in both the House and Senate passed the bill in a Saturday legislative session in a party line vote of 48 to 43 in the House and 20 to 19 in the Senate. The legislation would legalize the use of cannabis by people over the age of 21 starting in 2024, when retail markets would be established. Specifics of the regulations were punted until next year, when they'll be decided by the legislature.
MSOS, the First-Ever US Cannabis ETF, Surpasses $1 Billion in Assets Under Management.
AdvisorShares Pure US Cannabis ETF (Ticker: MSOS) has surpassed $1B in assets under management, standing out among notable recent ETF launches. When it launched on September 2, 2020, the actively managed MSOS became the first U.S.-listed ETF focused solely on American cannabis companies, including multi-state operators (MSOs). This ETF with its apt ticker seeks long-term capital appreciation by investing entirely in legal, domestic cannabis equity securities. Its domestic equity strategy allows MSOS to allocate its underlying portfolio among MSO companies as well as other U.S.-based cannabis-focused areas such a REITs, cannabidiol (CBD), pharmaceutical and hydroponics. MSOS launched with $2.5M in assets and has since grown to over $1B in assets less than six months after its inception.
Lawsuit casts spotlight on NY’s initial medical cannabis licensing, scoring.
A new lawsuit sheds light on New York’s licensing of 10 medical cannabis operators in 2015 and 2016, raising questions about how regulators scored the applications and whether other unsuccessful applicants could raise their own legal objections. In its lawsuit filed Feb. 5 in Albany County Supreme Court, NY-based Hudson Health Extracts (HHE) claims that its MMJ application in 2015 merited a top-five ranking if it weren’t for the state Department of Health’s “arbitrary, capricious, and irrational decisions.” What makes HHE’s case so striking is that the company appears to have had the credentials that would make for a successful applicant:
$18.6M of capital
Experience producing cannabis in the highly regulated states of CT & MN
A research partnership agreement with Montefiore Medical Center in the Bronx
$1M to secure real estate (manufacturing site and dispensary leases)
Yet HHE ranked 13th among 43 applicants with a financial standing score of “average.”
MO pushes back deadline for medical cannabis businesses to open. Missouri regulators extended the deadline for the state’s medical cannabis companies to open after the bulk of them failed to meet the one-year cutoff to be up and running. ~260 of the state’s 370 licensed businesses now won’t have to open until as late as September. Currently, 78 cannabis companies are licensed to operate, with 62 more undergoing final inspections and almost ready to operate. Medical marijuana sales began in October 2020, but the program’s rollout has been mired in legal challenges.
Other highlights:A tale of two cannabis social equity programs: Los Angeles and Oakland
Sales of cannabis pre-rolls up nearly 50% in 2020 despite pandemic
~70 companies apply for six Georgia medical marijuana licenses
Sales of Canadian cannabis edibles, extracts fall for first time
Ohio could triple the number of medical marijuana dispensaries. But not until next year
💵Deals
AWH acquires MedMen’s NY license. AWH will complete an investment totaling up to ~$73M ($35M cash & $28M note for 86.7% of the equity in MMNY, additional $10M if adult-use cannabis sales commence in MMNY’s dispensaries) in MedMen NY (MMNY), MedMen’s subsidiary in the state of New York. In connection with the Investment, and subject to regulatory approval, MMNY will engage the services of AWH pursuant to a management agreement under which AWH will advise on MMNY’s operations pending regulatory approval of the Investment transaction.
Verano Holdings — Acquires stores in IL, PA and AZ. One of IL’s top-producing dispensaries with the ability to open one additional dispensary in Chicago, three highly productive active dispensaries and a permit for three additional dispensaries in Pennsylvania, as well as one coveted active dispensary in Phoenix, Arizona.
IL — The Herbal Care Center, $17.5M cash payable over 12 months, 904,642 Class A Shares ($19.8M based on Friday’s closing price of $21.93).
PA — TerraVida and GVB Holding Group, LLC which operate three of the state’s top performing medical dispensaries in Sellersville, Abington, and Malvern for $62.5M and 3,013,500 Class A Shares ($66.1M based on Friday’s closing price of $21.93). Licensee that holds one permit, which would give the Company the ability to open three dispensaries in Pennsylvania. $7.350M cash and 1,333,173 Class A Shares ($29.2M based on Friday’s closing price of $21.93).
AZ — Nabis AZ, LLC (AZ Sub), a subsidiary of Nabis Holdings (CSE: NAB) (OTC: NABIF), whereby AZ Sub will transfer the management and governance of Perpetual Healthcare Inc. (PHI), which operates the Emerald Dispensary in Phoenix, Arizona, to Verano Arizona for $11.250M and Class A Shares having an aggregate value of $11.250M. Also acquired three active dispensaries and one cultivation and production facility in AZ two days earlier — the transaction includes three dispensaries located in Mesa, Chandler, and Gilbert, Arizona, an 11,000 sq. ft. indoor cultivation facility, an 8,100 sq. ft. greenhouse in Winslow and two real estate locations (collectively, the Territory Dispensary) for $7.25M and 3,989,875 Class A Shares ($87.5M based on Friday’s closing price of $21.93).
Verano also announced C$100M Bought Deal Private Placement on the same day as the first AZ acquisition. The company will issue 3,510,000 special warrants of the Company at C$28.50/special warrant.
Red White & Bloom — acquires FL operations from Acreage Holdings for $60M. Acreage Florida is licensed to operate medical marijuana dispensaries, a processing facility, and a cultivation facility in the state of Florida. The deal also includes the sale of property in Sanderson, Florida that includes over 15 acres of land and has an 113,546 SF facility for cultivation and a 4,360 SF freestanding administrative office building. In addition, Acreage Florida has 8 leased stores throughout the state. The $60M consideration consists of cash, stock, and other cash considerations including: $5M cash upon execution of the definitive agreement; $20M cash, $7M stock and $28M vendor take back promissory notes (comprised of a $10M 7 month note and a $18M13 month note) upon closing the transaction.
GTI — $56M Selling 1.6M Shares in the U.S. GTI received and accepted offers from investors to purchase 1.6M registered subordinate voting shares at $35.50/share for a ~$56M. The sale follows the previous sale of shares pursuant to the Registration Statement that closed on February 9, 2021, for $100M.
Vibe — $12M Bought Deal Private Placement (upsized from $8M). 14,635,000 units at $0.82/Unit (1 common & warrants for 1/2 common at $1.06/share for 36 months) for aggregate gross proceeds of $12,000,700.
Indus Holdings — acquires Lowell Herb Co. for $39M. Indus will acquire substantially all of the assets of the Lowell Herb Co. and Lowell Smokes trademark brands, product portfolio, and production assets from The Hacienda Group. The Transaction is valued at ~$39.0M and is comprised of a cash payment of $4.1M and the issuance of 22,643,678 Subordinate Voting Shares of the Company. In connection with this acquisition, the Company intends to complete a change in its corporate name to Lowell Farms Inc. It is currently anticipated that the Company’s Subordinate Voting Shares and Warrants will begin trading on the Canadian Securities Exchange (CSE) effective on March 5, 2021, under the ticker symbols LOWL and LOWL.WT, and that the Subordinate Voting Shares will begin trading on the OTCQX effective on March 5, 2021, under the ticker symbol LOWLF.
KushCo (OTCQX:KSHB) prices $40M Registered Direct Offering. 24,242,424 shares of common stock, par value $0.001 per share and warrants to purchase up to 9,696,969 shares of common stock at a combined offering price of $1.65/share, pursuant to a registered direct offering. The warrants will have an exercise price of $2.00 per share, will be immediately exercisable and will expire five years from the date of issuance.
Golden Leaf Holdings — acquires OR Retail Chain. Golden Leaf Holdings specializes in production, processing, wholesale, distribution and retail, with seven dispensaries in Portland, OR. The Company is built around the Chalice Farms brands (OR, CA, NV & WA). GLH will acquire a multi-store chain in Northwest Oregon, generating at least $10M in annual run rate revenue (January 2021) and had a net operating margin of 11% during fiscal 2020 (GAAP).
Fire & Flower — Enters U.S. Cannabis Market Through Strategic Licensing Partnership and Acquisition Option with American Acres. Fire & Flower (TSX: FAF) (OTCQX: FFLWF), has entered into agreements with a Canadian private company, operating as American Acres, including an agreement to license its Fire & Flower brand, store operating system and Hifyre™ technology platform for dispensaries in CA, AZ and NV as it aims to deliver its best-in-class technology and retail functionality in these competitive, high growth markets. Fire & Flower anticipates the first branded store to be open in Palm Springs, California, during the first half of 2021.
Other highlights:Ayr Wellness — Completes Liberty Health Sciences acquisition
Canopy Growth — Closes Plan of Arrangement Involving RIV Capital
Columbia Care — Closes C$29M Bought Private Placement Offering
SLANG Worldwide Inks Partnership with Merida Capital to Move Into MO, VA
Sundial — Closes $22M Strategic Investment in Indiva
Australis — Completes Definitive Agreement to acquire 51% Stake in ALPS
📄Earnings
Cronos Group — Q4 2020 & CY 2020
Revenue: $17.0M in Q4 2020 / $46.7M in 2020
Adjusted EBITDA loss: ($53.1M) in Q4 2020 / $147.3M in 2020
$15.0M inventory write-down in Q4 2020, on dried cannabis and cannabis extracts, primarily driven by cannabis product price compression in the Canadian market
$1.3B in cash and short-term investments
Happy Dance™ secures first major U.S. retailer, ULTA Beauty™, expected to launch online at ULTA.com and in-store in 550+ ULTA Beauty™ locations
IIP — Q4 2020 & CY 2020
Q4 2020 — Revenue: $37.1M, up 110% Y/Y; Net Income: $21M ($0.91 EPS)
2020 — Revenue: $116.9M, up 162% Y/Y; Net Income: $64.4M ($0.91 EPS)
IIP acquired the following properties and made the following additional funds available to tenants for improvements at IIP’s properties during the period from October 1, 2020 through February 24, 2021 (dollars in thousands):
🧔People
TheraTrue — Victor Mancebo joins as CEO, $50M in Funding, and submitted applications for GA and VA. Prior to joining TheraTrue, Mancebo served as President and CEO of Liberty Health Sciences. Under his leadership, Liberty Health Sciences’ annual gross revenue increased from $5M to over $54M.
Acreage — CFO Glen Leibowitz departs. As a result, Steve Goertz has been appointed CFO. Steve brings 25+ years of finance, capital markets and strategic planning experience in a variety of industries from sgsco, a private equity owned global marketing services organization, goeasy, consumer finance company and roles at Sobeys, Maple Leaf Foods, and Deloitte. He was mostly recently CFO at Bespoke Capital Partners SPAC, where Acreage’s newish CEO served as CEO.
Katie Ford — joins Fyllo as COO. Ford most recently served as Twitter’s Head of Global Brands, and prior to that as Amobee's Chief Client Officer after 20+ years at Publicis Media. Ford has served on the Board of Fyllo since 2019.
🏬New Store Openings / New Product Launches
Vireo Health — Completes Capacity Expansion Projects in MD and Receives Approval to Open First Retail Dispensary in the State (1st in MD / 16th dispensary nationwide). Operations now include 110,000 sq. ft. of cultivation and 22,500 sq. ft. of processing capacity. Green Goods™ retail dispensary approved in Frederick, MD.
Trulieve — Tamarac, FL ( 75th in FL, 90th nationwide)
Ayr Wellness — Plymouth Meeting (Philadelphia suburb), PA (2nd in PA)
AWH — Re-Opens Downtown Montclair, NJ Medical-Use Cannabis Dispensary
Verilife (PharmaCann) — Rosemont, IL (5th in IL)
🎙️Interviews
Aphria CEO — U.S. fully legalizes in 2 to 3 years, touts global growth prospects
Jason Wild x Grizzle
Body and Mind CEO Michael Mills and COO Trip Hoffman
💻Hiring
Tuatara Capital — VP, Finance (New York)
Cookies — VP Technology (San Francisco)
Papa & Barkley — VP eCommerce (Pasadena)
🤷♂️Somewhat Relevant
China set to be first country where e-commerce sales outstrip bricks-and-mortar retail in 2021. 52.1% of China’s overall retail sales are expected to come from e-commerce transactions this year, up from 44.8% last year, according to research firm eMarketer. No other country comes close to China in terms of e-commerce sales. South Korea is expected to see 28.9% of its retail market based online this year, while the United States will hit 15%. Deliveries for online shopping – mostly alcohol, food, small home appliances and pet food – quadrupled compared to the same holiday period in 2019.