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Cannabis

Overview

Nutter is dedicated to providing comprehensive legal services tailored to the unique needs of clients across the cannabis industry. From innovative startups entering the market to established businesses seeking to expand their reach, we support our clients across the full corporate and industry lifecycle, with involvement at every stage of operations.

We advise various cannabis stakeholders, including brands, growers, distributors, license-holders, investors, lenders, and retailers, on their strategic goals within this highly regulated environment. As trusted outside general counsel, we help clients navigate the complexities of federal, state, and local regulations while leveraging our extensive expertise in food, beverage, consumer, and regulated products.

What We Do

At Nutter, we understand that the cannabis industry is dynamic and rapidly evolving, shaped by a challenging regulatory environment. We recognize the challenges of the cannabis industry's regulatory landscape and are committed to helping clients capitalize on opportunities while maintaining compliance to maximize business potential. Our services include:

  • Commercial Agreements: Draft and negotiate tailored commercial agreements that address the unique needs of cannabis businesses, ensuring compliance and protecting our clients’ interests.
  • Corporate Governance: Provide strategic guidance on corporate governance practices specific to the cannabis industry, promoting compliance and accountability in a highly regulated environment.
  • Endorsement + Influencer Arrangements: Craft and review endorsement and influencer contracts that align with cannabis marketing regulations, helping clients effectively engage their target audience.
  • Entity Formation: Assist in selecting and establishing the optimal business structure for cannabis ventures, ensuring compliance with state and local laws.
  • Equity Financing: Facilitate equity financing solutions tailored to the cannabis sector, helping them secure growth capital through alternative sources due to limited access to traditional funding.
  • Intellectual Property: Protect cannabis brands and products with comprehensive IP strategies, including trademarks, copyrights, and patents tailored to the industry.
  • Lending + Credit Arrangements: Advise on cannabis-specific lending and credit arrangements, helping clients access necessary funding while navigating regulatory challenges and monitoring the status of financial regulations impacting cannabis businesses.
  • Litigation: Provide dedicated representation in cannabis-related disputes, advocating for clients’ rights and interests in a complex legal landscape.
  • Mergers + Acquisitions (M&A): Support companies through cannabis-focused M&A transactions, in both buy and sell-side transactions, from due diligence to negotiations, ensuring compliance and strategic alignment.
  • Real Estate Acquisitions + Permitting: Guide clients through real estate transactions and permitting processes specific to the cannabis industry, ensuring compliance and operational success.
  • Tax: Offer specialized tax planning and compliance services to address the unique challenges and opportunities faced by cannabis businesses, including IRC Section 280E.

View Practice Team

Representative Matters

Representative Matters

  • Agrify Corporation

    Nutter served as legal counsel to Agrify Corporation, a developer of premium indoor grow solutions, in connection with its acquisition of TriGrow Systems, Inc.

  • Better Provisions

    Nutter represented a cannabis operator in a restructuring in which it was acquired by an ESOP Trust. The deal involved a pre-acquisition restructuring to make the company eligible to make an election to be taxed as an S-corporation, negotiation with the company’s senior lender to amend their existing senior debt facility, and entrance into subordinated financing from the members of the company in connection with the acquisition.

  • Better Provisions

    Nutter represented a cannabis operator in a loan transaction and simultaneous redemption of its founder and certain other owners.

  • Canna Provisions

    Nutter represents Canna Provisions as its outside corporate counsel for its general corporate needs, including various corporate restructurings to accomplish tax and regulatory objectives.

  • Canna United

    Nutter represents Canna Provisions as its outside corporate counsel for its general corporate needs, including various corporate restructurings to accomplish tax and regulatory objectives.

  • Hadron Healthcare Fund

    Nutter advised Hadron Healthcare Fund in MariMed, Inc.’s (OTCQX: MRMD) $46 million financing.

  • Regional Bank

    Nutter represented a regional bank in a $50 million multi-advance facility secured by real estate loans extended by the bank’s borrower to cannabis companies throughout the country.

  • Regional Bank

    Nutter represented a regional bank, as lender, in connection with a $10.3 million loan for the acquisition and construction of a cannabis cultivation and manufacturing facility located in Uxbridge, MA.

  • Regional Bank

    Nutter represented a regional bank, as lender, in connection with a $58.7 million loan to finance four properties for a premier seed-to-consumer vertically integrated multi-state operator in Massachusetts and Maryland.

  • Regional Bank

    Nutter represented a regional bank, as lender, in connection with financing totaling $43.9 million for the acquisition and operation of a licensed processor of medical and adult-use (recreational) marijuana with locations throughout Michigan.

  • Regional Bank

    Nutter represented a regional bank on a $10.9 million term loan to co-borrowers conducting retail and cultivation operations in the cannabis industry, a portion of which loan was used to refinance existing indebtedness used to assist the borrowers to acquire real estate located in Littleton, MA.

  • Regional Bank

    Nutter represented a regional bank, as lender, in connection with a $25 million loan to finance the acquisition of an 8,712 sq. ft lot with a 1,232 sq. ft building, and a 4.9-acre lot with a 3,800 sq. ft. building, for a medical cannabis business in Florida.

News & Insights

Experience

  • Agrify Corporation

    Nutter served as legal counsel to Agrify Corporation, a developer of premium indoor grow solutions, in connection with its acquisition of TriGrow Systems, Inc.

  • Better Provisions

    Nutter represented a cannabis operator in a restructuring in which it was acquired by an ESOP Trust. The deal involved a pre-acquisition restructuring to make the company eligible to make an election to be taxed as an S-corporation, negotiation with the company’s senior lender to amend their existing senior debt facility, and entrance into subordinated financing from the members of the company in connection with the acquisition.

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