Philadelphia January 2, 2019 — The Corporate Practice Group and Cannabis Industry Team at Cozen O’Connor represented Acreage Holdings, Inc. (Acreage), in its entering into a definitive agreement to acquire Form Factory, Inc. The all-stock transaction is valued at $160 million (USD). Acreage will issue approximately 6.4 million Subordinate Voting Shares to Form Factory shareholders at a deemed price of $25 (USD) per share. The transaction is expected to close in the first quarter of 2019.
Form Factory is the fourth transaction in which Cozen O’Connor has represented Acreage in the fourth quarter of 2018. The firm served as Acreage’s U.S. corporate counsel in its November 2018 reverse takeover of Toronto-based Applied Inventions Management, resulting in the listing of Acreage shares on the Canadian Securities Exchange. Acreage, valued at more than $2 billion (USD), raised $314 million (USD) ahead of its trading debut.
Acreage is the largest vertically integrated, multistate owner of cannabis licenses and assets in the United States with respect to the number of states with operating licenses. Headquartered in New York City, Acreage has operating licenses in 19 states, serving a population of more than 172 million Americans.
Form Factory is a cannabis manufacturer, co-packer, and distributor headquartered in Portland, Ore., with operations in Oregon and Washington and plans to expand into California.
Thomas “Tad” A. Decker, vice chairman of Cozen O’Connor; Joseph C. Bedwick, co-chair of the firm’s Cannabis Industry Team; and Christopher J. Bellini, chair of the firm’s Private Equity Practice, led the Cozen O’Connor transaction team. The team included Colleen Rush, Richard J. Silpe, Erik G. Swenson, and Sage Kruse. Form Factory was represented by Tonkon Torp LLP.
Cozen O’Connor’s Cannabis Industry Team comprises an interdisciplinary, national team of attorneys and government affairs professionals experienced at guiding clients through the complex landscape of financing, manufacturing, processing, distributing, marketing, and retail selling of marijuana under applicable state laws. The firm’s Corporate Practice provides sophisticated counsel to a diverse set of businesses and entrepreneurs. The firm’s corporate attorneys assist clients from a wide range of industries in issues related to regulatory compliance, corporate governance, mergers and acquisitions, tax, securities, finance, bankruptcy, and health law. Its M&A attorneys represent Fortune 500 and other multinational companies in their largest acquisitions and act as lead corporate counsel for small and middle-market businesses.
About Cozen O’Connor
Established in 1970, Cozen O’Connor has more than 750 attorneys who help clients manage risk and make better business decisions. The firm counsels clients on their most sophisticated legal matters in all areas of the law, including litigation, corporate, and regulatory law. Representing a broad array of leading global corporations and middle market companies, Cozen O’Connor services its clients’ needs through 30 offices across two continents.
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