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Featured Article
The Increasing Need for Strategic Alliances: A Conversation with Bill Russell and Jim Nelson
With technological innovation continuing to transform how companies do business, more and more entities are looking to forge strategic alliances that leverage the commercial uses of intellectual property and other intangible assets. In this Q and A, Jim Nelson and Bill Russell, co-chairs of Venable's Technology, Media, and Commercial (TMC) group, discuss their extensive experience facilitating such alliances; how innovation is impacting different industries; and some of the most exciting new developments in the field.
Featured Firm Newsletters
Stronger Together: Venable Foundation Highlights
The recently issued inaugural edition of the Venable Foundation quarterly newsletter highlighted 2021 grantees from around the country whose work impacts a diverse range of priority areas and communities. The Venable Foundation, funded annually by equity partners, promotes the health and well-being of the communities where the firm's clients and professionals work and live. In 2020, the Foundation granted more than $4 million to 350+ organizations.
Diversity and Inclusion at Venable Presents: Moments and Movements
Recognizing the urgent need to expand opportunities for underrepresented groups, to confront explicit and implicit bias, and to build an even more inclusive workplace, Venable has taken significant steps this quarter to advance our DEI efforts. In June, the firm joined the Mansfield Rule 5.0 cohort to track and measure our efforts to boost diversity among our leadership. And in July, we welcomed Jennifer Reddien as our inaugural chief diversity and inclusion officer. Under Jennifer's guidance, we look forward to implementing more innovative strategies in the months ahead that will lead to greater progress.
Corporate Group Highlights
Venable Represents Glass House Brands in Its Acquisition of a 5.5 Million Square Foot Southern California Greenhouse Facility
Venable LLP represented Glass House Brands Inc. (NEO: GLAS.A.U and GLAS.WT.U) (OTCQX: GLASF and GHBWF), one of the fastest-growing, vertically integrated cannabis and hemp companies in the United States, in the acquisition through a subsidiary of an approximately 5.5 million square foot greenhouse facility located in Southern California (the "SoCal Facility") for total consideration of $93.0 million in cash payable to the owner of the SoCal Facility plus additional stock considerations payable to the original holder of the option to purchase the SoCal Facility.
The SoCal Facility is located in Ventura County, California and consists of approximately 125 acres of ultra-high-tech and efficient KUBO greenhouses, including an on-site well, water treatment facilities, and natural gas co-generation facilities producing its own power, heat, and CO2, and six greenhouses totaling approximately 5.5 million square feet. Phase 1 of the SoCal Facility conversion to cannabis use will include the retrofit of two greenhouses and two packhouses totaling approximately 1.7 million square feet and is expected to be completed in Q1 2022. The remaining 3.8 million square feet of greenhouses will be converted in phases to cannabis use through Q4 2024.
Planned upgrades of the SoCal Facility include installation of blackout curtains, ebb and flood floors, a higher-density gutter system, dry rooms, and processing facilities, an energy-efficient supplemental LED lighting system, an upgraded HVAC system to further optimize climate conditions, and automated nutrient delivery and irrigation systems. Upon completion of approximately $40.0 million of planned upgrades, the SoCal Facility is expected to produce approximately 1.7 million dry weight pounds of cannabis biomass per year.
The Venable attorneys who represented Glass House in its acquisition of the SoCal Facility included Matthew A. Portnoff, Valentin Aguilar, and Paul Levin.
New Attorney Announcements
Ari Markenson, Partner
Ari Markenson practices at the intersection of healthcare, law, and business. Ari advises healthcare industry clients, including investors, lenders, providers, and suppliers, on a broad range of regulatory and corporate matters, and has significant experience conducting due diligence in complex healthcare industry acquisitions and financial transactions. He regularly represents private equity firms and lenders in such transactions and evaluates and advises on compliance and regulatory issues with regard to sellers and potential borrowers from banks and financing sources. He also advises various healthcare entities on regulatory matters, including conditions for participation; fraud and abuse; and survey, certification, licensure, and enforcement issues.
Najee Thornton, Associate
Najee Thornton represents private and public companies in a variety of corporate matters, including venture capital equity and debt financings, mergers and acquisitions, corporate governance, and day-to-day corporate issues. Najee has reviewed and negotiated a range of legal and corporate documents, including equity financing documents, employment and separation agreements, joint venture agreements, and commercial agreements. He also has experience representing private equity firms in matters involving entity formations and investment matters.
Relevant Alerts from other Venable Practice Groups
For your convenience, we have assembled below a collection of certain Venable alerts covering a variety of topics and practice areas.
Should Private Equity Worry About Consumer Protection Investigations?
The New Normal: COVID-19 Resource Center
Ordering All Employees Back to Work? Not So Fast, Says the EEOC