A pioneer in Canada's cannabis space, Bennett Jones LLP boasts a full-service practice managed from its Toronto office. Corporate finance and securities expert Aaron Sonshine brings his experience to bear in the group's work for capital providers, including private equity and strategic investors and investment banks. The practice has additional specialist knowledge in M&A, IPOs and private placement offerings, with a developing expertise in restructuring, bankruptcy and insolvency. A name to note for regulatory work is Dominique Hussey, an IP litigator who also advises on packaging, marketing and labelling with relevant food, pharmaceuticals and life sciences experience.
Cannabis in Canada
Bennett Jones LLP
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Key clients
Cresco Labs
TerrAscend Corp.
48North Cannabis Corp.
3 Sixty Risk Solutions Ltd.
HTC Purenergy Inc.
Beleave Inc.
CannTrust Holdings Inc.
Mettrum Ltd.
Empower Clinics Inc.
TruTrace Technologies Inc.
Work highlights
- Acted for Cresco Labs in its $1.1bn acquisition of Origin House, the largest public company acquisition in the history of the US cannabis sector.
- Represented Beleave Inc, in various disputes and matters involving the securities commission.
- Advised TruTrace Technologies on complex technology and SAAS agreements and commercial arrangements, including on its transformative industry partnerships with Shoppers Drug Mart and Deloitte Canada LLP to create a program designed to increase transparency, interoperability and product identification with the Canadian medical cannabis industry, and develop a unified approach to medical cannabis standards.
Cassels Brock & Blackwell LLP
Cassels Brock & Blackwell LLP stands out for its record in market-shaping transactions. The group has a strong reputation for handling a full range of financing, structuring and regulatory issues, and is particularly recommended for its work as corporate and securities counsel. Among the team's clients are public and private cannabis companies, private investors, and pharmaceutical companies. Jonathan Sherman heads the team and has wide-ranging experience in the cannabis space. Securities partner John Vettese, who has extensive experience assisting emerging and mid-market companies, is another key name; both Sherman and Vettese are based in Toronto.
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Dentons
Dentons cannabis group supports clients in regulatory and transactional matters, with key strengths in cultivation and production licensing, distribution and marketing, clinical trials and going public transactions. In addition to cannabis companies, the team supports various capital providers such as lenders and investors. The practice also has strong international capabilities, particularly for cannabis companies in the US and South America. Eric Foster in Toronto heads the group. With extensive experience in corporate finance and governance, he is a key adviser to emerging companies. The team also has partners in Calgary, Vancouver and Montréal.
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Testimonials
‘Truly knowledgeable about the intricacies of the practice area and well connected in the space‘
‘Eric Foster Andreas Kloppenberg have great industry knowledge and business acumen‘
Blake, Cassels & Graydon LLP
Blake, Cassels & Graydon LLP has a strong multi-disciplinary offering for clients in the cannabis sector, acting for investors, but with a focus on advising licensed producers. It can draw upon the transactional experience of Vancouver office lead Kathleen Keilty in M&A and capital markets transactions. The team also has a strong record in cross-border deals, an area where Tricia Kuhl, who heads the Montréal group, has specialist knowledge applicable both for European companies setting up operations in Canada and for Canadian companies looking to import or export cannabis products. Alexis Levine and Kevin Rusli are key contacts in the Toronto office, where co-chair Chris Nyberg is also based.
Practice head(s):
Alexis Levine; Chris Nyberg; Kevin Rusli; Kathleen Keilty; Tricia Kuhl
Key clients
BMO Capital Markets Corp.
Canopy Rivers Inc.
Chemistree Technology Inc.
Cronos Group Inc.
Evolve Funds Group Inc.
Horizons ETFs Management (Canada) Inc.
Jefferies LLC
TerrAscend Corp.
Tilray, Inc.
Trec Brands Inc.
Work highlights
- Advised Tilray Inc. on its acquisition of 50% of the issued and outstanding preferred shares of Cannfections Group Inc. and its entrance into an agreement for the supply and development of edible cannabis products as a part of the Cannabis 2.0 legislation rollout.
- Asvised Seven Leaf Medical Cannabis (Canada’s first Indigenous owned and operated producer of medical cannabis licensed by Health Canada) on First Nation taxation issues and First Nations reserve regulatory issues relating to the establishment of a medical cannabis production facility located on a First Nation reserve.
- Acted for ATB Financial as the pre-filing senior secured lender to Acreage and the interim lender under the Companies’ Creditors Arrangement Act (CCAA). The Debtors sought protection from their creditors in the CCAA proceedings.
Gowling WLG
Rated by clients for its 'tailored approach and deep understanding of the industry', Gowling WLG's cannabis practice has noted expertise in corporate finance, M&A and structured products, and is a top choice for strategic investors and public companies. Toronto-based Peter Simeon, who concentrates his practice on corporate finance and M&A, jointly leads the team with regulatory lawyer Lewis Retik in Ottawa. The department's product regulatory team is a key strength, advising on issues including formulation, labelling and distribution. In addition, the firm is able to provide clients with a range of complementary legal services, including commercial litigation, real estate, intellectual property and employment law.
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Testimonials
‘Strong intellectual property law expertise‘
‘Attention to detail, responsiveness, tailored approach and deep understanding of the industry‘
‘Excellent Cannabis Act knowledge – Experience in the cannabis industry with many clients from the cannabis sector – Ability to navigate and devise solutions to work within the cannabis regulations‘
Key clients
Aleafia Health Inc.
Ascendant Laboratories Inc. (subsidiary of Terrascend Corp.)
Canopy Growth Corporation
Eden Empire Inc.
InnoCan Pharma Corporation
Khiron Life Sciences Corp.
Molson Coors Canada
Namaste Technologies Inc.
Phivida Holdings
R&D Pharma Corp.
SOL Global Investments Corp.
TREC Brands Inc.
Truss Beverages (JV of Molson Coors and HEXO Corp.)
Wikileaf Technologies Inc.
Work highlights
- Acted as counsel to Aleafia Health Inc. in connection with the closing of a public bought deal offering of units for aggregate gross proceeds of $14.9m led by Eight Capital on behalf of a syndicate of underwriters including Canaccord Genuity Corp., BMO Capital Markets, Leede Jones Gable Inc., Raymond James Ltd., Mackie Research Capital Corporation, and PI Financial Corp.
- Acted as counsel to Khiron Life Sciences Corp. in its acquisition of NettaGrowth International Inc. and its wholly owned subsidiary Dormul S.A.
- Advised public company SOL Global on differentiating itself by solidifying itself as a cannabis investment company.
McCarthy Tétrault
McCarthy Tétrault runs a truly nationwide practice with offices in Toronto, Vancouver, Calgary and Québec, and can also draw on its office in New York for US-facing matters. Indeed, for many international clients, or those looking for access to international markets, the team is a first port of call. Rami Chalabi in Toronto, has a strong track record in cross-border transactions and international business partnerships in the space. Industry specialist Ranjeev Dhillon heads the team from Toronto with commercial litigator Awanish Sinha. The firm is also well-positioned to adapt to changes in the sector. Its top-tier corporate practice has become invaluable in responding to more demanding corporate governance in the sector, as well as to insolvencies and consolidation.
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Testimonials
‘Lean and balanced team‘
‘Have their pulse on the industry, all the key players and what terms make sense in a deal. More so than any other firm, understands how to best structure a deal in this space. As always, great client servicing.‘
‘Rami Chalabi – excellent client servicing, very easy to work with, excellent understanding of the industry and staffs deal teams appropriately. All law firm partners should be like Rami. Very transparent and fair with billing.‘
‘The co leaders of the cannabis practice, Ranjeev Dhillon and his partner are very well versed in the cannabis industry and have worked with cannabis clients since the early stages of the legal cannabis industry in Canada. There are many firms and lawyers who jumped into working with cannabis clients much later and it is obvious that they don’t fully understand the industry. Ranj and Rami do.‘
‘I appreciate Ranj’s knowledge and experience in this industry. As in house counsel at a cannabis producer in Canada, his experience saves me a lot of time and our conversations are direct and effective.‘
‘The team brings a wide depth of knowledge and extensive experience in the regulated cannabis sector. They’ve handled very complex legal-regulatory files for a number of major licence holders in Canada and into the US.‘
‘While the entire McCarthy cannabis team is excellent, the partners Ranjeev Dhillon and Rami Chalabi are two of the top legal minds in the Canadian cannabis sector. Both of these individuals are experts in the field yet are practical, problem solvers who don’t over-complicate things. They ensure that client representatives understand even the most complex legal matter to ensure the customer’s needs are always met. They have a slavish focus on customer service.‘
‘The team provide excellent legal counsel but even more importantly they have an unparalleled understanding of this nascent industry’s market dynamics, participants and ever-changing regulatory framework. MT is at the forefront of regulatory changes by Health Canada and have spend numerous hours with the regulator and exchanges to navigate and be a sounding board for potential changes and refinements to policies, procedures and regulation.‘
‘Ranjeev Dhillon’s versatility as a lawyer to not only provide excellent counsel but doing so with a strong understanding of the industry and a strong commercial sense sets him apart from his peers. Ranjeev also puts a great deal of effort of connecting industry participants to help broaden his clients’ network with professionals and peers to aid them in the growth of their business. Lastly, he provides his clients with a platform to present their qualifications and business to interested parties by way of conferences and roundtable discussions.‘
‘Robert (Bob) Richardson’s impressive legal mind and commercial sense also sets him apart from his peers. Bob has a strong command of the board room is action oriented and is undeniably working in the best interests of his clients.‘
‘Shane D’Souza is an outstanding litigator. Shane demonstrates a great deal of poise and is an excellent communicator especially in the face of adversity and stressful situations.‘
‘Exceptional knowledge of and experience in the cannabis practice, I would consider this team to have an unparalleled ability to support clients given the highly regulated and nuanced space that is the cannabis market.‘
‘Rami Chalabi and Ranjeev Dhillon are the two individuals with whom we are familiar. They are both extremely professional and committed to quick turnarounds without compromising quality.‘
‘The McCarthy team is my first call for any Canadian cannabis issues. This includes Canadian securities law issues, market checks for business terms, and generally any of the cross-border issues I face in my practice.‘
‘I’m a lawyer at a US firm focused on the cannabis industry. Due to the high number of CSE listed issuers in the US cannabis industry I often work with Canadian counsel and have to deal with a lot of cross-border issues. I have clients in common with a wide range of Canadian firms and McCarthy is my top choice.‘
‘Rami Chalabi – extremely responsive and helpful on matters of both law and business. He’s my first call for cross-border and Canadian issues.‘
‘Ranjeev Dhillon – very helpful on structuring matters and providing our clients with advice on the Canadian market.‘
Key clients
Auxly Cannabis Group Inc.
Aphria Inc.
Aurora Cannabis Inc.
Anson Advisors Inc.
CannTrust Holdings Inc.
AV Cannabis Inc.
3|Sixty Risk Solutions Inc.
Greenhill & Co.
The Valens Company
Canadian Imperial Bank of Commerce
Folium Biosciences
Nesta Holdings Co.
Sundial Growers Inc.
Feather Company Ltd.
Sunens Inc.
BioSteel Sports Nutrition Inc.
Canaccord Genuity Corp.
WeGrow B.C. Ltd.
Work highlights
- Advised Auxly Cannabis Group Inc. on all aspects of the negotiation and structuring of the acquisition by Imperial Brands of $123m senior unsecured convertible debenture in Auxly, including an investor rights agreement pursuant to which Auxly became Imperial’s exclusive partner for the future development, manufacture, commercialization, sale and distribution of cannabis products of any kind anywhere in the world.
- Advised the special committee of the board of directors of CannTrust Holdings Inc. on an internal investigation of the cultivation of cannabis in unlicensed areas of its facility, and other regulatory and stock exchange issues, including dealing with numerous class actions, filing for CCAA protection, strategic alternative, governance, commercial and regulatory matters.
- Advised Aphria Inc. on a class action lawsuit, which alleges that Aphria Inc. failed to disclose material facts about its acquisition of LATAM Holdings Inc.
McMillan LLP
McMillan LLP has been active in a variety of cannabis sector-work, including financing arrangements, regulatory compliance, M&A, labelling and distribution, tax and IP. The practice is particularly recommended for clients in the medical cannabis industry. Gaming and entertainment specialist Desmond Balakrishnan is the key contact in the Vancouver office along with securities partner James Munro.
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Torys
'Available almost 24/7 and able to execute immediately', Torys' cannabis practice is regularly involved in major joint ventures, M&A, and licensing and collaboration agreements, where it acts for blue-chip companies, start-ups and other licensed producers. Moreover, the firm leverages its New York office and US law experts in Toronto to capabilities the cross-border capabilities of its strong corporate and securities offering. The group also stands out for its expertise in regulatory matters related to the cannabis industry. Key figures in the Toronto office include life sciences head Cheryl Reicin and food and drug regulatory chair Eileen McMahon.
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Testimonials
‘I chose to work with Torys LLP due to their professionalism, knowledge of the field, practical solutions and out of the box thinking. Availability almost 24/7 and ability to execute immediately. Comprehensive ability to provide a 360 solution‘
‘Personal touch and dedication to detail – Ability to assist beyond the direct project – Deep knowledge of the people and the field‘
Key clients
Village Farms International, Inc.
Sundial Growers Inc.
Tilray, Inc.
Trichome Financial Corp.
Canaccord Genuity Corp.
Syqe Medical Ltd.
Experion Holdings Ltd. (formerly Viridium Pacific Group Ltd.)
PhytoGro Canada Ltd.
Cryptologic Corp.
Work highlights
- Acted for Sundial Growers in its $143m cross-border initial public offering of common shares and listing on the Nasdaq, and in the pre-IPO C$92.6m private placement of 8% unsecured subordinated convertible notes, due in May 2024.
- Acted for Tilray in the negotiation of a C$100m 50/50 joint venture with AB InBev to conduct research and explore the potential commercialization of cannabis-infused non-alcoholic drinks for the Canadian market.
- Advised Trichome on its reverse take-over of 22 Capital Corp., a TSXV capital pool company, its concurrent private placement of subscription receipts for proceeds of approximately $16.5m, and its listing on the TSXV.
Aird & Berlis LLP
Aird & Berlis LLP has a track record acting for early-stage companies, with expertise in corporate finance and in taking companies public. Capital markets group co-chair Sherri Altshuler jointly chairs the cannabis practice with Richard Kimel.
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DLA Piper (Canada) LLP
DLA Piper (Canada) LLP has 'a thorough understanding of the cannabis industry, and what makes it go up and down'. Leveraging cross-border capabilities that are somewhat unique in the market, the team is particularly well known for its public and private financing work, where it acts both for investors and emerging companies. Robert Fonn heads the Canadian group from Toronto and co-chairs the firm's global practice. The cross-border synergy in the group makes it an attractive choice for inbound investment transactions, as well as for M&A, debt and equity financing and venture capital transactions, and IP. The team also has expertise in domestic regulatory issues.
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Testimonials
‘Thorough understanding of the cannabis market and what makes it go up and down.‘
‘Vaughn MacLellan, is the partner driving the relationship as well as doing most of the heavy lifting. Can’t say enough about Vaughn’s valued contribution to our success.‘
‘DLA Piper LLP provides excellent service on a consistent basis.‘
‘Derek Sigel and Andrea Findlayter provide are efficient, knowledgeable and very easy to work with. They demonstrate the upmost professionalism and take special consideration of our team to assist us.‘
Key clients
Acreage Holdings, Inc.
Canaccord Genuity Corp.
Charlotte’s Web Holdings, Inc.
Newstrike Brands Ltd.
Bloomera
HEXO Corp. (Previously The Hydropothecary Corporation)
Althea Group Holdings Ltd
Hemptown Organics Corp.
The Flowr Corporation
Trulieve Cannabis Corp.
KES VII Capital Inc.
James E. Wagner Cultivation Corp.
Eight Capital
CannaRoyalty Corp.
Avicanna Inc.
Work highlights
- Advised Acreage Holdings on a definitive agreement pursuant to which and subject to shareholder approval, Acreage shareholders will grant Canopy Growth the option to acquire all of Acreage’s shares at such time as federal legalization of Cannabis occurs in the United States.
- Acted as Canadian counsel in a DLA Piper cross-border team advising ASX-listed medicinal cannabis company, Althea Group Holdings Ltd, on its acquisition of Canadian extraction and contract manufacturing company Peak Processing Solutions.
- Assisted Charlotte’s Web Holdings in definitive arrangement agreement with Abacus Health Products in which Charlotte’s Web would acquire all of the issued and outstanding shares of Abacus.
Fasken
The team at Fasken focuses on regulatory issues within the cannabis space, but also has capabilities in M&A and financing. Headed by Barbara Miller in Toronto, the practice group provides a full range of advice on matters including marketing, imports and exports, production and distribution, and IP.
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Goodmans LLP
'Incredibly commercial and client-friendly', the cannabis group at Goodmans LLP is very experienced in corporate and financing transactions, working in conjunction with experts in the firm's corporate, securities and banking departments. Acting primarily for investors and licensed producers, the practice group also handles a litany of IP matters; commercial transactions including licensing and R&D joint ventures; and debt and corporate restructuring, an area of increased activity over the past year. Corporate finance specialists Victor Liu ('amazing problem solver') and Neil Sheehy ('top-tier and accessible') jointly lead the team from Toronto.
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Testimonials
‘Excellent client service, able to respond immediately and comprehensively‘
‘I’ve always found with the team we use at Goodmans that they have the right amount of responsiveness. They seem to triage each enquiry really effectively so that the project is never over or under-lawyered. And when it comes to the actual advice always the right blend of practical and legal. We’ve used lawyers from many major financial and corporate centres around the world. This team fits into the top tier of those.‘
‘Neil Sheehy leads the team we use and he is both top tier and accessible. Victor Liu is a very strong corporate counsel and Alan Bowman provides practical tax advice for complex international transactions.‘
‘Incredibly commercial, client friendly and competent. The team knows how to get complicated deals done in a timely manner.‘
‘Victor Liu is a phenomenal lawyer to lead a deal. He is extremely commercial and an amazing problem solver. He works with the client to find solutions and is always available. I trust Victor with my most important transactions and feel comfortable knowing that I am in good hands.‘
‘Jarrett Freeman is the best tax lawyer I have worked with. Beyond having an amazing understanding of the technical rules, he is extremely practical and distills complicated concepts into easy to understand ones.‘
‘Money Khoromi is a fantastic lawyer and often works closely with Victor/Jarrett. Amazing at getting deals over the finish line.‘
Key clients
Altria Group, Inc.
Cura Partners
Mettrum Health
Ontario Cannabis Retail Corporation
Fire & Flower Inc.
AltaCorp Capital Inc.
Canaccord Genuity
GMP Securities L.P.
Tiger Global Private Investments
OrganiGram Holdings Inc.
Perfect Plants
Eight Capital
Subversive Capital
Ignite International
Delvira Corp.
Mercer Park
Materia Ventures
Dalton Pharma Services
Sisu Extracts (SISU)
Norton Rose Fulbright
Norton Rose Fulbright has 'experience across all realms of the cannabis industry'. The team is strong in the regulatory space and is also active in capital markets work and securities litigation. The firm's business group provides transactional support, with Vancouver-based finance specialist Michael Posnikoff, securities lawyer Linda Fuerst and governance expert Andrea Brewer being key contacts. Fuerst and Brewer are based in Toronto, along with Vanessa Grant, who has expertise in cannabis-sector M&A.
Practice head(s):
Michael Posnikoff; Andrea Brewer; Vanessa Grant; Linda Fuerst
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Testimonials
‘The NRF Team has an outstanding understanding of the cannabis market and an extremely deep and knowledgeable bench. With NRF, we are able to address almost any issues that is thrown at us and we can always rely on a vast availability resources.‘
‘We value their support, insight and counsel, to help us get our own job done right in this nascent Industry still defining itself.‘
‘Amar Leclair-Ghosh, is the partner driving the relationship and while highly resourceful, know how to pull-in the right resource from their roster, to get the job done. I can’t say enough about Amar’s valued contribution to our success.‘
‘Experience across all realms of the cannabis industry‘
‘Vanessa Grant – outstanding partner and manager of projects‘
Key clients
Canopy Growth Corporation
Green Growth Brands
Hexo Corp.
CannaRoyalty Corp
Organigram Holdings Inc.
Namaste Technologies Inc.
The Supreme Cannabis Company
Société Québécoise Du Cannabis (SQDC)
Alpha Blue Ocean Advisors Limited
Rapid Dose Therapeutics Corp.
MedReleaf Corp
PureSinse Inc.
Medi-Can Health Solutions Ltd.
MJardin Group
Work highlights
- Advised Origin House on its acquisition by Cresco Labs by way of statutory plan of arrangement under the laws of the Province of Ontario.
- Retained to defend HEXO and its CEO in a securities class action commenced in Quebec.
- Advised Rapid Dose Therapeutics on a manufacturing agreement with Thrive Cannabis to produce smoke-free cannabis products for both the Canadian medical and recreational markets, and manufacturing agreement regarding the license of RDT’s QuickStrip ™ technology for the production of cannabis and hemp products for the UK medical market.
Smart & Biggar
Smart & Biggar's cannabis industry group is composed of specialists in IP transactions, trademarks and patents; regulatory compliance, marketing and advertising; and commercial litigation. Life sciences specialist Alice Tseng in Toronto heads the team. The practice group also has individuals based in Montréal and Vancouver, enabling comprehensive advice on various provincial regulations.
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