Financing Cannabis-Related Real Estate: Sale-Leaseback Transactions, Leases, Expansion Financing, Zoning and Licensing Issues

A live 90-minute premium CLE video webinar with interactive Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Thursday, January 12, 2023

1:00pm-2:30pm EST, 10:00am-11:30am PST

Early Registration Discount Deadline, Friday, December 16, 2022

or call 1-800-926-7926

This CLE course will analyze legal and practical issues borrowers and lenders need to consider when documenting and funding a loan transaction secured by cannabis-related real estate. The panel will also discuss loan structures used to navigate the current banking, insurance, tax, and bankruptcy legal landscape.

Description

Each year hundreds of millions of dollars are raised through debt financings in the cannabis industry. But like anything in the cannabis industry, getting a debt deal done requires navigating unique regulatory challenges.

A key question for the parties to a cannabis debt transaction is whether the loan will require preapproval from regulators. Often, when a cannabis business undergoes its annual license renewal, it must disclose loans. States might not have an explicit requirement to disclose loans to regulators. However, attorneys and other practitioners still recommend disclosure if the license application did not reveal the loan.

Cannabis products and licenses are highly regulated. Only individuals and entities listed on the business license can exercise control over operations, so a conventional security interest in the related assets may not be enforceable. Regardless of the regulations regarding attaching a lien, pursuing an Article 9 sale is not generally possible with cannabis products or licenses.

Lenders and borrowers should consider what would occur if the borrower defaults on a loan. Federal bankruptcy is not an option since cannabis remains illegal at the federal level. Only certain states have regulations that address insolvency and state receivership programs. In a state without a cannabis receivership option, any sale of the borrower would need to run through typical change-of-control procedures.

Financing cannabis real estate locations presents special challenges. Notwithstanding legalization at the state level, local ordinances may prohibit cannabis businesses or restrict their locations. Local zoning often restricts licensed businesses to zones approximating their intended use. Stringent setbacks may also be in place, restricting cannabis operations from locating near schools, treatment facilities, and daycares, for example.

Listen as our authoritative panel discusses the unique legal and regulatory issues associated with financing cannabis-related real estate.

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Outline

  1. Regulatory challenges for lending to cannabis businesses
    1. Regulatory preapproval or disclosure
    2. Background checks
    3. Products and licenses as collateral
  2. Cannabis industry legal challenges
    1. Banking
    2. IRC Section 280E
    3. Insurance (property and title)
    4. Bankruptcy
  3. Real estate location and zoning challenges
  4. Financing structures
    1. Sale-leaseback
    2. Real estate expansion loan

Benefits

The panel will review these and other important issues:

  • How does the current federal categorization of cannabis as a "controlled substance" impact the financeability of property with cannabis use?
  • How should mortgage loan documents address the unique licensing issues associated with cannabis businesses?
  • What zoning and use compliance issues must be considered when financing cannabis real estate?
  • What are the special bankruptcy and insurance concerns with cannabis businesses?

Faculty

Alovisetti, Charles
Charles Alovisetti

Partner
Vicente Sederberg

Mr. Alovisetti is a partner at Vicente Sederberg and chair of the firm's Corporate Department. He is recognized by...  |  Read More

Brimah, Amy
Amy Brimah

Founding Partner
Brimah

Ms. Brimah provides focused legal advocacy for business owners, developers and investors with their commercial real...  |  Read More

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Early Discount (through 12/16/22)

Cannot Attend January 12?

Early Discount (through 12/16/22)

You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.

To find out which recorded format will provide the best CLE option, select your state:

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