
Corporate & Business
Entheogens & Emerging Therapies
Fund Formation & Alternative Investments
Insolvency & State Receivership
International Transactions
Outside General Counsel Program
Real Estate
Colorado
Massachusetts
New York
J.D., Columbia Law School, Harlan Fiske Stone Scholar
B.A., McGill University, Honors
Overview
Charlie Alovisetti is a partner at Vicente Sederberg and chair of the firm's Corporate Department. He is recognized by Chambers and Partners as one of the top cannabis lawyers in the United States. Charlie focuses his practice on advising investors, companies, and other law firms on the nuances of executing corporate transactions involving licensed and ancillary cannabis companies. Prior to joining VS, he worked as an associate in the New York offices of Latham & Watkins and Goodwin, where he represented public companies and private equity sponsors and their portfolio companies in a range of corporate transactions.
Charlie has worked on licensed transactions in Canada and all the major cannabis markets in the United States. He understands the state and local issues that commonly arise in stock and asset acquisitions as well as issues involved in management companies and other alternative structures.
He has provided guidance on structuring and corporate matters to applicants in merit licensing processes in Connecticut, Hawaii, Illinois, Maryland, Missouri, New Jersey, Ohio, Pennsylvania, Utah, Virginia, and several local jurisdictions. Charlie also has experience counseling portfolio and emerging growth companies with respect to general corporate and commercial matters and all aspects of compensation arrangements. In addition to his corporate practice, he provides specialized cannabis counsel to non-cannabis companies seeking to evaluate the risks of entering the cannabis space and structure their investments to reduce risks.
Charlie holds a Bachelor of Arts, with honors, from McGill University and a law degree from Columbia Law School, where he was a Harlan Fiske Stone Scholar. He is admitted to practice in Colorado, Massachusetts, and New York, and he is a Level One Interpener. Recognized as a thought leader and experienced practitioner in the areas of cannabis M&A and financings, Charlie is an author, a frequent speaker at events, and has participated in a number of cannabis regulatory working groups in Colorado, including the working group on HB19-1090, which permitted investment by publicly traded companies.
Experience
Leadership & Community Involvement
- Member, Work Group on Legislation Implementation HB19-1090 - "Measures to Allow Greater Investment Flexibility," Colorado Department of Revenue, June 2019-Present
- Member, International Cannabis Bar Association
- Member, General Catch-All Working Group: Other Rule Updates, Colorado Department of Revenue Marijuana Enforcement Division, 2017
- Member, Work Group on Legislation Implementation SB16-040 - "Marijuana Owner Changes," Colorado Department of Revenue Marijuana Enforcement Division, 2016
Cannabis Regulatory Advice
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Acted as cannabis regulatory counsel to MJ Freeway LLC in connection with the company’s merger with MTech Acquisition Corp to form the first cannabis compliance technology company, Akerna Corp, listed on NASDAQ.
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Acted as cannabis regulatory counsel to Harvest Health & Recreation, Inc., one of the largest multi-state operators in the United States, in connection with their signing of a definitive agreement to acquire Verano Holdings, LLC, one of the largest privately held multi-state, vertically integrated licensed operators of cannabis facilities with an extensive portfolio of premium branded products, in an $850 million all-stock deal.
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Acted as cannabis regulatory counsel to Sea Hunter Therapeutics LLC and its parent company Sea Hunter Holdings LLC in connection with a four-way business combination and Canadian reverse takeover (RTO) in which a new Canadian public company (Tilt Holdings) to be listed on the Canadian Securities Exchange (CSE) acquired the equity of Sea Hunter, Baker Technologies Inc. and Briteside Holdings LLC (U.S. companies), and Santé Veritas Holdings Inc., a Canadian corporation, in exchange for new equity in Tilt Holdings. The business combination also included a concurrent subscription receipts offering of USD $119 million in Canada to institutional investors.
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Acted as cannabis regulatory counsel to Young America Capital, an investment bank and broker-dealer based on Mamaroneck, NY, in connection with the sale of substantially all assets of Green Meadows Wellness (dba Infinite Wellness Center), a fully vertically integrated adult and medical cannabis company in Colorado, to LivWell Enlightened Health.
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Acted as cannabis regulatory counsel to Canaccord Genuity, LLC on numerous transactions.
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Acted as cannabis regulatory counsel to TILT Holdings Inc. in connection with its acquisition of Standard Farms., a vertically integrated cannabis operator, with the majority of its operations in Pennsylvania, for US$5M cash and US$45M in securities.
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Acted as cannabis regulatory counsel to TILT Holdings Inc. in connection with its acquisition of Blackbird Holdings Corp., a distribution company providing logistics operations and software solutions for each touchpoint in the cannabis supply chain, for approximately US$40 million, consisting of US$12M cash and 11,090,453 shares of TILT.
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Acted as hemp regulatory counsel to Ebbu Inc. in connection with its acquisition by Canopy Growth Corp. for approximately $330 million.
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Acted as cannabis regulatory counsel to LeafLink.
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Acted as cannabis regulatory counsel to Harvest Health & Recreation, Inc., one of the largest multi-state operators in the United States, in connection with its acquisition of CBx Enterprises, whose technology is utilized by EvoLab, CBx Sciences, and CBx Essentials, for an undisclosed amount.
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Represented the corporate venture capital wing of a multinational company on a potential expansion into the cannabis industry.
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Represented an entertainment company on a potential expansion into the cannabis industry.
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Represented a leading e-commerce company on its plans to expand into the cannabis sector.
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Represented a device manufacturer on plans to enter the cannabis market and national expansion, including advertising parameters, banking matters, and the status of state legislation.
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Represented a manufacturer of therapeutic-grade essential oils on a potential expansion into the cannabis and hemp industry.
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Represented a transfer agent and financial administrator on cannabis regulatory matters.
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Represented a venture capital fund in connection with regulatory issues involved in raising a cannabis fund.
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Represented numerous private investors in connection with regulatory and corporate due diligence.
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Provided numerous regulatory opinions to underwriters and auditors regarding the state-legal activities of direct and ancillary cannabis companies.
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Advised several international law firms on state cannabis regulatory matters.
Mergers & Acquisitions
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Acted as cannabis regulatory counsel to MJ Freeway LLC in connection with the company’s merger with MTech Acquisition Corp to form the first cannabis compliance technology company, Akerna Corp, listed on NASDAQ.
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Acted as corporate and regulatory counsel to Denver Relief, one of the first legal marijuana businesses in Denver, in connection with the sale of its cultivation and manufacturing licenses to CMH Brands, which processes marijuana into products for Willie's Reserve.
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Acted as corporate and regulatory counsel to DionyMed in connection with its purchase of 100% of the assets of Cascade Cannabis Distributing, Inc. in Portland Oregon, and purchase of certain assets of JDK Holdings, LLC dba Winberry Farms in Fall Creek Oregon.
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Handled the purchase and sale of numerous cannabis business licenses in California, Colorado, and Oregon.
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Represented a vertically integrated cannabis company operating in Colorado in connection with the sale of multiple distressed businesses.
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Represented investment funds, public companies, and family offices on compliance with residency ownership requirements in Colorado.
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Represented a publicly listed company in connection with its acquisitions of a licensed distributor and a licensed manufacturer in California.
Financings
- Acted as corporate and regulatory counsel to Simplifya, a leading developer of cannabis industry compliance software, in connection with its Series A, B and C financing rounds.
- Represented a leading cannabis extract company in connection with its Series A funding round, which was led by a cannabis-focused private equity fund.
- Represented an infused product manufacturer in connection with a convertible note financing.
- Represented an investor in connection with the financing and licensing of a state-of-the-art indoor grow facility.
- Assisted with structuring for-profit management companies for nonprofit cannabis dispensaries with cannabis-related services, including agreements and intellectual property licensing.
- Represented numerous dispensaries, management companies and cannabis-related startups in debt and equity financing matters.
- Represented a multi-state cannabis holding company, in connection with a convertible note offering.
Commercial Contracts, Licensing & General Corporate Matters
- Represented numerous clients in connection with the formation of direct and ancillary cannabis businesses.
- Represented numerous clients in corporate reorganizations related to conversion from nonprofit to for-profit regulatory regimes.
- Represented cannabis clients on real estate and zoning matters, and advised landlords and tenants with leases for cannabis dispensary, manufacturing, and cultivation facilities.
- Represented high profile entertainers in connection with the launch of branded products.
- Represented leading cannabis brands in intellectual property licensing and contract manufacturing agreements.
- Represented infused product manufacturers in contract manufacturing, supply, licensing, and distribution agreements.
- Represented a leading cultivator in connection with the grant of incentive equity and other executive compensation matters.
Recognition
- Chambers and Partners USA, "Cannabis Law: Colorado - USA - Nationwide (Band 2)," 2020
Publications
Books
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Co-author, The Cannabis Business: Understanding Law, Finance, and Governance in America's Newest Industry, Routledge Publishing, 2020
VS Insights
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Co-author, "What is a Cannabis SPAC?" February 19, 2021
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Co-author, "When Do You Need Cannabis Regulatory Counsel? A Guide for Corporate Counsel," January 15, 2021
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Co-author, "2020 Elections and Cannabis: Spotlight on South Dakota’s Measure 26 and Amendment A," October 30, 2020
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Co-author, "2020 Elections and Cannabis: A Look at Montana's Initiatives," October 30, 2020
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Co-author, "10 Events That Shaped the Massachusetts Cannabis Industry," October 19, 2020
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Co-author, "Guide to Closing Cannabis Transactions Between Private Companies," August 6, 2020
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Author, "Using NVCA Model Documents in Cannabis Industry Financings," July 29, 2020
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Co-author, "Preparing for the Rising Demand for Due Diligence in Cannabis Transactions," May 5, 2020
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Co-author, "Coronavirus and Cannabis: Colorado Regulatory Updates," May 1, 2020
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Co-author, "Exploring Alternatives to Bankruptcy for Cannabis Businesses," April 17, 2020
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Co-author, "How to Get a Medical Marijuana Card via Telemedicine," April 16, 2020
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Author, "Moving Forward with the MORE Act: A Look into Current Cannabis Legislation," November 18, 2019
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Co-author, "Public Companies Can Now Own Cannabis Licenses in Colorado," November 18, 2019
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Co-author, "Hemp M&A Transactions: Diving into the Transferability of USDA-Issued Licenses," November 15, 2019
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Co-author, "Budding Companies Part 4: Jurisdiction Choice in Forming Cannabis Startups," November 8, 2019
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Author, "Blue-Sky Laws and the Cannabis Industry," October 7, 2019
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Co-author, "Can Hemp Companies Declare Bankruptcy?," September 27, 2019
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Author, "How to Sell Hemp Food Products Without Breaking the Law," September 19, 2019
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Author, "Budding Companies Part 3: Governance, Exits and Investors," September 9, 2019
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Author, "Budding Companies Part 2: Audits, Investments and Other Administrative Headaches," September 6, 2019
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Author, "Budding Companies: Forming Cannabis Startups," September 6, 2019
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Co-author, "Recent Status of Colorado HB19-1090: Publicly Licensed Marijuana Companies," August 26, 2019
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Co-author, "Understanding New Jersey's Medical Cannabis Expansion Law," August 2, 2019
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Co-author, "Status of Colorado HB19-1090: Publicly Licensed Marijuana Companies Bill," July 16, 2019
External Publications
- Author, "7 Regulatory-related Factors for Marijuana Companies to Consider in a Debt Transaction," Marijuana Business Daily, January 6, 2021
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Co-author, "Raising Private Capital in the Cannabis Industry," Bloomberg Law, September 2020
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Co-author, "A Summary of Colorado's Publicly Licensed Marijuana Companies Bill (HB19-1090)," National Cannabis Industry Association, June 3, 2019
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Co-author, "Five More Tips for Cannabis Companies Thinking of Selling," Green Market Report, May 28, 2019
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Co-author, "Five Tips for Cannabis Companies Thinking of Selling," Green Market Report, May 20, 2019
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Co-author, "Five Common Misconceptions About CBD," National Cannabis Industry Association, May 13, 2019
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Co-author, "5 Reasons Cannabis Companies Go Public," Green Market Report, February 8, 2019
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Co-author, "8 Things Investors Should Know Before Investing In Cannabis," Green Market Report, November 26, 2018
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Co-author, "Challenges of Cannabis Deals: Avoiding Risk at the Onset," Dope Magazine, September 20, 2018
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Author, "Pipe Dreams: Bitcoin Won’t Solve Pot Industry’s Banking Problem," Coindesk, November 11, 2017
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Author, "Keeping the Pace: Colorado still remains the best source for recreational cannabis sales data," Culture Magazine, October 5, 2017
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Author, "What Is a Marijuana Lawyer?," Law Street, May 30, 2017
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Co-author, "A Guide To Competitive Marijuana Licensing Applications," Law360, May 11, 2017
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Co-author, "Cannabis Cons – Ten Signs of a Cannabis Scam," National Cannabis Industry Association, May 2, 2017
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Author, "Rising Research: The importance of cannabis research in Colorado and beyond," Culture Magazine, April 6, 2017
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Co-author, "Cannabis and Canadian Public Markets," National Cannabis Industry Association, March 16, 2017
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Co-author, "Raising Money 101: Accredited Investors and Fundraising in the Cannabis Industry," National Cannabis Industry Association, February 16, 2017
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Author, "Raising Money 101: Introduction to U.S. Public Cannabis Stocks," National Cannabis Industry Association, November 28, 2016
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Author, "Changes to Colorado Residency Requirements," National Cannabis Industry Association, August 19, 2016
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Author, "Raising Money 101: What’s an Offer and Why Does it Matter?," National Cannabis Industry Association, October 13, 2015
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Author, "The Emergence Of 3rd-Party Accredited-Investor Verifiers," Law360, November 18, 2014
Events
- Speaker, Vicente Sederberg LLP, "Webinar: Post-election Opportunities in the Cannabis Industry,” Webinar, November 19, 2020
- Speaker, Ryan LLC, "Maximize Tax Savings During Uncertainty by Exploring Opportunities in the Cannabis Industry,” Webinar, September 23, 2020
- Speaker, Vicente Sederberg LLP, "Cannabis Mergers & Acquisitions,” Webinar, September 10, 2020
- Speaker, Vicente Sederberg LLP, "Private Financings in Cannabis,” Webinar, August 26, 2020
- Speaker, Coronavirus and Cannabis with Vicente Sederberg & Burns & Levinson , "Coast-to-Coast Regulatory Update,” Webinar, March 27, 2020
- Speaker, Cannabis Legal Group & Vicente Sederberg LLP, "How to Take Your Michigan Cannabis Business to the Next Level,” Webinar, March 25, 2020
- Speaker, NCIA Northeast, "Growing Beyond State Lines: How to Expand Your Cannabis Business,” Boston, February 20, 2020
- Speaker, Speaker, Practising Law Institute , "Due Diligence in Cannabis Industry Transactions,” Online, October 03, 2019
- Speaker, Financial Planning Association of Colorado Monthly Meeting, "Money and Marijuana,” Denver, CO, March 26, 2019
- Speaker, Mergers and Acquisitions CLE, "Mergers and Acquisitions,” Denver, January 29, 2019
- Speaker, Capital Markets and Cannabis: The Present and Future of Fundraising in the Cannabis Industry, "Capital Markets and Cannabis: The Present and Future of Fundraising in the Cannabis Industry,” Las Vegas, November 15, 2018
- Speaker, Cannabis World Congress & Business Exposition, "Advanced Cannabis Investment Workshop – Beyond the Basics: U.S. vs. International Money,” Los Angeles, September 26, 2018
- Speaker, America's Claims Event, "No Longer Stuck in the Weeds: Debating the Insurability of Marijuana,” Austin, June 26, 2018
- Moderator, Insurance Business Masterclass: Cannabis Cover, "Cannabis and Commercial Insurance: From Board Members to Budtenders,” Denver, May 03, 2018
- Speaker, 3rd Annual Crypto Cannabis Conference, "Cannabis Regulations and Cryptocurrency,” Denver, October 27, 2017
- Moderator, Grow Up Cannabis Conference & Expo, "All Over The Map: Making Sense Of Global Marijuana Laws,” Niagra Falls, October 07, 2017
- Speaker, National Cannabis Bar Association Cannabis Law Institute, "The Laws and Regulatory Systems of the West,” Denver, July 28, 2017
- Speaker, Sports Lawyers Association, "Legalization of Marijuana – the Current State of the Law and Its Intersection with the Sports World,” Denver, April 25, 2017
- Speaker, Cannabis Private Investment Summit, "Legal Concerns for Cannabis Investors,” New York, December 02, 2015
In the Media
- S&P Global Market Intelligence, "Cannabis Company Valuations Rise as U.S. Reform Efforts Accelerate," February 8, 2021
- Marijuana Business Daily, "7 Regulatory-related Factors for Marijuana Companies to Consider in a Debt Transaction," January 6, 2021
- Marijuana Venture, "Election 2020: A Clean Sweep for Cannabis," December 8, 2020
- JD Supra, "Part 2: Fourth Annual State of the Cannabis Industry Conference – Roadmap to Restructuring and Workouts in the Cannabis Industry," November 9, 2020
- Bloomberg Law, "Professional Perspective: The Impact of COVID-19 on the Cannabis Industry," November 5, 2020
- Denver Business Journal, "Colorado Cannabis Companies Make Big Moves after Market Opens to Outside Investment," October 8, 2020
- Bloomberg Law, "Professional Perspective: Raising Private Capital In The Cannabis Industry," September 18, 2020
- Marijuana Business Daily, "Cannabis Reit Innovative Industrial Properties on a Roll with $100 Million in Recent Outlays on Cultivation, Distribution Sites," August 14, 2020
- 10Buds, "Colorado’s Best Marijuana Lawyers – and Who Should Hire Them," May 5, 2020
- Business of Cannabis - Canada , "Meet the Industry with Charles Alovisetti of Vicente Sederberg LLP from MJBizCon 2019," January 16, 2020