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Steve Hecht is a go-to trial lawyer for hedge funds, institutional investors, family offices, university endowments, venture funds and other investors interested in utilizing the legal process to create value for their own investors. Whether by activist litigation, fiduciary duty claims, or appraisal and other valuation strategies, Steve has extensive experience across the gamut of options for shareholders.  He regularly tries cases in Delaware Chancery Court and around the country for clients seeking outsized returns. Steve is a partner of Rolnick Kramer Sadighi LLP.

Delaware’s latest decision on the combined pursuit of appraisal and fiduciary duty claims continues the Delaware tradition of welcoming the litigation of those claims jointly up until the time an election between the two must be made. Vice Chancellor Laster’s recent Opinion in In re Columbia Pipeline Group, Inc. Merger Litigation, C.A. No. 2018-0484-JTL

This post kicks off a running series of thoughts we’ll be sharing on earn-outs.  But first, some basics.

Earn-out provisions appear to solve several problems in the M&A space: they might provide the grease needed to close a sticky transaction, easing a buyer’s concerns over the target’s strategic fit or expected performance.  They could also

The debate over “MFW creep” tends to distract from understanding just what protections the Delaware courts have been intending to provide in controller transactions.  Much of the commentary on the Delaware Supreme Court’s recent ruling over Match.com’s restructuring focuses on the “MFW creep” sideshow rather than the main event: the question of who the Delaware

MJBizCon2021 was as explosive as the cannabis industry itself.  The range of programs, volume of exhibits and sheer number of attendees, despite the continuing impact of the pandemic, reflected the vibrant and fast-growing cannabis space itself.

Cannabis valuation continues to take center stage in any discussion about the operational, financial or regulatory aspects of the

[RKS Partner Steve Hecht is currently at MJBizCon, the largest Cannabis business conference in the US.]

The diversity of businesses and business lines here at MJBizCon is one of the first things that hits you.  While cannabis itself is sometimes thought of as either an agricultural business or a retail business, the reality is

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Sports teams often prize the benefits of home-field advantage, but when it comes to valuing a cannabis multi-state operator, playing in your home court does not necessarily result in the highest valuation.  As we have posted about before, different states take vastly different approaches to valuation litigation, resulting in the same MSO potentially having

What is the IRS 280E Tax Code and Why is It Killing the Marijuana Industry  Right Now?

Players in the cannabis space already understand that federal tax law as currently structured extracts a far greater tax bite from marijuana businesses than corresponding companies, as cannabis companies are prohibited from deducting their business expenses from gross income.  Of course, with U.S. cannabis sales expected to grow by nearly 2.5x from 2018 to 2025,