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Consider a Healthier Option: Delta-8 Carts

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Are you interested in Delta-8 THC? If so, it’s no big surprise. In fact, it’s an extremely popular product today.

If you are interested in taking it, then choosing the best Delta-8 carts is a must. However, if you are new to Delta-8 carts, it’s a good idea to learn more about them and why they may be a healthier option. Keep reading to find out.

It’s Portable

Delta-8 can provide relief from short-term issues of anxiety and stress. Thanks to the small size of these vape carts, you can take them with you wherever you go. Before you leave home, you can place the vaping cartridge in your pocket so you can enjoy a puff at any time, making it a huge convenience. You no longer have to worry about carrying the large strain containers or gummy jars. Even better, vape carts are completely odorless when they aren’t used, so you don’t have to worry about anyone detecting the vape odor.

It’s Affordable

Compared to other types of products, the Delta-8 vape carts are much more affordable than any other version. This is another huge advantage of choosing vape carts. With the same composition, it’s possible to get all the benefits that Delta-8 THC has to offer. Delta-8 tinctures and gummies can cost almost twice the price of other products when all you really need is the vape.

It’s Effective

If your goal is to get the maximum benefits that Delta-8 has to offer, as well as a bit of a high, then using vape carts is the best choice. The cartridges work by producing Delta-8 vapors in the cart. The harder you puff the vape, the more that are made, and the more of the THC concentrate that gets into your body. You can get the same effect with ten puffs of the Delta-8 carts as you can from 25, 25mg gummies. With the vape carts, 46% of the total THC that is present in cannabis is absorbed by your body. The results will also be faster than what the edible Delta-8 products provide.

It’s Reusable

With all types of Delta-8 products, throwing them out when they are empty is necessary. For example, you must throw away tincture bottles and gummy jars. However, with vape carts, it’s possible to reuse them. You don’t have to discard the total component. Instead, just detach the cartridge and throw it away. You will keep the battery and other components. All you replace is the cartridge. The battery is extremely durable and will last a long time.

It’s Healthier

If you smoke cigarettes, the smoke will produce carcinogens that get into your lungs. If you vape cannabis, some toxic carcinogens are also released. They can cause all types of diseases and health problems. However, if you vape, it will reduce the likelihood of inhaling carcinogens.

Delta-8 Is a Smart and Healthy Option

As you can see, there are more than a few benefits of using Delta-8 carts. Keep the information here in mind, which will help you better understand why you should try this product. Being informed is the best way to make the most of this product and use it to its full potential. These carts are available for purchase, and you can enjoy all the benefits here and more.

*(Disclaimer: This article is not medical advice. It is based on anecdotal user experience alone. If you are thinking about incorporating cannabis (delta-8 THC, delta-9 THC, or CBD) into your medicinal routine, please consult a healthcare professional. Do not stop taking any prescribed medications without first consulting your doctor.)*

 



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Cannabis Industry Jnl: M&A in Cannabis: A Guide for Buyers and Sellers

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Mergers and acquisition activity in the cannabis space tripled from 2020 to 2021, and that pace is on track to continue in 2022. With big players entering the global cannabis market, we’re fielding more questions about mergers and acquisitions of cannabis businesses.

In this guide, we look at the evolution of the U.S. cannabis industry and some best practices and considerations for M&A deals in this environment.

The New Reality of Cannabis M&A Activity

The industry has evolved since adult use cannabis was first legalized in some U.S. states in 2012. More cannabis companies have a professional infrastructure—legal, financial and operational—with executive teams and board members ensuring the organization establishes proper governance procedures. Investors and private equity firms are showing more interest, and some cannabis companies have celebrated their first IPOs on the Canadian Securities Exchange (CSE).

At the same time, we are seeing a kind of “market grab” by multistate operators (MSOs) looking to acquire various licenses and expand their market share. MSOs tend to understand the current state of the market. For example, in California and some other states, there is a surplus of cannabis on the market for various reasons, partially due to so-called “burner distribution”—rogue distributors using licenses to buy vast amounts of legally grown cannabis at wholesale prices and selling the product on the black market, thereby undercutting retailers and other legal cannabis businesses. Another reason for the surplus is simply the entrance of many legal cultivators into the market over the past year.

Due to these trends, MSOs are interested in acquiring the outlets to be able to sell the surplus cannabis within California and other new markets.

Transferring Cannabis License Rights

One of the biggest challenges to M&A activity in the cannabis sector is the difficulty of transferring or selling a cannabis license.

Different types of cannabis licenses in California

Cannabis licenses are not expressly transferable or assignable under California law and many other states. However, the parties involved aren’t without options. For example, a business that is sold to a new owner may be able to retain its existing cannabis license while the new owner’s license application is pending, as long as at least one existing owner is staying on board. At the state license level, a change of up to 20% financial interest does not constitute a change in ownership, although the Bureau of Cannabis Control (BCC) must be notified and approve the change.

This process can take a while—often a year or more—since licensing involves overcoming hurdles at the local level as well as the state level with the BCC. It’s crucial to talk with legal counsel about the particulars of the license and location early in the process to best structure the terms of the agreement while complying with state and local requirements.

Seeking a Tax-Free Reorganization in the Cannabis Space

In many cannabis mergers and acquisitions, the goal is to accomplish a tax-free reorganization, where the parties involved acquire or dispose of the assets of a business without generating the income tax consequences that would result from a straight sale or purchase of those assets.

IRC Section 368(a) defines various types of tax-free reorganizations, including:

Stock-for-stock exchanges (IRC Section 368(a)(1)(B)

In a stock-for-stock reorganization, all of the target company’s stock is traded for a portion of the stock of the acquiring parent corporation, and target company shareholders become minority shareholders of the acquiring company.

Often, it’s tough to meet the requirements to qualify for this type of tax-free reorganization because at least 80% of the target stock must be paid for in voting stock of the acquirer.

Additionally, companies may be saddled with too much debt. If the acquirer assumes that debt, it may be classified as consideration paid to the seller and therefore disqualify the transaction as a tax-free reorganization.

In other M&A deals, the acquiring corporation may be unwilling to assume the debt of the target corporation—perhaps because showing these items on its balance sheet would impact its debt-to-equity and other financial ratios.

Stock-for-asset exchanges (IRC Section 368(a)(1)(C)

Rather than acquiring the target company’s stock, the acquirer may purchase its assets. In a stock-for assets exchange, the buyer must purchase “substantially all” of the target’s assets in exchange for voting stock of the acquiring corporation.

A stock-for-assets format offers the buyer the benefit of not having to assume the unknown or contingent liabilities of the target. However, it’s only feasible if the acquirer purchases at least 80% of the fair market value of the target’s assets AND all or virtually all of the deal consideration will be stock of the acquirer.

Tax Consequences Arising from Sale of Assets

If the sale price doesn’t consist primarily of the buyer’s stock, the transaction may be a standard asset sale. This leads to very different tax results.

If the seller is a C corporation, it will typically face double taxation—paying tax once on the sale of assets within the corporation and again when those profits are distributed to shareholders. If the target company has net operating losses (NOLs), it can use those NOLs to offset the tax hit.

If the seller is an S corporation, it won’t have to pay corporate tax on the transaction at the federal level. Instead, shareholders will pay tax on the gain on their individual returns.

For the buyer, the benefit of an asset sale is that the assets acquired get a “step-up basis” to their purchase price. This is beneficial from a tax perspective, as the buyer can depreciate the assets and may be able to claim accelerated or bonus depreciation to help offset acquisition costs.

Reverse Triangular Merger

Often, in practice, we come across what is termed as a reverse triangular reorganization. In this type of merger,

  1. The acquiring company creates a subsidiary,
  2. The subsidiary merges into the target company before liquidating,
  3. The target company then becomes a subsidiary of the acquirer, and
  4. The target company’s shareholders receive cash.

Structuring the deal this way may work to overcome the hurdle of transferring the license but may not qualify as a tax-free reorganization.

Bottom Line

The circumstances and motivations for mergers and acquisitions in the cannabis industry are diverse. As a result, there is no one-size-fits-all approach to structuring the transaction. In any event, it’s crucial to start the process early and seek advice from legal counsel and tax advisors to minimize the tax burden and ensure that both parties to the transaction get the best deal possible. If you need assistance, contact your 420CPA strategic financial advisor.

Source https://cannabisindustryjournal.com/feature_article/ma-in-cannabis-a-guide-for-buyers-and-sellers/



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6 Things You Should Pay Attention to in Online Casino Reviews

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The online casino industry is growing every day and more players are becoming interested in trying their luck at one of these sites. There are now hundreds of different casinos available on the internet, so it’s crucial to do your research before you invest your time and money in any one of them. Reviews can help you get a feel for whether a particular site is a good bet for you, or if there might be some hidden dangers that you wouldn’t see just from skimming their website. 

Whether you’re just starting to look into the world of online casinos or you’ve been keeping an eye out for new ones for a while, reading up on a detailed Zodiac Casino review can help keep you safe no matter how much experience you have with these kinds of sites. There are many excellent casinos out there waiting for you to try them out — but not all of them are reputable. Here are 6 things that should appear in any good online casino review before you make your decision.

Reputation

If there have been complaints about a particular casino, make sure those are taken into account when you look at a review. Even if a casino is fully licensed, that doesn’t mean it’s a good place to play — and being fully licensed doesn’t always mean a casino is trustworthy. If you can, try to find out if the operator has had complaints in the past. If so, try to find out what happened and what steps the casino has taken to avoid similar situations in the future. If the casino has been around for a while and has a good reputation, you’re likely to be safe there.

Licensing and certification

Any legitimate casino will be fully licensed. If they’re not, they’re likely to be a scam site. There are a few different kinds of licensing that you can look for in a casino. 

  • The first one is an internet gaming license. This ensures that the site is legally allowed to host gambling. Most countries have some form of regulation for the online casino industry, so the site you choose should have an internet gaming license. 
  • You should also make sure that the casino is certified for fair gaming. This means that the site has been audited for fair and honest practices. If you see this certification on a casino’s site, you can be reasonably sure that the casino is safe to play at.

 

Games and software

If you’re a serious gambler, you’re going to want to make sure that the software at a particular casino is of high quality. You probably already know that many casinos use software that generates random numbers to make games like blackjack and slots seem more exciting. You’ll want to look for casinos that use authentic games that have been proven to be random and fair. When you’re choosing a casino, it’s also a good idea to avoid those that use flash games. Flash-based games are usually less secure than their downloadable counterparts.

Bonus amount and conditions

If a casino offers you a bonus, take a close look at the reviews to mention the terms and conditions attached to it. You’ll want to make sure that you fully understand how and when you can cash out the bonus. If a casino offers you a large bonus, be sure to check if you need to deposit money to activate it. This is common, but it’s something that you would want to know about upfront. 

make sure that the review highlights games. If you’re going to play slots or another game that relies on the casino to generate the numbers, you should look for casinos that use RNGs that have been certified by an outside party. That way, you can be sure that the numbers are random and fair. 

Security

All players want to make sure that their personal information is safe on the casino’s site. If the casino you’re thinking of playing at doesn’t have a privacy policy listed on the site, be wary: likely, they’re not protecting their players’ information at all. This can be a serious problem, and it’s something you’ll want to avoid. If the casino you’re interested in playing at does have a privacy policy, make sure you read the review carefully before depositing any money and playing on the platform. If the casino doesn’t protect your information, it may be hacked. This can result in your information being stolen by an outside source.

Conclusion

The online casino industry is a growing one and there are plenty of casinos out there for you to choose from. You must do your research before you commit to playing at any given casino. You want to make sure you’re playing on a fully legitimate site that’s run by a trustworthy operator. If a casino has great reviews, you can be reasonably sure it’s a good place for you to play at.

 



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A Basic Guide To Virginia Cannabis Law

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Virginia is considered one of the more cannabis-friendly states, being one of the first states to decriminalize the use and possession of marijuana in 2021. A year later, the Virginia Cannabis Law continues to evolve with the approval of more lenient terms for medical cannabis use.   

Cannabis laws vary from state to state, but accredited marijuana physicians are vital to validating citizens qualified to access products. As with the other states, one has to seek an appointment with Virginia cannabis doctors as part of the state application process for medical marijuana use.

In spite of having more lenient regulations than other states, some restrictions remain in the Commonwealth. Learn the basics of Virginia’s state weed laws to avoid potential legal tussles.  

Significant Changes To Virginia’s Cannabis Law 

As early as 2017, the Commonwealth legalized the purchase of cannabis derivatives such as cannabidiol, CBD, and tetrahydrocannabinol (THC) to epileptic patients. Easier access to these products was expanded to individuals with other life-limiting health conditions. Eventually, cannabis use in adults over 21 years old was legalized.  

In July 2022, some amendments to Virginia Cannabis Laws were approved, making marijuana access easier. Below are the two most significant revisions: 

Virginia Governor Glenn Youngkin approved the legislation increasing personal and public possession of over four ounces of marijuana. If you’re caught keeping more than this volume but less than one pound, a misdemeanor case will be filed against you, alongside a penalty fee of USD$500. Second-time offenders will face a more stringent punishment; six-month jail time or / and a fine of USD$ 1,000. Meanwhile, possession of over one pound can lead to 10 years of imprisonment and a penalty of USD$ 250,000.     

In the past, patients and their primary caregivers had to apply for a medical marijuana identification card subject to state screening and validation. Virginia used to require patients to register with the Board of Pharmacy as part of the process. Processing time can take weeks to over a month in most territories.  

With the recent development, patients can purchase medical cannabis without waiting for weeks, as the state made the Pharmacy board registration voluntary. Hence, instead of a medical marijuana card, patients with eligible health conditions will only need to show a state-identification card and their accredited physician’s certification to purchase products from dispensaries.   

Based on Virginia’s SB 772, the local Pharmacy Board processes around 40,000 registrations and renewals annually and has around 8,000 applications waiting for approval. 

Legal Possession And Consumption Per Legislation 

In a nutshell, how can you avoid persecution for marijuana possession in Virginia? Follow these state-approved rules: 

  • Virginians over 21 are allowed to possess cannabis for personal use in their homes
  • The resident must not carry more than one ounce of cannabis in public 
  • Patients can grow up to four marijuana plants in every household in their primary residence. The plant must be tagged with the owner’s details and should not be visible to the public.
  • Adults can share but not sell up to one ounce of marijuana 
  • Patients must register in the state’s medical cannabis program to have access to dispensaries

 

Which Acts Are Considered Illegal? 

It’s unlawful to possess and cultivate with the intent to sell and distribute in Virginia, making the rules on the cannabis trade still restrictive, like in most states. Weed possession and consumption are illegal for individuals under 21 years old and those visiting school premises. Using it when driving a vehicle for personal or public use is likewise considered a criminal offense as well as weed consumption and sharing in public locations. When transporting marijuana products, the item must be adequately sealed and away from the driver’s reach.  

In addition, it’s unlawful to sell or distribute cannabis seeds, flowers, young plants, or any of the plant’s parts in this state. Transporting or importing marijuana from other states is also considered illegal, including ordering seeds online. 

It’s also against the law to possess certain types of paraphernalia used to inhale or ingest weed. These forbidden materials include pipes, tubes, smoking masks, mini-spoons, vials, and bongs.     

Conditions For Sharing Marijuana 

Virginia’s Cannabis Law allows for non-commercial sharing of marijuana products among eligible persons. Adult sharing refers to transferring less than an ounce of weed without the money involved and was approved in July 2021.  

However, this act must be among individuals over 21 years old and must be done only in private. Besides being illegal to trade weed for cash, exchanging these products for other services or goods is also strictly prohibited. That being said, it’s unlawful to sell home-cultivated marijuana to others.        

Conditions For Purchasing Cannabis 

Cannabis products must be purchased exclusively from state-accredited dispensaries. Botanical marijuana or other similar products sold by Virginia medical dispensaries can be had for up to four ounces every 30 days. Meanwhile, a three-month supply of different cannabis products prescribed by a certified medical practitioner is allowed. 

 

Concluding Thoughts

Marijuana is still prohibited according to federal laws, though some states are more friendly than others regarding its access, use, and possession. Virginia state is among the territories with less stringent cannabis laws, though restrictions are still enforced. Violators of these regulations may face jail time, hefty penalty fees, or both if found liable.

Thus, eligible marijuana users must know the basic cannabis laws applicable in their locations to eliminate these risks and enjoy the perceived health benefits of marijuana.   

 



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