The Canna Unicorns Group Provides These Main Services…
We assist THC, CBD/HEMP and ancillary companies in raising capital legally and cost effectively typically using a PPM, Reg D, Reg A, or Crowdfunding document. We help investors that wish to invest in private companies to enter this market by providing them with diligence and research and recommendations.
CANNABIS SPOILER NOTICE: Yeast Grown Cannabinoids; Recommendation Get Out of “Grow” both Hemp and THC.
You’ve probably seen a few “early science” articles that discuss using yeast and microbes to create cannabinoid compounds. The most respected science source in the world, Nature, published this article in February, 2019: https://www.nature.com/articles/d41586-019-00714-9
I recently received a pitch deck from a science company that has conquered the scalability issues and has a process that is ready for commercialization. If you would like to know more, please email Robert@TheCannaUnicorns.com . Their patent pending process can create CBDx (all varieties) and THCa, which you may or may not know is FEDERALLY LEGAL. THCa is the legal precursor to psychoactive THC and only the application of heat is required. The equipment cost and complexity is on par with what is required by craft breweries, so it is easily affordable on a mass scale.
Of course, distribution and brands are still the most viable investments, imho, but if you are into growing, prepare for even more disruption.
We assist ne
w and existing farmers, extractors, processors and brand-builders with getting started in this Canna-Industry by offering a startup consulting package.
We provide Merger & Acquisition services across the canna-industry. We stay on top of breaking news and trends by attending most of the industry trade shows.
CBD https://photos.app.goo.gl/dHVqcQNv1ezHUeCEA is a pictorial overview of the MIAMI CBD show.
The Nashville Southern Hemp show pictures can be seen here: https://photos.app.goo.gl/TKVmfNjf2BUzfgeW6 (In the upper right of this album is a control to TURN MOTION OFF. I suggest you do so as the motion is aggravating).
New Orleans Marijuana and Hemp Tradeshow please view this PDF. http://thecannaunicorns.com/wp-content/uploads/2019/06/2019-NOLA-Marijuana-Hemp-CBD-Show-Report-RobertMerrillFletcher.pdf
In a nutshell…. we assist canna-companies with raising money and/or growing sales. We help small, medium, and large companies present themselves in their best possible light by working with the company founders to tailor the investment package for the anticipated audience, be it an investor, strategic partner, or customer.
Our work encompasses both equity and debt. On the equity side we assist companies that wish to go public with a Regulation A+, or raise money with a Reg D, Reg C, PPM, or Reg CF. On the debt side we create lender packages for $100k to $10MM.
Also, if desired and appropriate, we assist with money raising by introducing the company to our networks of lenders and investors.
The first step in any money raising effort is always to have a proper documentation package that usually includes a pitch deck, a one-page business overview and mini-business plan, and some level of financials. The financials don’t have to be audited, but they must look proper. We rarely work with 0,0 startups. However, if properly funded we can assist a 0.0 startup with implementation of an idea, including hiring of top talent, or assist with B2B merger and acquisition connections.
The rest of this page describes our Capital Raising philosophy. Please see the Investing or Consulting page on this site if that is your interest.
Types of Money that We Can Provide:
To provide the best possible solution to the clients we work with, I am part of a syndicate of professionals that have access to various types of capital. Our team includes:
- A professional who deals with companies financing needs AFTER they are public. This can be as simple as basic stock promotion or as complex as working out infractions with the SEC and FINRA.
- We have associates that will lend money on public stock, often called a ‘stock loan’.
- I personally help pre-public companies that think they may wish to ‘go big’ use the Regulation A, Reg D, Reg CF (Crowdfunding), or PPM legal documents to legally raise money. Each of these documents fits a certain scenario for a certain type of company.
- We have associates that provide commercial lending, mainly asset based. Some of these lenders will take a risk for a higher return, some won’t.
- We have VC/Fund associates that will take equity investments.
- And there are endless variations…
Overall, we will assist you in determining the right combination of funding sources so as to minimize what you have to give up for the money. And assuming that your company can complete the proper steps and requirements as shown below, then we will introduce you to our funding sources. This means that at the same time we are helping prepare you for raising capital, we are vetting you so that we can be confident about your company when talking to our money sources.
Call Robert Merrill Fletcher, ChE at 213.500.7236 (EST)
for immediate answers to your questions.
Common Elements That Every Company Must Have When Raising Money:
No matter what style, or type of money the client seeks, there are a few elements that MUST be in place.
- There must be a succinct presentation about the company. This is typically referred to as a PITCH DECK. These have gotten smaller and tighter over the years as people’s attention spans have diminished and we have all gotten busier. Sometimes a simple PDF will suffice. Often a company will have “something”. Often that ‘something’ works against them not for them if it does not fit the current standards that money people expect to see.
We also help pitch for our clients. This is Robert at a pitch-fest in New York.
If you are considering working with us to raise capital please be aware of the following. (We do work with startups, but only if there is a modicum of capital or assets to start with).
- Financial Data must be available whether for equity or loan financing. Loans to the company might be the easiest to ‘paper’ but often the company doesn’t have any asset to place the loan against. We see commercial loans at the lowest percentage if the company has two years of audited financials, assets, etc… just like getting a mortgage the diligence is quite exhausting, but for some clients, they are a great way to garner capital without giving up equity. Of course, if the company is selling equity, then a proforma plus whatever financials are definitely required.
- A legal document to accept the money properly is one of the most important elements that any company should have as they raise capital. A loan document is quite simple to visualize. A PPM (Private Placement Memorandum) can be used if the number of investors is small, and they are typically known to the company. Perhaps a Convertible Loan is called for. Or, if the company is really going to seek outside sources of capital (beyond warm handshakes) then we begin to discuss the intricacies of Crowdfunding, Reg D, and Reg A.
- Investor Relations and Marketing the Investment is one step that most companies tend to not think about. Who is going to answer the calls and answer questions if and when interested parties come in? The founder? Is there a process to recontact leads? Is there regular communications about the company to interested parties, clients, and others? How is the investment marketed? (And what legal constraints apply).
We believe the PPM > Reg D > Reg A+ process is the proper way for emerging companies to take advantage of the current investment climate supporting cannabis. Not only do we help find investors, we take lead in the physical writing of documents such as PPM, Crowdfunding, Reg D, Reg A+ submissions at a substantial cost savings over paying a law firm to write them. We then work with your attorneys, or ours, to legally complete the process.
Call Robert Merrill Fletcher, ChE at 213.500.7236
for immediate answers to your questions about raising capital.
We are not lawyers and we do not bill at their astronomical levels. (My lawyer just went to $490 an hour. He’s good, but that good? sigh). We work WITH your law firm, or we can recommend a cannabis focused law firm that has numerous successful SEC registrations, taken lead on dozens of public listings, and who has extensive relationships in the investment banking and broker-dealer networks if your vision goes all the way to a public offering. Also, the law firm we work with provides a reduced retainer to our clients because we do the organizational work necessary before the documents reach the lawyer’s desk.
We estimate that our document process will save you 50% or more on the cost of producing your capital raising documentation. In addition, we have “cannabis, marijuana, CBD and hemp risk factor” templates that have already been approved to the highest levels. There is no need to write these sections of your documents from scratch and often we can have your documents created within 30 days.
The Canna Unicorns was founded by a chemical engineer and a thirty year “C-Level” businessman. Our team of professionals, lawyers, and accountants, bring real-world experience to every client, usually on a success-fee basis which means the bulk of our payment occurs AFTER money is raised. TheCannaUnicorns covers both the East and West coasts and all cannabis sectors.
Mr. Fletcher, the CEO states, “As someone that has raised money both successfully and unsuccessfully, I cannot over-stress the importance of taking control of investor conversations. This means that the COMPANY manages the valuation numbers, not the investor.
Robert Merrill Fletcher, ChE
FREQUENTLY ASKED QUESTIONS
Q: PPM, Crowdfunding, Reg D, Reg A+… which should I use?
A: First, investment money is flooding into cannabis and the time may never be better, therefore valuations will likely never be better. Second, once the risk factors and the basic company “story” is put together, then all the documents are very much versions of the same data, simply restructured. So, we see the answer is “all of the above” depending on the circumstances.
For example, if you have a consumer product (B2C, not B2B) then we really like to consider starting with crowdfunding, and then with proof of consumer acceptance, raising the next level of capital is greatly facilitated.
If you have already begun talking to high net worth investors, then the Reg D is the way to go.
Sometimes, a simple PPM is all that is needed.
So, just give us a call or an email and we can help you sort it out. Even if you are accepting investments from “friends and family”, you still need a proper legal document set.
Q: What are the documents that are required for raising capital?
A: There are some common “sections” in all the documents for this process. I have listed them below with a few ‘real world comments’.
- Articles of Incorporation (or new Incorporation): It is rare that the “OldCo” is properly structured for legally and properly raising money. This is one of the “points of analysis” that is part of the early assessment. The key is to have a stock/corporate structure that 1) can “go all the way”, and 2) protects the company and current owners.
- Existing capitalization table, including list of existing shareholders, particularly those over 10%. Particular attention must be paid to whether any of 10%+ shareholders have any regulatory issues, particularly in stock sales. FINRA certified professionals understand the concept of ‘bad actor’ provisions.
- The Business Plan is almost the least important feature of the package. The lawyers make this so vanilla that it is almost worthless other than the broad strokes of the business basics. Certainly no “projections” are included. There are a number of “pitch gotchas” that a company that is planning a capital raise MUST be aware of. Our team is well schooled in what you can and can’t say once you enter this process and this is critical for understanding of everyone that is dealing with investors.
- Management Team: This is an important section. We need bio’s and resumes. Depending on how far your vision goes, there are requirements regarding the Board of Directors necessary to go for a public listing. The concept of “stacking the board” with top resumes is always a good discussion to have.
- Risk Factors: This is the most extensive section in the document set, particularly for cannabis. Our set of cannabis risk factors has already been approved “without comment” by the SEC, and this is one of the values we bring to the table. With proper ‘risk factors’ the company owner can sleep well at night.
- A discussion of your current legal advisors. In general we prefer to work with our attorney group for this very specific set of legal rules. Typically they will interact with your business law firm to integrate your capital engineering to a satisfactory conclusion.
- A discussion of your accounting process and firm. This is often the longest time frame item, particularly if acquisitions or mergers have occurred.
- DISCLAIMER: THIS IS NOT A FULL LIST. That list is too long to put here.
Q: How do we find investors if we work together?
A: At some point in the process, we attack on multiple fronts. We have debt investors, equity investors, and we are always growing our lists. Further, assuming that the law firm has given your company a full “green light” for the Reg A+, they will introduce your company to the investment bankers and/or broker-dealers that specialize in this kind of money raise.
Q: How do I get started?
A: Just give me a call or an email and we can go through where you stand, understand your goals, and identify any potential issues, or complicating factors. After that, we run hard and fast because this market is NOW.
Robert Merrill Fletcher, ChE