Janet has focused her practice on advising businesses making their mark in the cannabis industry: dispensaries, farmers, cultivators, and producers; investors, partners and lenders; vendors; and landlords and tenants. During 2011-2013, Janet served as counsel to dispensary certificate applicants and thereafter was key to settling partner disputes, buyout transactions and restructuring businesses.
Janet Jackim is a former Vice President, Real Estate, and Assistant General Counsel at The Circle K Corporation. A Best Lawyers in America® honoree, Janet brings big company business practices and legal skill to small and medium-sized businesses.
CANNABIS (MEDICAL MARIJUANA AND HEMP) BUSINESS ADVOCATE AND BODYGUARD
Her sound legal advice, coupled with advanced technical, operational and financial business acumen, provides a robust representation in this emerging, rapidly changing industry. For industry leaders, entrepreneurs and innovators, Janet’s creativity is an added plus to analyzing and resolving the cannabis client’s issues.
As the industry grows and matures and Arizona and federal laws evolve, Janet stays current in assessing developments applicable to her clients and how they can adjust and realize upon presenting opportunities.
ARIZONA IS PRIME GROUND FOR CANNABIS BUSINESS TRANSACTIONS
Janet Jackim has completed more than $1 billion in mergers and acquisitions (sales price) of large and small businesses during almost four decades as a cannabis, commercial real estate and business attorney.
Over the past two years, leadership at numerous Arizona dispensaries and cultivation facilities has changed hands, reflecting an industry in transition and promises of bigger rewards in the event the voters approve a recreational/adult marijuana initiative. The pace of these changes is likely to continue during 2019. Many of the acquiring companies are cannabis conglomerates from other states, requiring Arizona counsel as they seek to add to their portfolio of operations. Arizona’s regulatory environment facilitates the change of control of dispensaries.
Acquisitions of dispensary and cultivation operations, newly licensed farm fields, strategic partnerships between dispensaries, farmers and exclusive vendors and the reassessment of management services are common topics of Janet’s daily work. Cleanup and refinement of poorly or quickly drafted entity documents, services agreements and licensing protections are critical to maintaining licensing, creating a competitive advantage and retaining bargaining power with vendors.
Sacks Tierney P.A. | 4250 N. Drinkwater Blvd., Fourth Floor | Scottsdale, Arizona 85251
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Positioning a cannabis company’s next phase in the growth cycle is key in this highly competitive industry, whether by acquisitive or organic growth, strategic alliances, internal, equity or debt restructuring, merger or initial public offering. Janet and her seasoned Sacks Tierney colleagues offer critical employment, litigation, securities, appellate, restructuring and corporate business experience for these transactions.
To keep abreast of daily Arizona and federal cannabis news and developments, Janet actively participates in the Arizona Cannabis Bar Association, the National Cannabis Bar Association, and numerous other industry organizations, including the Marijuana Industry Trade Association and Hemp Industry Trade Association. Janet is also a contributing member of the Meritas Cannabis Practice Steering Committee of North America, working with law firm affiliates across the United States. On June 26, 2019, Janet will speak at the State Bar of Arizona’s annual convention on “Arizona Cannabis M&A Transactions—Not Your Typical M&A.”
STATE V. JONES APPELLATE CASE JEOPARDIZES ACCESS TO MARIJUANA EXTRACTS
In early 2019, Janet and Sacks Tierney appellate litigators Gaye Gould and Philip Rudd filed an amicus brief with the Arizona Supreme Court on behalf of accomplished medical doctors, researchers, and alternative therapy caregivers from Arizona and nationwide in the appeal of State v. Jones (see Janet’s article, “Court of Appeals: Hashish Possession Not Protected by the AMMA,” Sacks Tierney Client Newsletter, June 2018).
In that decision, the Arizona Court of Appeals ruled that extracts and concentrates from the marijuana (cannabis) plant are not “marijuana” as defined in the Arizona Medical Marijuana Act. (Extracts and concentrates from the cannabis plant are used in the treatment of certain medical conditions and diseases such as epilepsy and cancer). A consequence of the Court of Appeals ruling is that licensed medical marijuana patients could be subject to criminal prosecution for possessing marijuana extracts valued for their medicinal treatment. The Supreme Court held oral arguments on the appeal in March 2019, and an opinion is expected for the third quarter 2019.
Janet and Gaye Gould are on a panel of speakers presenting to the public their brief on the Jones case at the Arizona State University Sandra Day O’Connor College of Law (Beus Center for Law and Society, Room 150) on May 17, 2019, 2:30 p.m. to 5:00 p.m.
Cannabis Business Law Acquisitions and Dispositions Real Estate Law Business and Corporate Law Equity and Debt Finance Loan Workouts
HONORS AND AWARDS
AV-Preeminent Rating, Martindale-Hubbell®
The Best Lawyers in America®, Real Estate Law, 2018, 2019
“2006 Leading Lawyers,” Phoenix Business Journal
Represented the acquirer and affiliates in a series of transactions for the takeover of a medical marijuana dispensary and its cultivation facility, kitchen, and management team. Obtained the dispensary’s emergence from a receivership, prosecuted claims, favorably settled litigation, restructured its debt and negotiated new contracts.
Represents out-of-state companies in their Arizona dispensary and cultivation facility acquisitions as local counsel, with an emphasis on due diligence, acquisition mechanics, marijuana-related due diligence activities, Department of Health Services transitions, and strategic planning.
Negotiated and documented a complex commercial real estate lease for a medical marijuana dispensary site interrelated with a comprehensive cultivation subcontractor management agreement for the dispensary’s cultivation facility, resulting in the landlord’s substantial investment in the real estate for the benefit of the tenant-dispensary.
Provided federal and state regulatory compliance guidance to a hemp/CBD products distributor, with special attention to U.S. Food and Drug Administration oversight issues.
Counsels Arizona cannabis companies on strategic business and legal planning activities for initial public offerings, private offerings, mergers and strategic business alliances.
Prepared and negotiated complex commercial leases, loans, partnership agreements and vendor contracts for businesses in the cannabis market.
Member of a team of zoning professionals that challenged local governments resisting dispensary locations in their cities; created new locations through rezoning and variance applications; and appealed misinterpretations of zoning laws applicable to dispensaries.
Responsible for the aggressive growth and turnaround, pre- and post- bankruptcy, of The Circle K Corporation’s real estate portfolio. Built a strategic business plan for the company’s 25 geographic markets, requiring site-by-site analysis (financial, real estate/location demographics, and capex requirements). Led nationwide 50-person real estate sales staff and back-office administration group of 100-200 employees for the purpose of selling 2,500 REOs, resulting in $100 million cash. Assessed company’s 6,000 real estate holdings (convenience stores, gas operations, office buildings, warehouses, vacant land and buildings, and speculative land deals) for profitability. Closed and sold 2,500 under- performing properties. Renegotiated 1,500 commercial leases to produce $15 million in annual rent savings.
Negotiated commercial stabilization loans, loan workouts and bankruptcy resolutions on behalf of lending institutions, FDIC affiliates and commercial borrowers. Conducted trustee’s sales, initiated litigation enforcing commercial loan transactions, defended litigation for receivership appointments and loan defaults, and prepared forbearance and other settlements.
Through administrative and litigation proceedings, prosecuted municipal zoning actions that wrongfully discriminated against cannabis businesses.
As a result of her knowledge of market rents in the cannabis industry, attained for a property owner more than three times the tenant’s offered rent for a dispensary and cultivation site and negotiated other pro-landlord lease provisions.
Arizona, 1986 Colorado, 1978
State Bar of Arizona Colorado Bar Association Maricopa County Bar Association: Chair, Real Estate Section 2017-2018 National Cannabis Bar Association, aka International Cannabis Bar Association Arizona Cannabis Bar Association: Secretary MERITAS Cannabis Practice Steering Committee of North America
INDUSTRY AND TRADE MEMBERSHIPS
National Organization for the Reform of Marijuana Laws (NORML): Legal Committee U.S. Hemp Farming Alliance Marijuana Industry Trade Association (MITA) Hemp Industry Trade Association (HITA) West Valley Commercial Real Estate Group Arizona Business Brokers Association: Member; Secretary/Board of Directors, Central Chapter, 2013 CoreNet Global, Phoenix Chapter
“Decriminalization of Hemp Raises New Opportunities in Agriculture,
Medicine, Fibers/Textiles and Biofuels,” Sacks Tierney Client Newsletter, January 2019 “Court of Appeals: Hashish Possession Not Protected by the AMMA,” Sacks
Tierney Client Newsletter, June 2018 “Cannabis Developments Keep Coming,” Sacks Tierney Client Newsletter,
June 2018 “Trump Agreement with Colorado Senator a Positive Sign for the Cannabis
Industry,” Sacks Tierney Client Newsletter, April 2018 “HOA Boards: Don’t Write Off Delinquent Assessments of Owners or Their Foreclosing Lenders!” Common Ground, Community Associations Institute, September/October 2016 “Unclaimed Death Benefits: What Life Insurance Companies Know (But You Might Not),” Sacks Tierney Client Newsletter, August 2016 “Due Diligence in Buying Commercial Real Estate: Acreage, Apartments or a Building,” Sacks Tierney Client Newsletter, February 2015
"10 Commonly Overlooked Clauses in Commercial Real Estate Transactions,"
“’What’s in Those Brownies’: Commercial Real Estate and the Developing
Medical Marijuana Marketplace,” September 2018 “Strategies and Practices in Lease Renegotiations: Learning to Leverage,” West
Valley Commercial Real Estate Group, May 2018 “Due Diligence ‘Best Practices’ in Real Estate Transactions,” April 2018 “Fundamentals of Corporate Real Estate – CoRE – Facility Management and Sustainability,” Real Estate Club, W.P. Carey School of Business, Arizona State University, January 2018 “10 Commonly Overlooked Clauses in Commercial Real Estate Transactions,”
October 2014 “A Junkyard Dog’s Perspective on Distressed Commercial Real Estate Today” “Real Estate Due Diligence 101” “Landlord’s Lease is How Many Pages? 101 Practice Tips for Negotiating a
Tenant-Friendly Lease” “Tenants in Trouble” “Commercial Leasing” “Negotiating Leases” and “Renegotiating Leases” “The Emergency Economic Stabilization Act” “Navigating Economic Headwinds” “Exclusive Authorization for Sale or Lease of Real Property” “Buyer/Lessee Agency Agreement” “Saving Luke Air Force Base through Land Exchanges” “The Circle K Bankruptcy Experience: Coming Full Circle from Ashes to IPO”
State by State Guide to Construction and Design Law (Author, Arizona
Supplement), American Bar Association, April 2009
ATHENA Award Finalist, Phoenix Chamber of Commerce, 1997
Loyola University Chicago School of Law, J.D., cum laude, 1978 Indiana University, B.A., with honors, 1974