Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Good to know. The Wegman’s carries only the tentures and gel caps. I have inflammation on the elbow that is pinching the nerve running from my collar bone to my fingers causing a numbness. Thanks for the input on balms. Lobo
Thank you Dr. J that explains everything. I needed to go to the right source. It boggles my mind that this company hasn’t been listed. Hopefully the upcoming financials will expedite the decision on their part. Wolf
Blue thanks for the thumbs up and your positive letter to the FDA. Hopefully it was Plus + cbdoil gummies that eased the pain. Stay strong and healthy. Wolf
Hope thank you for reaching out to me. I researched your past posts and the up listing seemed to rely on the passing of the Farm Bill. The Bill has passed and the only companies, mainly Canadian MJ companies. The only cbd company I found listed on Nasdaq was YCBD. I know Y use to be Level Brands and not in the cbd market until it’s pre listing if I’m not mistaken. The only variable in the 4 standards was they had total assets of 94.8 million with 55 million of it contributed to Good Will. The draw back in that same category is Total Stockholders equity was a deficit of 13 million dollars. Still confused of the requirements to list on NASDAQ. In thiis space and time, it has nothing to do with cbd or mj. Here is a link of cbd and mj listed on the big boards. Thanks again for your input.
https://www.benzinga.com/node/12591805
https://www.sec.gov/Archives/edgar/data/1644903/000165495419006099/levb_10q.htm
The Wolf is having a Columbo moment you understand....Hopefully someone with knowledge can help the wolfman out. Unfortunately the Wolf only took one year of accounting in college. When I first followed this board as a stockholder, posters keep mentioning the up listing to the Nasdaq.I looked into it a few months ago and still can't understand how CVSI is going to up list to the big board. Maybe someone here can help me understand the process to reach the Nasdaq.
https://www.investopedia.com/ask/answers/nasdaq-listing-requirements/
The Nasdaq has four sets of listing requirements. Each company must meet at least one of the four requirement sets, as well as the main rules for all companies.Listing Requirements for All Companies
Each company must have a minimum of 1,250,000 publicly traded shares upon listing, excluding those held by officers, directors or any beneficial owners of more than 10% of the company.
Also, the regular bid price at the time of listing must be $4.00, and there must be at least three market makers for the stock.
However, a company may qualify under a closing price alternative of $3.00 or $2.00 if the company meets varying requirements.
Each listing firm is also required to follow Nasdaq corporate governance rules 4350, 4351 and 4360.
Companies must also have at least 450 round lot (100 shares) shareholders, 2,200 total shareholders, or 550 total shareholders with 1.1 million average trading volume over the past 12 months.
Key Takeaways
Major stock exchanges, like the Nasdaq, are exclusive clubs—their reputations rest on the companies they trade.
The Nasdaq has four sets of listing requirements.
Each company must meet at least one of the four requirement sets, as well as the main rules for all companies.
In addition to these requirements, companies must meet all of the criteria under at least one of the following standards.
A company has four ways to get listed on the Nasdaq, depending on the underlying fundamentals of the company.
+++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
Standard No. 1: Earnings
The company must have aggregate pre-tax earnings in the prior three years of at least $11 million, in the previous two years at least $2.2 million, and no single year in the prior three years can have a net loss.
If I recall from a few months ago the company had a net loss in fiscal year ending December 2016. correct me if I'm wrong.
The company had a net gain in 2017 and 2018. So in my understanding is that the company would have to complete 2019 with at least 11 million dollars in aggregate pre-tax earnings. So this standard is not feasible at this time.imo
+++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
Standard No. 2: Capitalization with Cash Flow
The company must have a minimum aggregate cash flow of at least $27.5 million for the past three fiscal years, with no negative cash flow in any of those three years. Also, its average market capitalization over the prior 12 months must be at least $550 million, and revenues in the previous fiscal year must be $110 million, minimum.
This Standard is out because cash flow has not reached 27.5 Million in the past three years.imo
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
Standard No. 3: Capitalization with Revenue
Companies can be removed from the cash flow requirement of the second standard if its average market capitalization over the past 12 months is at least $850 million and revenues over the prior fiscal year are at least $90 million.
[color=red]The average capitalization over the past 12 months has not reached the 850 million target and the revenues included have not reached the 90 million dollar threshold. So this standard is out of the loop.
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
Standard No. 4: Assets with Equity
Companies can eliminate the cash flow and revenue requirements, and decrease its marketing capitalization requirements to $160 million if their total assets total at least $80 million and their stockholders' equity is at least $55 million.
This is the standard that could get CVSI to the Nasdaq. but the total assets have to total 80 million dollars. According to the last 10-k filing year ending December 31, 2018,the total assets totaled 36,902 million dollars. Therefore, CVSI is 43,008 11 Million dollars short. The stockholders equity was 30,116 million dollars a shortage of 24,884 million dollars.
The total assets according to the last 10-Q is now 48,391 million dollars still short by 31609 million dollars.
The total stockholder's equity according to the last 10-Q is 30,877 million dollars. Still shy of 24,103 million dollars.
Therefore this standard is not within the standard, but the closest to listing on the Nasdaq. imo
+++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
A company has four ways to get listed on the Nasdaq, depending on the underlying fundamentals of the company. If a company does not meet certain criteria, such as the operating income minimum, it has to make it up with larger minimum amounts in another area, like revenue. This helps to improve the quality of companies listed on the exchange.
Revenue...As stated above...This could be another opportunity to up list on the Nasdaq. The catch. What is the minimum Revenue needed to up list? If someone can answer that question, please post your documentation stating the threshold needed to list on the Nasdaq. Thank you in advance... imo Wolf
10-K Fiscal year ending December 31, 2018
https://www.sec.gov/Archives/edgar/data/1510964/000151096419000007/cvsi-20181231x10xk.htm
10-Q ending March 31, 2019
https://www.sec.gov/Archives/edgar/data/1510964/000151096419000027/cvsi-20190331x10q.htm
Sleuth When I did my analysis and formulated my reasoning and opinion, on the other Trademarks, I also analyzed the 3 registrations for the Trademark CV Sciences. Now that the first CV Sciences trademark is registered, I came to the conclusion that the third CV Sciences with a Non-Final Action will too be abandoned as was the second CV Sciences registration that was abandoned . Now you can see why it can be confusing. Sometimes Trademark Attorney's throw out different applications to see which one would stick to the wall you understand. The two applications to be considered at this stage is if CVSI will abandon Pro +cbdoil and Plus + Hemp oil trademarks. We can be assured they will allow New Harvest Trademark to go through the process of being registered. imo Wolf
Here is the first CV Sciences US Serial Number 86871884, This is now a registered Trademark. This Trademark request went through a lot of Extensions, Change of address, attorney, etc.
https://tsdr.uspto.gov/#caseNumber=86871884&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
US Serial Number:86871884
Application Filing Date:
Jan. 11, 2016
US Registration Number:
5541419
Registration Date:
Aug. 14, 2018
Register:
Principal
Mark Type:
Service
For:
On-line retail store services in the field of dietary and nutritional supplements, body care and toiletry products; wholesale distributorship services featuring dietary and nutritional supplements, body care and toiletry products
Aug. 14, 2018
REGISTERED-PRINCIPAL REGISTER
Jul. 12, 2018
NOTICE OF ACCEPTANCE OF STATEMENT OF USE E-MAILED
Jul. 11, 2018
ALLOWED PRINCIPAL REGISTER - SOU ACCEPTED
Jul. 11, 2018
TEAS/EMAIL CORRESPONDENCE ENTERED
70884
Jul. 11, 2018
CORRESPONDENCE RECEIVED IN LAW OFFICE
70884
Jul. 09, 2018
TEAS REQUEST FOR RECONSIDERATION RECEIVED
May 17, 2018
NOTIFICATION OF FINAL REFUSAL EMAILED
May 17, 2018
FINAL REFUSAL E-MAILED
May 17, 2018
SU - FINAL REFUSAL - WRITTEN
81097
Apr. 26, 2018
TEAS/EMAIL CORRESPONDENCE ENTERED
70884
Apr. 26, 2018
CORRESPONDENCE RECEIVED IN LAW OFFICE
70884
Apr. 26, 2018
ASSIGNED TO LIE
70884
Apr. 18, 2018
TEAS RESPONSE TO OFFICE ACTION RECEIVED
Apr. 18, 2018
TEAS CHANGE OF CORRESPONDENCE RECEIVED
Apr. 17, 2018
APPLICANT/CORRESPONDENCE CHANGES (NON-RESPONSIVE) ENTERED
88888
Apr. 17, 2018
TEAS CHANGE OF OWNER ADDRESS RECEIVED
Mar. 01, 2018
NOTIFICATION OF NON-FINAL ACTION E-MAILED
Mar. 01, 2018
NON-FINAL ACTION E-MAILED
Mar. 01, 2018
SU - NON-FINAL ACTION - WRITTEN
81097
Feb. 08, 2018
NOTICE OF APPROVAL OF EXTENSION REQUEST E-MAILED
Feb. 07, 2018
STATEMENT OF USE PROCESSING COMPLETE
71034
Feb. 02, 2018
USE AMENDMENT FILED
71034
Feb. 07, 2018
EXTENSION 3 GRANTED
71034
Feb. 02, 2018
EXTENSION 3 FILED
71034
Feb. 07, 2018
CASE ASSIGNED TO INTENT TO USE PARALEGAL
71034
Feb. 02, 2018
TEAS EXTENSION RECEIVED
Feb. 02, 2018
TEAS STATEMENT OF USE RECEIVED
Nov. 20, 2017
ATTORNEY/DOM.REP.REVOKED AND/OR APPOINTED
Nov. 20, 2017
TEAS REVOKE/APP/CHANGE ADDR OF ATTY/DOM REP RECEIVED
Aug. 03, 2017
NOTICE OF APPROVAL OF EXTENSION REQUEST E-MAILED
Aug. 01, 2017
EXTENSION 2 GRANTED
98765
Aug. 01, 2017
EXTENSION 2 FILED
98765
Aug. 01, 2017
TEAS EXTENSION RECEIVED
Aug. 01, 2017
TEAS CHANGE OF CORRESPONDENCE RECEIVED
Feb. 15, 2017
ATTORNEY/DOM.REP.REVOKED AND/OR APPOINTED
Feb. 15, 2017
TEAS REVOKE/APP/CHANGE ADDR OF ATTY/DOM REP RECEIVED
Feb. 03, 2017
NOTICE OF APPROVAL OF EXTENSION REQUEST E-MAILED
Feb. 01, 2017
EXTENSION 1 GRANTED
98765
Feb. 01, 2017
EXTENSION 1 FILED
98765
Feb. 01, 2017
TEAS EXTENSION RECEIVED
Aug. 02, 2016
NOA E-MAILED - SOU REQUIRED FROM APPLICANT
Jun. 07, 2016
OFFICIAL GAZETTE PUBLICATION CONFIRMATION E-MAILED
Jun. 07, 2016
PUBLISHED FOR OPPOSITION
May 18, 2016
NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED
Apr. 27, 2016
APPROVED FOR PUB - PRINCIPAL REGISTER
Apr. 27, 2016
EXAMINER'S AMENDMENT ENTERED
88888
Apr. 27, 2016
NOTIFICATION OF EXAMINERS AMENDMENT E-MAILED
6328
Apr. 27, 2016
EXAMINERS AMENDMENT E-MAILED
6328
Apr. 27, 2016
EXAMINERS AMENDMENT -WRITTEN
81097
Apr. 26, 2016
ASSIGNED TO EXAMINER
81097
Jan. 19, 2016
NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jan. 14, 2016
NEW APPLICATION ENTERED IN TRAM
+++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
Here is the second CV Sciences application US Serial number 86871896. This application was accepted with Notice of allowance Allowed...CVSI decided to abandon this registration..The first and second registrations were filed on the same date similar ro the two Plus +cbdoil applications. That is why I came to the conclusion CVSI was going to abandon the second Plus Trademark that has been given a Non-Final Action.
https://tsdr.uspto.gov/#caseNumber=86871896&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
US Serial Number:
86871896
Application Filing Date:
Jan. 11, 2016
Register:
Principal
Mark Type:
Service Mark
Status:
because no Statement of Use or Extension Request timely filed after Notice of Allowance was issued. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date:
Mar. 05, 2018
Publication Date:
Jun. 07, 2016
Notice of Allowance Date:
Aug. 02, 2016
Date Abandoned:
Mar. 05, 2018
For:
Design, research and development of advanced hemp cultivation methods and hemp oil processing technologies for deployment in cannabinoid production facilities in the pharmaceutical, nutraceuticals and food products industries; developing technologies to improve plant growth, production and extraction technologies to maximize production of pharmaceutical grade plant extracts, packaging systems and post production processing in the cannabinoid biotechnology field
Mar. 05, 2018
ABANDONMENT NOTICE MAILED - NO USE STATEMENT FILED
Mar. 05, 2018
ABANDONMENT - NO USE STATEMENT FILED
99999
Nov. 20, 2017
ATTORNEY/DOM.REP.REVOKED AND/OR APPOINTED
Nov. 20, 2017
TEAS REVOKE/APP/CHANGE ADDR OF ATTY/DOM REP RECEIVED
Aug. 03, 2017
NOTICE OF APPROVAL OF EXTENSION REQUEST E-MAILED
Aug. 01, 2017
EXTENSION 2 GRANTED
98765
Aug. 01, 2017
EXTENSION 2 FILED
98765
Aug. 01, 2017
TEAS EXTENSION RECEIVED
Aug. 01, 2017
TEAS CHANGE OF CORRESPONDENCE RECEIVED
Feb. 15, 2017
ATTORNEY/DOM.REP.REVOKED AND/OR APPOINTED
Feb. 15, 2017
TEAS REVOKE/APP/CHANGE ADDR OF ATTY/DOM REP RECEIVED
Feb. 03, 2017
NOTICE OF APPROVAL OF EXTENSION REQUEST E-MAILED
Feb. 01, 2017
EXTENSION 1 GRANTED
98765
Feb. 01, 2017
EXTENSION 1 FILED
98765
Feb. 01, 2017
TEAS EXTENSION RECEIVED
Aug. 02, 2016
NOA E-MAILED - SOU REQUIRED FROM APPLICANT
Jun. 07, 2016
OFFICIAL GAZETTE PUBLICATION CONFIRMATION E-MAILED
Jun. 07, 2016
PUBLISHED FOR OPPOSITION
May 18, 2016
NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED
Apr. 27, 2016
APPROVED FOR PUB - PRINCIPAL REGISTER
Apr. 27, 2016
EXAMINER'S AMENDMENT ENTERED
88888
Apr. 27, 2016
NOTIFICATION OF EXAMINERS AMENDMENT E-MAILED
6328
Apr. 27, 2016
EXAMINERS AMENDMENT E-MAILED
6328
Apr. 27, 2016
EXAMINERS AMENDMENT -WRITTEN
81097
Apr. 26, 2016
ASSIGNED TO EXAMINER
81097
Jan. 19, 2016
NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jan. 14, 2016
NEW APPLICATION ENTERED IN TRAM
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
The third CV Sciences application was filed on July 10,2018. It was filed after the second CV Sciences application was abandoned and before the first CV Sciences was approved and registered as a federal Trademark on August 14, 2018. The Goods and services for this application is for Educational purposes. If you noticed in the second Plus + cbdoil application with the Non-Final Action it was for educational purposes. The third CV Sciences was also given a Non-Final Action status.
CV Sciences US Serial Number 88031602
https://tsdr.uspto.gov/#caseNumber=88031602&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
US Serial Number:
88031602
Application Filing Date:
Jul. 10, 2018
Register:
Principal
Mark Type:
Service Mark
Status Date:
Jun. 22, 2019
LIVE/APPLICATION/Under Examination
The trademark application has been accepted by the Office (has met the minimum filing requirements) and that this application has been assigned to an examiner.
Status:
A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
For:
Educational services, namely, the presentation of seminars, lectures and workshops in the field of hemp-based products, science, nutrition and agriculture; provide continuing medical education courses
Jun. 22, 2019
NOTIFICATION OF NON-FINAL ACTION E-MAILED
6325
Jun. 22, 2019
NON-FINAL ACTION E-MAILED
6325
Jun. 22, 2019
NON-FINAL ACTION WRITTEN
92451
Jun. 17, 2019
ASSIGNED TO EXAMINER
92451
Jul. 18, 2018
ASSIGNED TO EXAMINER
78196
Jul. 14, 2018
NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 13, 2018
NEW APPLICATION ENTERED IN TRAM
I understand your point and you have a strong case. If you notice the correspondence in the first plus + cbdoil application, it was examined before the Farm Bill and then cvsi corresponded with a new application and fee and then sent back to the examiner LIE. The non-final action is not final. We will see if cvsi wants to continue with the process. What confuses me is why the other trademarks applied before the Farm Bill were sent to the examiner were not sent a non/final action but the first plus + cbdoil application was and now is being published. Thank you for your input, I could be wrong of course. The prosecution history will only tell. Ciao. Wolf
Sleuth here are the two trademarks for Plus +cbdoi. The first one examined and approved was the first one received by the trademark offic. It has US Serial number 88051019.The second similar trademark US Serial number is 88051037
Plus +cbdoil 88051019
https://tsdr.uspto.gov/#caseNumber=88051019&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Status: Review prior to publication completed.
Status Date: Jun. 13, 2019
Publication Date: Jul. 16, 2019
Date Description Proceeding Number
Jun. 26, 2019 NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED
Jun. 12, 2019 APPROVED FOR PUB - PRINCIPAL REGISTER
May 23, 2019 TEAS/EMAIL CORRESPONDENCE ENTERED 68123
May 23, 2019 CORRESPONDENCE RECEIVED IN LAW OFFICE 68123
May 21, 2019 ASSIGNED TO LIE 68123
May 13, 2019 TEAS RESPONSE TO OFFICE ACTION RECEIVED
Nov. 14, 2018 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Nov. 14, 2018 NON-FINAL ACTION E-MAILED 6325
Nov. 14, 2018 NON-FINAL ACTION WRITTEN 93649
Nov. 09, 2018 ASSIGNED TO EXAMINER 93649
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION ENTERED IN TRAM
TM Staff and Location Information
This trademark is being sent for publication for oppositionYou can click on history in the link and it will present the history. This one was assigned on November 9,2018 and immediately it was filed by the examiner 5 days later and refused because hemp was illegal at the time. Then on May 13,2019 it was reassigned to an examiner and approved on June12,2019. Here is a cut and paste of the history.
https://tsdr.uspto.gov/#caseNumber=88051019&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
++++++++++++++++++++++++++++++++++++
Here is the second plus+cbdoil trademark registered 88051035 and assigned to an examiner on August 7,2018 and then again on June 24,2019. Before and after the 2018 Farm Bill was passed.
https://tsdr.uspto.gov/#caseNumber=88051037&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Status: A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jun. 30, 2019
Date Description Proceeding Number
Jun. 30, 2019 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Jun. 30, 2019 NON-FINAL ACTION E-MAILED 6325
Jun. 30, 2019 NON-FINAL ACTION WRITTEN 93049
Jun. 24, 2019 ASSIGNED TO EXAMINER 93049
Aug. 07, 2018 ASSIGNED TO EXAMINER 88577
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION
https://tsdr.uspto.gov/#caseNumber=88051037&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Sleuth one more time. Here is the application for the New Harvest trademark for Cvsi and a similar application sent by an amateur selling cbd oil that I posted the other night, the garage based company New Harvest Pharms. We submitted our trademark on February 5, 2019 and they submitted theirs on April 22, 2019. Our application was sent to an examiner on February 27, 2019 and theirs on May 14, 2019. Our New Harvest trademark will be approved and sent for publication for opposition and theirs will be refused with a non final action. At that time they will have to oppose our trademark request within 6 months of the non-final action. We will on my opinion win because we filed before they did..Because they stated their trademark for the sales of cbd in their goos and services and their name is similar and would be confusing to the public, they will lose the rights to New Harvest Pharma application. Did you also notice they were using a circle R in their web site? That is not allowed, that to me proves they are amateurs and not privy to trademark laws. They can only use TM until final approval by USPTO. I believe New Harvest Pharma was aware of our application for the New Harvest trademark and thought they could either block our application or try to benefit from the similarities. If you have contacts with management of cvsi, you may want to give them a heads up on this scenario. Their trademark attorney can point out to the USPTO that they are displaying a Corcle on their website and I believe their Facebook page. It can only strengthen our case. Jmho. Take care comrade. Wolf
New Harvest trademark 88285809
https://tsdr.uspto.gov/#caseNumber=88285809&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
++++++++++++++++++++++++++++++++
New Harvest Pharma 88372162
https://tsdr.uspto.gov/#caseNumber=88372162&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Sleuth here is the pro + cbdoil trademark that too was refused for either being similar to an already existing trademark or one that is too being examined. Cvsi can send documents to dispute the examiners action for whatever reason necessary. Once again this trademark was examined on August 7,2018 and then again on June 24, 2019 before and after the Farm Bill was passed. US Serial number 88051068. Non-Final means they have 6 months to dispute the examiners claim of refusal. We will know in 6 months or less what cvsi intentions are. I will bet they will abandon pro + cbdoil, plus + hemp oil,the second plus + cbdoil trademarks. They will keep the first plus + cbdoil that has passed the muster and is being sent for publication. The New Harvest trademark application should have no problem being approved and sent for publication for opposition. I hope this has given you the insight to come to the same conclusion that I have applied by utilizing deductive reason/analogy. Keep up you gr8 dd on this board, always appreciative. Wolf
Pro + cbdoil 88051068
Date Description Proceeding Number
Jun. 30, 2019 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Jun. 30, 2019 NON-FINAL ACTION E-MAILED 6325
Jun. 30, 2019 NON-FINAL ACTION WRITTEN 93049
Jun. 24, 2019 ASSIGNED TO EXAMINER 93049
Aug. 07, 2018 ASSIGNED TO EXAMINER 88577
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION ENTERED IN TRAM
TM Staff and Location Information
https://tsdr.uspto.gov/#caseNumber=88051058&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Status: A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jun. 30, 2019
Mark Information
Sleuth please pardon me me for my first post. I posted the plus + cbdoil trademark by mistake. Here is the Trademark for Plus + hemp oil US Serial 88051064 That too was examined on August 7,2018 and then again on June 24,2019. Before and after the 2018 Farm Bill was passed. Like the pro + cbd oil it too was refused for similarities.
Plus + hemp oil 88051064
https://tsdr.uspto.gov/#caseNumber=88051064&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Status: A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jul01, 2019
Jul. 01, 2019 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Jul. 01, 2019 NON-FINAL ACTION E-MAILED 6325
Jul. 01, 2019 NON-FINAL ACTION WRITTEN 92559
Jun. 24, 2019 ASSIGNED TO EXAMINER 92559
Aug. 07, 2018 ASSIGNED TO EXAMINER 78196
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION ENTERED IN TRAM
TM Staff and Location Information
Sleuth here are the two trademarks for Plus +cbdoi. The first one examined and approved was the first one received by the trademark offic. It has US Serial number 88051019.The second similar trademark US Serial number is 88051037
Plus +cbdoil 88051019
https://tsdr.uspto.gov/#caseNumber=88051019&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Status: Review prior to publication completed.
Status Date: Jun. 13, 2019
Publication Date: Jul. 16, 2019
Date Description Proceeding Number
Jun. 26, 2019 NOTIFICATION OF NOTICE OF PUBLICATION E-MAILED
Jun. 12, 2019 APPROVED FOR PUB - PRINCIPAL REGISTER
May 23, 2019 TEAS/EMAIL CORRESPONDENCE ENTERED 68123
May 23, 2019 CORRESPONDENCE RECEIVED IN LAW OFFICE 68123
May 21, 2019 ASSIGNED TO LIE 68123
May 13, 2019 TEAS RESPONSE TO OFFICE ACTION RECEIVED
Nov. 14, 2018 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Nov. 14, 2018 NON-FINAL ACTION E-MAILED 6325
Nov. 14, 2018 NON-FINAL ACTION WRITTEN 93649
Nov. 09, 2018 ASSIGNED TO EXAMINER 93649
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION ENTERED IN TRAM
TM Staff and Location Information
This trademark is being sent for publication for oppositionYou can click on history in the link and it will present the history. This one was assigned on November 9,2018 and immediately it was filed by the examiner 5 days later and refused because hemp was illegal at the time. Then on May 13,2019 it was reassigned to an examiner and approved on June12,2019. Here is a cut and paste of the history.
https://tsdr.uspto.gov/#caseNumber=88051019&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
++++++++++++++++++++++++++++++++++++
Here is the second plus+cbdoil trademark registered 88051035 and assigned to an examiner on August 7,2018 and then again on June 24,2019. Before and after the 2018 Farm Bill was passed.
https://tsdr.uspto.gov/#caseNumber=88051037&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Status: A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jun. 30, 2019
Date Description Proceeding Number
Jun. 30, 2019 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Jun. 30, 2019 NON-FINAL ACTION E-MAILED 6325
Jun. 30, 2019 NON-FINAL ACTION WRITTEN 93049
Jun. 24, 2019 ASSIGNED TO EXAMINER 93049
Aug. 07, 2018 ASSIGNED TO EXAMINER 88577
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION
https://tsdr.uspto.gov/#caseNumber=88051037&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Sleuth look at the time the USPTO looked st this application. IAssigned to examiner. I am aware of the ruling, This Trademark was examined on August 7, 2018 and then on June 24, 2019. Before And after the Farm Bill was passed. Cvsi filed two trademarks for The Plus + cbdoil and only one is being sent for publication for opposition. The other one was refused because the trademark being published has negated the second. I will once again post those two similar trademarks so you can compare them. Below is the plus + Hemp oil trademark.
01, 2019 NOTIFICATION OF NON-FINAL ACTION E-MAILED 6325
Jul. 01, 2019 NON-FINAL ACTION E-MAILED 6325
Jul. 01, 2019 NON-FINAL ACTION WRITTEN 92559
Jun. 24, 2019 ASSIGNED TO EXAMINER 92559
Aug. 07, 2018 ASSIGNED TO EXAMINER 78196
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE+ SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW APPLICATION
https://tsdr.uspto.gov/#caseNumber=88051064&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Sleuth look at the time the USPTO looked st this application. I am aware of the ruling, This Trademarks was examined on August and then
New Harvest and Plus + Cbdoil are the only two trademarks that will survive scrutiny. The others will be abandoned. New Harvest will be the new brand name and Plus + Cbdoil will be the service mark both on the Principle Register. The New Harvest will be this fall you understand. Good luck my little piggies. Lobo
Plus +Cbdoil
https://tsdr.uspto.gov/#caseNumber=88051019&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
New Harvest
https://tsdr.uspto.gov/#caseNumber=88285809&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
The USPTO may be required to refuse registration of your mark on numerous grounds.
The most common are:
Likelihood of Confusion: The USPTO conducts a search for conflicting marks as part of the official examination of an application only after a trademark application is filed. In evaluating an application, the examining attorney conducts a search of USPTO records to determine whether there is a conflict between the mark in the application and a mark that is either registered or pending in the USPTO.
The principal factors considered in reaching this decision are the similarity of the marks and the commercial relationship between the goods and services identified by the marks.
To find a conflict, it is not required that the marks and the goods/services be exactly the same; instead, it is sufficient if the marks are similar and the goods and or services related such that consumers would mistakenly believe they come from the same source.
Similarity in sound, appearance, or meaning may be sufficient to support a finding of likelihood of confusion. The following are some examples of marks that would be considered similar:
The marks are similar because, when the Italian word “LUPO” is translated into English, it means “WOLF.”
https://www.uspto.gov/trademark/additional-guidance-and-resources/possible-grounds-refusal-mark
PLUS + HEMP OIL
non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jul. 01, 2019
https://tsdr.uspto.gov/#caseNumber=88051064&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
https://www.trademarkbank.com/statuses/641
Don’t be alarmed. The first plus cbd oil trademark is being published for opposition. The other plus cbd oil trademark could be because this one is being published. A response from attorney will clear the air.
Plus +cbd oil
The trademark application has been accepted by the Office (has met the minimum filing requirements) and that this application has been assigned to an examiner.
Status: Review prior to publication completed.
Status Date: Jun. 13, 2019
Publication Date: Jul. 16, 2019
https://tsdr.uspto.gov/#caseNumber=88051019&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Plus hemp oil is still being examined
Jun. 24, 2019 ASSIGNED TO EXAMINER 92559
Aug. 07, 2018 ASSIGNED TO EXAMINER 78196
Jul. 31, 2018 NOTICE OF DESIGN SEARCH CODE E-MAILED
Jul. 30, 2018 NEW APPLICATION OFFICE SUPPLIED DATA ENTERED IN TRAM
Jul. 27, 2018 NEW
https://tsdr.uspto.gov/#caseNumber=88051064&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Pro + cbd oil and plus cbd oil trademark. Refused but not final. Links provided for explanation.
A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jun. 30, 2019
https://tsdr.uspto.gov/#caseNumber=88051058&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Trademark Application Filed; Preliminary Refusal Issued
U.S. Federal Trademark Application Filed, Non-Final Office Action Issued
NON-FINAL ACTION - MAILED; trademark; us federal trademark; us trademark; trademark refused; office action; non-final office action; trademark office action refusal; preliminary refusal; response to office action
If you received this notice, your application has been initially refused. But, this might not be the end of the road. Many trademarks are initially refused, but can end up moving toward registration with a simple response.
The first thing to note is that a response must be filed within 6 months of the emailing date of the non-final office action send by the USPTO. That date is non-extendible.
Failure to respond by that date will result in an abandonment of the trademark application.
Second, it is possible that your application was refused for technical reasons. These are called informalities by the USPTO. Informalities can often be resolved with a telephone call to the Examining Attorney, identified in the office action.
Third, if the refusal is on more substantive grounds, then you will need to write a formal response, and make arguments in favor of registration. This type of response is more difficult for a layperson and is often a good time to consult an attorney. While our system has materials that can help understand the various reasons for refusal, it is not likely enough for a non-attorney to respond to a substantive refusal.
The USPTO does not issue reminders of the date to respond to an office action. Therefore, you must track the date and respond appropriately by the dat set forth in the non-final office action (6 months from the date of the action).
https://www.trademarkbank.com/statuses/641
https://tsdr.uspto.gov/#caseNumber=88051037&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
A non-final Office action has been sent (issued) to the applicant. This is a letter from the examining attorney requiring additional information and/or making an initial refusal. The applicant must respond to this Office action. To view all documents in this file, click on the Trademark Document Retrieval link at the top of this page.
Status Date: Jun. 30, 2019
Mark
More skuuuuuuuuuuuuunderstand
R.I.P. Wolf July 1, 1995
“One More Time “
https://www.findagrave.com/memorial/11176976/wolfman_jack
Wolfman Jack American Bandstand 1976
I would rather hold and ride the stock higher, it has the potential but something is keeping this pps down in my opinion . Imo
The link... I wonder if Cvsi should be aware of this company . It appears like a lot of cut and paste in their amateur web site . It appears they are trying to take advantage of cvsi when and if they use New Harvest in the near future. Jmho
https://newharvestpharms.com/
This is what I found so far...They are not allowed to use the circle R in their ad I don’t believe they are professionals. Like Bruce said in his interview, sounds like a garage operation in my opinion.There is something wrong in Denmark you understand.
Hopefully the USPTO will Cease and desist if they find out they are misleading the public with their trademark application before it is federally registered. They should have a TM instead of a Circle R
https://newharvestpharms.c
What makes New Harvest Pharms® so effective?
GET TREATED TO NEW HARVEST PHARM'S® WITH CONFIDENCE. GET REAL RESULTS OR YOUR MONEY BACK!
Maxwell weeeee. Could you do the Wolf A favor please. I don’t have a Facebook account. Just recently this Facebook account appeared on my smart page search engine. It is a company that was formed on April 4,2019 and they applied for a Trademark On April 22,2019. Here is a link, If you can research it and follow up, it would be appreciated. Thank you..Are you related to Maxwell the Geico Pig? ahooooooo
Our trademark was examined before the Pharms was registered and examined. We win...the Kentucky Derby you understand.
It is a llc from Lexington,Kentucky.
https://www.facebook.com/pages/category/Medical---Health/New-Harvest-Pharms-2840392452852818/
https://tsdr.uspto.gov/#caseNumber=88372162&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
New Harvest Pharms Trademark
https://app.sos.ky.gov/ftshow/(S(vd2rl3zmxg3cnmf4f55g3lfg))/default.aspx?path=ftsearch&id=1054312&ct=06&cs=99999&ce=O6LO9Doe8%2b5hpE6CyiBvGZE9xLkMHV%2fwkBCGXAcmcbZNsiYW7Eo2OA1n7%2b96wEZv
New Harvest CVSI
https://tsdr.uspto.gov/#caseNumber=88285809&caseSearchType=US_APPLICATION&caseType=DEFAULT&searchType=statusSearch
Between 2011 and 2013 Mike Lee spent two years at Crystal Creamery. During that time the company was re-branded from the Foster Farms name from its origination in the Late 1930’s. Mike had spent 15 years with Gallo wines. While working with Constellation Brands in Victor, New York, he was involved with the acquisition of Canadaigua wines to Gallo and now is the CFO of Canopy Growth Corp.
https://www.newyorkupstate.com/news/2019/04/constellation-brands-cuts-ties-with-its-upstate-ny-legacy-canandaigua-wine.html
VICTOR, NY -- One of the world’s largest alcoholic beverage companies grew out of a small winery established on Canandaigua Lake in 1945.
Canandaigua Wine Co. became Constellation Brands in 2000, and has since become a global giant in wine, spirits and beer, with more than 100 brands in its portfolio and more than $8 billion in annual sales.
In a deal announced last week, the publicly held, Victor, N.Y.-based Constellation has agreed to sell 30 of its “low end” wine and spirits brands to the big California wine company, E&J Gallo. The price tag is $1.7 billion.
From 2013 to 2018, Constellation’s stock (STZ) grew by more than 255 percent. (It had become a publicly traded company in 1973.) In January, however, it reported slower sales, primarily in the lower priced end of its wine portfolio. It also reported some weakness due to the expense of the Canopy Growth cannabis investment.
Constellation plans to concentrate on its higher end brands, like Robert Mondavi and Ruffino wines, Svedka vodka and High West whiskey, and Ballast Point and Funky Buddha beer, as well as Mexican beer imports Corona and Modelo.
It was easy to miss this part of the news: One of the wineries Constellation intends to sell is Canandaigua Wine, at 116 Buffalo St in the city of Canandaigua.
That, essentially, means Constellation is selling the piece of the company that gave it its start.
Gallo will acquire Canandaigua-based wine production facilities that employ about 200 workers. The sale includes established Canandaigua-produced brands like Richards Wild Irish Rose, Arbor Mist, J. Roget and Manischewitz. (Constellation will retain the high-end Finger Lakes brand 240 Days.)
Although it means Constellation is moving on from its legacy brands, it fits the company’s long-term strategy, said Jim Trezise, the former head of the New York Wine & Grape Foundation and now the director of the Washington D.C.-based trade group, Wine America.
In its statement, Gallo, which is family-owned, said it plans to promote its brands across the price spectrum.
“We believe the additional brands as part of this acquisition will build upon our already diverse portfolio of wines and spirits and provides us with increased production capacity to fuel future growth,” Gallo said. “While we continue to invest in our premium and luxury business, we see a tremendous opportunity with this acquisition, to bring new consumers into the wine category. We will continue to provide our customers and consumers with quality products at every price point.”
https://www.newyorkupstate.com/news/2019/04/constellation-brands-cuts-ties-with-its-upstate-ny-legacy-canandaigua-wine.html
Crystal Creamery (formerly Foster Farms Dairy) was founded in 1941 by Max and Verda Foster in Modesto, California, a venture following their 1939 founding of Foster Farms. The company claims to be the "largest privately owned dairy in California."[1]
In 2007, Foster Farms acquired Crystal Cream and Butter Company, based in Sacramento, from HP Hood. In 2009, Foster Farms Dairy acquired Humboldt Creamery, based in Fernbridge, California (near Eureka). During 2012-2013, the company re-branded itself as Crystal Creamery.[2]
https://en.wikipedia.org/wiki/Crystal_Creamery
One more thing. In the interview Mike Lee mentioned he was also going to implement revenue segmentation amongst the acquirerd principals. Here is a link.
https://www.accountingtoday.com/opinion/revenue-segmentation-a-framework-for-transformation
Revenue segmentation facilitates the shift, transforming a loose confederation of book-of-business-oriented CPAs into a focused team of leader-driven specialists. Identifying revenue opportunities in this way lays the foundation for exploration by market which, in turns, leads to discovering the precise services your target markets want and need.
Here’s how it’s done
Imagine a kind of spreadsheet in the sky, with industries listed across the top, service lines down the side and, comprising the body of the spreadsheet, the revenue contribution of each of these rows and columns, with their totals representing firmwide revenue. Now bring the image back down to earth, get it on a spreadsheet, and you’ve got revenue segmentation.
The next step is to identify revenue segment leaders for each row and column total. These are the key people in your firm who will be responsible for the strategic direction and financial health of their row or column. As they take on this responsibility, they transform beyond book-of-business partners to a mindset of business unit leaders.
Your revenue sources are a reflection of where you’ve had market success. Now it’s time for the leaders to explore each market to identify which innovative, technology-based services, in what industries, hold the greatest potential to drive profitable growth. They do this through diligent discovery, interviewing key individuals, and determining the “hot spots” for innovation and growth within the indicated segments.
Without a robust scaffolding to support your growth, you’re left grasping at the flimsiest of supports. Like assuming that the innovation du jour, the one the firm down the road is pushing, just might work for you. Or choosing a technology-based service because someone in the firm has relevant experience.
These methods have just about everything wrong with them. Especially the fact that they involve looking at the market “from the inside out,” rather than from the outside in. That is, perceiving the situation from your perspective, rather than that of a potential buyer.
A revenue segmentation-based approach permits you to deploy human capital and other resources where the possibility of success is greatest. It lets you align leadership with service lines and industries — existing, retooled or new — that reflect the market.
Consider the example of data analytics. Sure, it’s a hot topic, but how do you know where it will be valuable for your clients and profitable for you? Too often a firm will pursue a service line based on a non-market factor, like the presence of a team member with relevant experience, such as data analytics in manufacturing.
Compare this with a focused approach that uses revenue segmentation to expose market-level opportunity. Rather than data analytics, the exploration might lead you to conclude that cybersecurity in health care is the technology-based service with the most upside potential. You got there by looking from the outside in.
Revenue segmentation also permits you to avoid costly mistakes — racing down blind alleys and throwing investment dollars at initiatives that are not backed by solid market indicators and supporting investigation. I know this benefit personally, having had to unplug several once-promising initiatives over my consulting career.
In each case I had the advantage of being able to get off the path in time, without losing excessive time and resources because I persisted too long in the wrong direction.
At the end of the day, the market always wins. And failure to listen to the market can cost you dearly. Try revenue segmentation. It’s a superhero of an approach with the power to lead you into strategic growth choices and resource development, essential in a world as fast-moving and technology-driven as the one you and I inhabit.
https://www.accountingtoday.com/opinion/revenue-segmentation-a-framework-for-transformation
In the interview I highlighted in red, Mike Lee mentioned integration of acquisitions and applying accounting practices accepted by GAAP/USA standards. Here is a good link to help one follow the practice. It is nice if the acquisitions utilize the same accountant firm such as Deloitte and a CFO who is familiar more on the accounting side of the lane, if you catch my drift.
https://www.journalofaccountancy.com/issues/2019/mar/accounting-for-business-combinations.html
FEATUREMANAGEMENT ACCOUNTING
Mastering accounting for business combinations
Mergers and acquisitions present challenges that finance can overcome by staying involved with the deal and preparing in advance of the closing.
By Maria L. Murphy, CPA
March 1, 2019
When accountants face the prospect of a business combination, there will be many challenges to prepare for in the deal and the accounting for it.
One of the first challenges is the strategic decision-making about whether the deal is right from a business perspective.
INVOLVEMENT WITH THE DEAL
Since finance may not be leading the acquisition process, it is critical that it has a seat at the table and a strong partnership with the business development team throughout the transaction life cycle. In that way, finance will understand the deal's rationale, critical contract terms, and where the value drivers are.
"In a typical case, the business development group has done their due diligence, analyzed the target, developed the price, and determined the value drivers. Then the deal is closed, and the torch is passed to finance to do the acquisition accounting," McGahan said.
He said that if there is a lack of communication with the deal team, and finance doesn't understand the value drivers — such as a business that was acquired for a customer list or a platform that was too difficult to build internally — it will be much harder to apply acquisition accounting and properly value assets acquired and liabilities assumed.
Finance needs to ensure that it does not get left out of the due-diligence process, because it can add value to the negotiations and help determine the best accounting and tax outcomes.
"Being part of due diligence can help finance understand the business being acquired and uncover areas where things can go wrong. Otherwise, you may not know what you don't know," said Linnae Latessa, CPA, corporate controller and chief accounting officer of USI Insurance Services.
Finance can reduce risks and avoid surprises by advising the due-diligence team against doing things in the transaction based on the potential financial impacts post-close, Saito said.
UNDERSTANDING GAAP
Accounting for business combinations is complex and requires considering a number of areas, including the following:
Identifying business combination transactions.
Identifying the acquirer.
Determining the acquisition date.
Measuring the consideration transferred.
Recognizing and measuring the identifiable assets acquired and liabilities assumed, and any noncontrolling interests in the acquiree.
Recognizing and measuring goodwill for a gain from a bargain purchase.
Topic 805 provides guidance on the accounting and reporting for business combinations to be accounted for under the transition method.
VALUATION
One of the biggest challenges in applying acquisition accounting is the requirement to estimate the fair value of assets acquired and liabilities assumed. Valuation is challenging and requires a lot of judgment, which needs to be supported. Irrespective of whether the valuation is performed internally within a company or by an outside third party, finance needs to be aware of fair value accounting requirements and involved in the valuation process.
"Fair value using the concept of what 'market participants' do in arm's-length transactions may be a foreign concept," said Saito. Also, things may need to go on the balance sheet that were never valued before, like internally developed intangibles, intellectual property, know-how, and brands.
Valuation is frequently based on cash flow models. "Does the company have cash flow models? If so, how do you adjust them to reflect market participant assumptions? Where are the cash flows associated with the valuation? How do you translate deal price of '10X EBITDA' into cash flows?" asked Saito.
Some companies may perform the valuation themselves internally. If they do, it is important for finance to have the necessary expertise and to work with the external auditors to make sure the documentation and support that finance develops for the acquisition accounting is adequate for the auditors' needs.
Many companies use third-party valuation firms for their fair value estimates. Latessa recommended that transactions over a determined dollar value have an outside valuation. If a third-party valuation firm is used, management must be comfortable with the outcome of its activities.
"The valuation firm works from the assumptions the company provides, such as revenues used to value trademarks, and specific customer revenues and attrition rates to value customer intangibles," said McGahan. "At the end of the day, the financial statements are the company's responsibility. Mistakes in valuation in the financial statements are on your watch."
McGahan also advised that successful companies have an integrated approach to the valuation process, which includes the business development team and finance. The valuation experts should be given the deal's model assumptions (discount rates, internal rate of return, hurdle rates, and cost of capital) and the final version of the deal model to use, and everyone on the team should review the valuation output for reasonableness.
"Work with a good quality valuation firm, ask a lot of questions, and understand how they come up with the values," Latessa said. "They know how to run models, but conceptually does the answer make sense? Should 50% of the deal value have gone to the customer list? They should be able to explain why it makes sense."
The amount attributed to goodwill should also be reasonable in relation to the purchase price.
"It's the residual, but accountants should be able to validate it," McGahan said. "If 40% of the purchase price is allocated to goodwill, does that make sense based on the deal or value drivers? Things like future customers, platform, and company-specific synergies all go to goodwill."
This approach will pay dividends in the end, especially since valuation is an area of high audit concern. Because of the prevalence of merger activity in recent years and the many subjective judgments and estimates involved in the business combination process, the PCAOB highlighted its concern about valuation risk in its August 2017 Staff Inspection Brief. The PCAOB also recently issued two new standards that affect auditing of valuations: Amendments to Auditing Standards for Auditor's Use of the Work of Specialists and Auditing Accounting Estimates, Including Fair Value Measurements, and Amendments to PCAOB Auditing Standards.
CHANGES TO GAAP
The fair value challenges aren't the only things that make business combination accounting complex. FASB is continuing to work on initiatives to simplify this area and improve comparability. In 2017, FASB issued guidance that clarified the definition of a business. FASB also has several projects on its agenda that may impact business combinations, including subsequent accounting for goodwill and accounting for certain identifiable intangible assets, as well as improving the accounting for business and asset acquisitions. The experts interviewed for this article all agreed that these efforts have been helpful and made things better operationally.
FASB has also developed private company alternatives related to accounting for business combinations (see "Private Company GAAP Alternatives: It's Not Too Late," page 32). However, the practical expedients for private companies should be used only if the company's financial statements stay in the private domain and the banks will accept this format. McGahan advised: "Most companies doing acquisitions will need to access capital markets to raise money, so financial statements may need to be SEC-compliant."
Financial statement disclosures for business combinations can be extensive, especially for larger transactions.
"The critical assumptions regarding opening day balance sheet values are important for financial statement users," said McGahan. "They need transparent disclosure of significant acquisition accounting assumptions and estimates that are not [derived based on] observable inputs, including how they were developed."
For SEC registrants, operating segments may change based on how the new business will be managed going forward. In addition to the financial statements, there are also management's discussion and analysis (MD&A) and description of business sections to develop and prepare within filing deadlines.
Latessa recommended that accountants look at disclosures of other companies that have done acquisitions, along with networking with peers and others in their network or industry to ask if they have had the same issues that may need to be disclosed. She also recommended getting the auditors comfortable with disclosures in advance, getting their guidance on the requirements, and asking them what their other clients have disclosed in specific situations.
AFTER THE TRANSACTION CLOSES
After the business combination closes, accountants must contend with financial reporting challenges. "You can't just mush the results of the target in with the existing business," said Saito. "Post-close, it's disruptive."
Hopefully, there have been operational discussions in advance about how the new business will be managed, whether as a stand-alone or integrated business. "There may also be challenges with 'operationalizing' the acquisition accounting after day one," McGahan said, "like whether to track acquisition accounting at the parent or push down to a subsidiary, and how to deal with international transactions' foreign currency and deferred tax issues."
The closing process may become very challenging. Accounting policies and practices may be different and may have to be conformed. This may be an opportunity to evaluate existing accounting methods and make changes. There can also be timing issues if the acquired company takes longer to close its books.
If there are different ledgers and enterprise resource planning systems, automatic consolidation may not be possible and manual processes may have to be used. There will likely be system integration issues, especially if the acquired company is smaller and uses QuickBooks. System conversions will require additional reconciliations and verification of data. McGahan recommended that companies' due diligence include IT due diligence upfront to understand the target's IT and financial reporting and plan for it. "The best companies have dedicated teams to integrate IT post-closing to get the target on the same systems," he said.
"The two companies' accounting and finance departments need to form a partnership," said Saito. "Workflows may need to change, and change doesn't happen overnight."
Latessa agreed. "You may need to retrain the acquired company's people," she said. "This results in operational risks that can manifest themselves in the financial statements, so you need to be diligent in reviewing the financial statements when there are new employees involved." She has also experienced situations where the finance staff did not transfer to the acquiring company, so legacy knowledge and experience were lost. She said that in cases where a company buys a portion of another company, the acquired company's accounting may have been done at the corporate level, and it can take six months to a year for the acquirer to understand the business it bought.
Since post-close accounting is difficult, GAAP allows up to a year post-acquisition to finalize acquisition accounting and measurement period adjustments. But in some cases, there may only be 30 to 60 days to do a working capital true-up.
"The further away from the close date it is, the harder it is to remember, and people get busy with other things," Saito said.
Material adjustments to the acquisition accounting made too late can be considered errors as well as deficiencies of internal controls that could require financial reporting disclosure. Saito suggested that acquisition accounting be run like a project, with finance as the project manager, providing all involved departments a calendar of key dates and activities up to the earnings release so that everyone is aware of what has to be done and who has to review it.
Beyond the book close, reporting needs to be in place, including metrics and dashboards for management about the acquired business. A cash flow process should be developed to support the business after the close.
This requires planning in advance. "CFOs and boards of directors do not like surprises," Saito said. "Management needs to be aligned with finance upfront about what to expect."
INTERNAL CONTROLS
To address the issues related to business combinations, it is critical that companies implement internal controls over the integration process. "From my experience, the post-combination accounting is less an issue than is the integration of the acquired entity. Challenges associated with integrating a new company are often dependent on size and scale, but the acquirer may need to consider new systems, processes, and, most importantly, controls," Callahan said.
Another big challenge relates to the controls over the business combination process itself, especially in a company where this may not happen often.
"How robust your process is depends on the frequency of acquisitions. The harder part is that if they are infrequent, you may not know what you should be looking for," Saito said.
McGahan agreed: "Companies have spent their time and effort to develop controls around ongoing daily processes but may not have robust controls for business combinations and struggle with what these are. There is a set of specific controls and procedures that should be in place ... But companies don't spend sufficient time developing these if they are only doing a few transactions."
Post-acquisition, until there is one integrated process with combined controls, companies may struggle to comply with internal control frameworks and Sarbanes-Oxley (SOX) requirements.
"You will have to do more to get your auditors through their test work," Latessa said. "There may be extra work and cost for them to look at both companies' processes, sample sizes will likely be higher, and they will have to do more substantive work."
Under SOX Section 404, public companies must include an internal control report with management's assertions about the effectiveness of the company's internal control over financial reporting, and their auditors must attest to its effectiveness. There are SOX implications relating to the acquirer's internal controls over the acquisition accounting and financial statement consolidation processes, along with the acquired company's own internal controls over financial reporting. If it is not possible for the acquiring company to complete its assessment of internal control over financial reporting of the acquired entity between the acquisition date and the acquirer's year end, in order to assess and report on its own internal controls over financial reporting on a consolidated basis under SOX Section 404(b), there is a relief period of one year from the date of the acquisition during which it may exclude the acquisition from its assessment. Despite this relief, necessary controls should be designed and implemented as quickly as possible.
Another internal control issue is documentation. "If I think about controls that need to be in place, in my experience, substantively companies are doing the work that they need to do. They are not doing big transactions blindly, they have talked to their boards, and management time has been spent," McGahan said. "They do have support for what they've done, but they don't have the documentation all in one place. One of the biggest challenges auditors have is that companies have to go back and pull together documentation around what they've done so that auditors are able to reperform the control."
A company that is doing a material acquisition may wish to talk to its auditors in advance about what controls might be needed, Saito suggested. "This helps with the audit and also gets management comfortable that they have the right controls in place," he said. "No one wants to have an internal control issue down the line."
Accounting quick tips
These simple ideas can aid in M&A reporting. The following general advice can help organizations skillfully handle business combination accounting:
“Plan, plan, plan,” and communicate upfront and throughout.
Be proactive rather than reactive. You will have more time to think about, prioritize, and address the issues.
Finance should be involved in the deal from the beginning and play a key role throughout the process to reduce surprises.
Timelines and deadlines should be set for the integration of processes and people.
Experience helps. As you go through more of these transactions, everyone on the team will be better educated about what finance needs to do.
Reach out to your auditors as a resource, even if you are only thinking about doing a transaction, and be transparent with them if you do.
Early in the process involve valuation specialists (whether internal or external) who will value assets acquired and liabilities assumed.
About the author
Maria L. Murphy, CPA, is a freelance writer based in North Carolina.
To comment on this article or to suggest an idea for another article, contact Ken Tysiac, the JofA's editorial director, at Kenneth.Tysiac@aicpa-cima.com or 919-402-2112.
AICPA resources
Articles
"After the Merger: Creating a Culture of Success," JofA, Dec. 2018
"Not-for-Profits Teaming Up to Fulfill Missions," JofA, Nov. 2018
"Tax Compliance After M&As," JofA, Dec. 2017
Publication
Editor's note: The AICPA is developing a Business Combinations accounting and valuation guide that is expected to be released for feedback in 2020.
CPE self-study
Advanced Income Tax Accounting — Tax Staff Essentials (#157834, online access)
CEIV for Finance Professionals: CEIV Education and CEIV Exam (#158530-CEIVLQN, education bundle; #16-XAM-CEIVLQN, CEIV exam). The Certified in Entity and Intangible Valuations (CEIV) credential program is designed to enhance credential holders' commitment to enhancing audit quality, consistency, and transparency in fair value measurements for financial reporting purposes.
https://www.journalofaccountancy.com/issues/2019/mar/accounting-for-business-combinations.html
Who is Mike Lee? Experienced in Wine and the Wolf's favorite "Spirits" you understand...These former Constellation Brands ee's and current directors are getting around and becoming CFO's and directors..In the case of terminology most likely used by SpaceLady..UFO's....ahoooweeeeooooooo Wolfieeee
Do you think Joerg Grasser knows and has in the past worked paw in paw with these comrades? Do you get the feeling that Constellation Brands like to keep a good grip on their acquisitions? Only the shadow knows you understand....ahoocfooooufoooooo
https://www.youtube.com/watch?v=uMlRpN8ANrU
May 21, 2019
Canadian marijuana manufacturer Canopy Growth appoints former Constellation Brands’ senior executive Mike Lee as the company’s acting chief financial officer.
Mike brings a wealth of experience from the consumer goods & beverages industry, having worked for companies such as E. & J. Gallo Winery, PepsiCo, and recently Constellation Brands, where he served as Senior Vice President & CFO for their US$3B Wine & Spirits Division. He worked closely with Constellation Brands’ executive leadership to transform their premium Wine & Spirits business, applying financial rigor along the way with a true sense of urgency that translated strategy into action. Mike also led the business transformation agenda at Constellation Brands, focused on digital enablement and operating model design. Most recently, Mike has served in the role of Executive Vice President, Finance at Canopy Growth Corporation.
https://www.canopygrowth.com/about/leadership-team/mike-lee/
From Linkedin
Experience
Canopy Growth Corporation
5 months
Executive Vice President & CFO
June 2019 – Present 1 month
Smiths Falls, Ontario, Canada
Executive Vice President of Finance
February 2019 – May 2019 4 months
Smiths Falls, Ontario, Canada
Constellation Brands
5 years 7 months
SVP / Business Transformation
December 2017 – February 2019 1 year 3 months
Victor, New York
Led enterprise-wide transformation, focused on strategy enablement.
SVP / CFO Wine & Spirits
July 2014 – December 2017 3 years 6 months
Victor, New York
Global finance lead for $2.9B division of Constellation Brands. Served as both strategic an operational leader, supporting Commercial and Operational leadership teams in delivery of results.
VP Commercial Finance
August 2013 – June 2014 11 months
San Francisco, California
Finance lead for U.S. commercial business. Supported marketing organization in development of brand/portfolio strategies. Responsible for developing pricing strategy and linking promotion spend to ROI.
VP / CFO
Crystal Creamery
August 2011 – April 2013 1 year 9 months
Modesto, California
Finance lead for a $800MM Creamery in Modesto, CA. Produced a full range of dairy products, including fluid milk, ice cream, sour cream, cottage cheese, butter, other dairy products.VP Finance / Divisional CFO
PepsiCo
August 2009 – August 2011 2 years 1 month
Greater Denver Area
Divisional CFO for a $3 billion beverages business unit. Led finance team of 50, including FP&A, Accounting, Revenue Management, and Business Process Controls.
E. & J. Gallo Winery
15 years 4 months
Senior Finance Director, Operations & Supply Chain
August 2007 – July 2009 2 years
Responsible for financial planning & analysis in support of Gallo's Operations & Supply Chain business units.
Senior Finance Director, Popular BU
August 2005 – August 2007 2 years 1 month
Supported GM in managing a high-growth $600MM wine business unit.
Finance Director, Domestic
January 2003 – July 2005 2 years 7 months
Supported domestic sales and marketing teams in performance management, program evaluation, and financial planning.
Finance Manager, Imports
May 2001 – January 2003 1 year 9 months
Developed joint ventures & strategic partnerships with wineries across Europe, Australia, and New Zealand.
Financial Analyst, Corporate Finance
April 1994 – April 2001 7 years 1 month
Held several positions of increased responsibility during a 5-year period leading up to business school: cost accounting, grower accounting, strategic planning, and corporate planning & analysis. Subsequently took a 2-year leave of absence to earn an MBA at University of Michigan (company sponsored). Summer internship was with company at European headquarters based in London.
Board of Directors Canopy Growth
BILL NEWLANDS – DIRECTOR
Bill Newlands is Constellation’s President and Chief Executive Officer. Bill oversees all operating aspects of Constellation and is advancing its position as an industry leader. In addition to leading the Wine + Spirits and Beer Divisions, growth and national sales organizations, Bill leads the finance, human resource and legal functions. Bill is a member of Constellation’s executive management committee. Bill joined Constellation in 2015 as EVP, Chief Growth Officer. In 2016, his role expanded to include leadership of the Wine + Spirits Division. In 2017 he became the company’s Chief Operating Officer and in 2018 his role expanded to include president. Bill previously served as President, North America at Beam, Inc. Under his leadership, Beam became one of the fastest-growing companies in its category. Previous appointments include President, Beam Spirits U.S. (2008-2010); President, Beam Wine Estates (2005-2007); President and CEO, Allied Domecq Wines USA (2002-2005); CEO and Board director, wine.com (1999-2001); managing director, U.S. and global marketing officer, LVMH Chandon Estates (1996 – 1999). He holds a Bachelor of Science from Wharton School at University of Pennsylvania and an MBA from Harvard Business School.
DAVID KLEIN – DIRECTOR
David Klein is Constellation’s Executive Vice President and Chief Financial Officer. He is responsible for accounting, investor relations, financial planning and analysis, internal audit, treasury, tax, mergers and acquisitions, Constellation Ventures, and information technology. David is a member of Constellation’s executive management committee. David joined Constellation in 2004 as vice president of business development. He also held roles as CFO of Constellation Europe; SVP, treasurer & controller; and CFO, Beer Division. David managed all aspects of finance for international and domestic businesses, optimized the company’s capital structure, and is a key leader in strategy development and execution at Constellation. Before joining Constellation, David held the Chief Financial Officer role at Montana Mills, where he led the transformation from private to public company and then subsequently led the sale of Montana Mills to Krispy Kreme. David also held the Chief Financial Officer role at NetSetGo, an internet and network services startup that won several business and technical awards. Prior to these entrepreneurial positions, David served as the director of mergers & acquisitions at Xerox Corporation and as director of finance & accounting for Harris Corporation. He holds a Bachelor’s Degree in Economics from State University of New York at Geneseo and an MBA from State University of New York at Buffalo.
JUDY SCHMELING – DIRECTOR
Judy Schmeling served as Chief Operating Officer of HSN, Inc., an interactive multichannel retailer, from May 2013 to December 2017 and as President of Cornerstone Brands, a retailing segment of HSN, Inc. from August 2016 to December 2017. She also served as Chief Financial Officer of HSN, Inc. from May 2013 to November 2016. From August 2008 to May 2013, Judy served as HSN, Inc.’s Executive Vice President and Chief Financial Officer. Prior to that, Judy held positions of increasing responsibility within the HSN operating segment. She served as Executive Vice President and Chief Financial Officer of HSN (when it was IAC Retailing) from February 2002 to August 2008; as Senior Vice President, Finance from November 1999 to February 2002; as Chief Operating Officer of international operations from January 2001 to February 2002; as Vice President, Strategic Planning and Analysis from January 1998 to November 1999; and as Director of Investor Relations and Operating Vice President, Finance from September 1994 to January 1998 (during the time when HSN was a separately traded public company). Judy Schmeling is a director of Constellation, a member of the corporate governance committee of Constellation and also serves as Chair of the audit committee of Constellation.
ROBERT L. HANSON – DIRECTOR
Robert Hanson has served as Chief Executive Officer of John Hardy Global Limited, a luxury jewelry brand, since August 1, 2014. Prior to that, Robert served as Chief Executive Officer and a Director of American Eagle Outfitters, Inc., a leading global specialty retailer of clothing, accessories and personal care products from January 2012 to January 2014. Robert served Levi Strauss & Co. from 1988 to 2011 in a variety of important leadership roles across multiple brands where he led cross-functional teams, including merchandising, product development, multi-channel operations, marketing and creative teams, in addition to a full support staff. Robert’s roles at Levi’s included serving as Global President of the Levi’s Brand from 2010 to 2011; President, Levi’s Strauss Americas/North America from 2006 to 2010; President, Levi’s Brand U.S. from 2001 to 2006; and President/Vice President, Levi’s Europe/Africa/Middle East from 1998 to 2001. He is currently part of Constellation’s Board of Directors. Mr. Hanson is a sitting chief executive officer and also a former chief executive officer of a public company and brings to the Board extensive knowledge and understanding of global operations, management, and stewardship of premium brands.
https://www.canopygrowth.com/investors/governance/board-of-directors/
Some insights from the interview..Especially the one comment Highlighted in RED you understand.. CVSI Long and Strong......ahooooooooo E.F.Wolf
June 21, 2019 marketwatch
Canopy Growth Corp. co-Chief Executive Bruce Linton defended the company’s widening paper losses Friday by contending that paying employees with stock is every cannabis company’s financial and social responsibility.
In a telephone interview with MarketWatch on Friday, Linton focused on the stock compensation, contending that giving every employee stock makes the entire business stronger.
“I think people should say, ‘That’s awesome’,” Linton said. “It’s not like Bruce took it all. It’s distributed across the company in a very nice way so that everybody is aligned, works really hard and wants to make it successful.
”“If we had zero stock-compensation loss, we would have a much lower loss and a much worse company,” he continued. “It’s an accounting element that I don’t think makes people appreciate the value of options, that I’m hugely in favor of.
”Linton said in the call that he expects about half the provinces will be able to launch edible products immediately on Dec. 16, when sales are set to begin, adding that the private companies involved are reacting more quickly than the government-run stores. Linton also said that the company believes it can hit a C$1 billion revenue “run rate” by fiscal fourth quarter 2020, mostly thanks to Canada sales.
In the conference call, CEO Linton said that in the long run, Canopy Growth will have the capacity to use its hemp facilities to grow and process marijuana once it’s legalized under U.S. federal law. For its current hemp and CBD operations, Lindon said that there are a number of states that will allow a “full spectrum” of CBD products including drinks, edibles — so long as Canopy doesn’t make health claims.
Chief Financial Officer Mike Lee, who joined Canopy Growth from Constellation Brands Inc. said in the conference call that he plans to implement several changes to the company’s accounting policies: he plans to issue segmented revenue in the future, move the company’s accounting policies to U.S.-generally accepted accounting principals, and attempt to integrate acquisitions more quickly, among other things.
https://marketwatch247.com/cannabis-watch-canopy-co-ceo-defends-large-losses-as-a-deserved-reward-for-pot-companys-employees/
My Fair lady, You are most the post welcome you understand... Happy trails to you. Hopefully Good things for CVSI coming to a theatre near you this week...Here is a link to the "Coast To Coast AM" Theme from "Midnight Express" "CHASE" As in Chase Your Dreams while you are chasing the air waves of the progressives free wi-fi for all....It's the 12 minute version so open it up in another space in time... When I visited Wolfwoman after Hurricane Isabel in September 2003 that knocked down 20 plus trees on their plantation in North Carolina, she mentioned to me that wolf use to listen to George Noory and Coast To Coast AM. There was a tree that was leaning, If it was six to ten feet longer it would have crushed the Wolf's tombstone.She also requested that I watch "The Mothball Prophecy" Movie.. I did...Beware of those red colored lights in the rear view mirror during your traveling...Especially the (no offense to my Law friends) the red and blue ones from those little piggies….Especially Maxwell from GEICO That goes weeeeeeeee.... ahooooooooooo Wolfieeeeeeeeeeeee
Listening to the Sean Hannity show on Friday. Jay Sekulow was filling in for Hannity. The podcast on Jay’s site was the same, but the Radio ads were from local and Hannity shows and not from Jay’s podcast. Only listened for the first hour and a CBDistillery commercial was aired. It appears the FCC is allowing CBD ads on the air waves. Jay and Hannity are contracted under the Salem Communications Network. It was not a local Norfolk, Virginia ad. It was broadcasted nationally.
https://www.oneplace.com/ministries/jay-sekulow-live/listen/jay-sekulow-live-765201.html
March 25, 2019
In the last few months, we probably have had more questions about advertising for CBD products than any other topic. At this point, CBD products seem to be sold in nearly every state in the country, and discussions about CBD’s effectiveness seem to be staples on national and local television talk programs. Broadcasters naturally ask whether they can advertise these seemingly ubiquitous products. Unfortunately, the state of the law on CBD at the current time is particularly confusing, as discussed in this article.
Some broadcasters, after (1) discussion with their counsel, (2) investigation with the advertiser, and (3) some degree of reasonableness (avoiding sales that are done in some dark garage or from the back of a truck on one hand, to possibly being more comfortable with products sold at a big national retailer where there is some expectation that the advertiser has done some of its own due diligence), may be able to satisfy themselves about the question of whether the CBD product that they are being asked to advertise was legally produced and is otherwise lawful. After all, there are plenty of products being advertised on the radio where the broadcaster has never thought to inquire as to whether the product was legally manufactured. But that does not end the broadcaster’s consideration as to whether to run a CBD ad. In fact, there may be far more serious questions to consider, given that a particular type of CBD may be illegal under federal law.
https://www.broadcastlawblog.com/2019/03/articles/advertising-for-cbd-safe-for-broadcasters/
Facebook Fb vs CbD
June 26,2019
Facebook is opening itself up to more advertising from CBD companies.
As explained in a recent Verge article, Facebook banned advertising for CBD or ingestible hemp even though those products were not specifically mentioned in Facebook’s advertising policies. This move resulted in frustration from CBD brands and even a lawsuit that alleged deceptive ad practices.
Now, Facebook has relaxed its outright ban on CBD products, according to an agency source with knowledge of the matter. Advertisers are allowed to run ads for topical hemp across Facebook. Advertisers can run ads that direct to landing pages that feature ingestible hemp and topical CBD. But the ads cannot specifically feature those products.
https://digiday.com/marketing/facebook-tweaking-policy-cbd-ads/
ICR Communications
https://globenewswire.com/news-release/2019/02/05/1710665/0/en/CV-Sciences-Inc-Engages-ICR-to-Enhance-Investor-Relations-and-Corporate-Communications.html
In addition to ICR’s expanded healthcare business, new clients in Q1 include three cannabis industry leaders, CV Sciences, Flowr and Growpacker. Cannabis is another growing area of focus for ICR, which was recently named among the Top 10 Most Effective Cannabis PR Firms by Green Market Report.
https://www.businesswire.com/news/home/20190416005636/en/ICR-Adds-50-New-Clients-Q1-2019
The firm’s highly-differentiated service model, which pairs capital markets veterans with senior communications professionals, brings deep sector knowledge and relationships to more than 650 clients in approximately 20 industries
https://icrinc.com/our-clients/
European Expansion
In this May 30,2019 article it mentions Cv Sciences as a key player? According to an interview, I recall a representative of Cv Sciences stated that the company was focused on the USA market. Rightly so. The little piggy built his house one brick at a time you understand. CV Sciences already has the hemp growers lined up in Europe. It would take lots of monies to expand in those markets. Which deep pocket Company is already established in those markets selling recreational Mary Janes at this time and struggling? Sound familiar Dudley Doright. Enjoy the read. Wolf
http://www.baystreet.ca/articles/marketwatch.aspx?id=1373&mod=mw_quote_news
https://www.barrons.com/articles/canopy-growth-medical-cannabis-germany-europe-51556809157
https://www.marketwatch.com/press-release/canopy-growth-expands-european-footprint-acquires-spanish-licensed-cannabis-producer-cafina-2019-04-16-720200
https://www.fool.com/investing/2019/06/21/canopy-growth-q4-results-the-good-news-and-the-bad.aspx
https://hempindustrydaily.com/canadian-cannabis-giants-stepping-up-investments-in-us-hemp-cbd-market/
Dr. J. Keep those articles coming you understand. We know what Canopy Growth and CV Sciences have in common. We know that the only thing Tilray and CV Sciences have in common is we both have ICR Communications as our communications outlet and promoters,and they acquired Manitoba Harvest on February 24 of 2019 and we registered New Harvest on February 1, 2019. The authors opinion in this article has made it clear that Canopy, Tilray, And Hexo will find it a challenge to enter the USA cbd market with competitors like the itsy bitsy spider and cvsi combined 20 percent of the US market and growing rapidly. We know the strategy of two of the Canuck organizations are, but do we really know Canopy Growth’s strategy, except the fact they want to rapidly acquire all the companies needed to enter the US Cbd market head first, and then slow walk the major part of the picture while their Counterparts are taking it to the wolves. The Wolf Pack finds it hard to believe that Canopy with shares to dilute and 2 billion dollars in their deep pockets would not jump head first into the fire and acquire an easy target like CV Sciences. There is an old saying, “If you can’t beat them join them.” New Harvest, that is the question. The answer is blowing in the wind my friends. Jmho
Hear This.....ahooooooo https://i.pinimg.com/originals/82/7d/f4/827df4f153cf6e3f4c86fca9cfbcd9d9.jpg
Thank you chilling. I just wish I had taken more finance courses in college you understand.
https://www.linkedin.com/search/results/people/?facetCurrentCompany=%5B%2210480476%22%5D
Chilling Who could it be now?
Analysis: Breaking Down Congress’s Vote To Protect Legal Marijuana States From Federal Enforcement
Published 4 days ago on June 24, 2019
https://www.marijuanamoment.net/analysis-breaking-down-congresss-vote-to-protect-legal-marijuana-states-from-federal-enforcement/
In one of the most significant legislative victories in the history of the marijuana reform movement, an amendment blocking the Department of Justice from interfering in state-legal cannabis programs was approved for the first time in the U.S. House of Representatives last week.
In a 267-165 vote, the measure passed handily, drawing support from all but eight Democrats and nearly a quarter of the Republican caucus. The amendment’s passage seems to affirm what advocates have suspected—that broad reform is within arm’s reach in the 116th Congress.
But a closer look at the vote tally reveals subtle trends, dissents, individual vote flips and developments that paint a fuller picture of the state of marijuana politics in the Democratic-controlled chamber.
Dr.J.
The proposal was dead on arrival, the board knew that there would be a majority of shareholders who would not vote. I found it odd that a proxy was sent to my general account which consisted of one third of my shares. The proxy for my IRA was never sent to me...My hunch is that the board members knew that one or possibly more board members were planning on resigning and to protect the remaining board members of their fiduciary duties they chose to add that proposal to the proxy to cover their assets you understand. It was up to the 60,314,285 broker non-votes who had an opportunity to vote one way or another and therefore decided not to vote. Those non voters can't come back and dispute the vote. You snooze you lose. That is what I gather. Now the board members can replace the new board member to replace Gary Sligar. If there is a friendly takeover, it would be someone that the acquirer would want to have on their side of the aisle.. The reason the tally of votes was not listed? You bet your bottom dollar the majority of the 28 plus million votes were against the proposal as well...jmho
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
TITLE 8
Corporations
CHAPTER 1. GENERAL CORPORATION LAW
Subchapter VII. Meetings, Elections, Voting and Notice
A majority of the total number of directors shall constitute a quorum for the transaction of business unless the certificate of incorporation or the bylaws require a greater number. Unless the certificate of incorporation provides otherwise, the bylaws may provide that a number less than a majority shall constitute a quorum which in no case shall be less than 1/3 of the total number of directors. The vote of the majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors unless the certificate of incorporation or the bylaws shall require a vote of a greater number.
(e) Any vacancy occurring in any office of the corporation by death, resignation, removal or otherwise, shall be filled as the bylaws provide. In the absence of such provision, the vacancy shall be filled by the board of directors or other governing body.
+++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
§ 223 Vacancies and newly created directorships.
(a) Unless otherwise provided in the certificate of incorporation or bylaws:
(1) Vacancies and newly created directorships resulting from any increase in the authorized number of directors elected by all of the stockholders having the right to vote as a single class may be filled by a majority of the directors then in office, although less than a quorum, or by a sole remaining director;
(2) Whenever the holders of any class or classes of stock or series thereof are entitled to elect 1 or more directors by the certificate of incorporation, vacancies and newly created directorships of such class or classes or series may be filled by a majority of the directors elected by such class or classes or series thereof then in office, or by a sole remaining director so elected.
If at any time, by reason of death or resignation or other cause, a corporation should have no directors in office, then any officer or any stockholder or an executor, administrator, trustee or guardian of a stockholder, or other fiduciary entrusted with like responsibility for the person or estate of a stockholder, may call a special meeting of stockholders in accordance with the certificate of incorporation or the bylaws, or may apply to the Court of Chancery for a decree summarily ordering an election as provided in § 211 or § 215 of this title.
(b) In the case of a corporation the directors of which are divided into classes, any directors chosen under subsection (a) of this section shall hold office until the next election of the class for which such directors shall have been chosen, and until their successors shall be elected and qualified.
(c) If, at the time of filling any vacancy or any newly created directorship, the directors then in office shall constitute less than a majority of the whole board (as constituted immediately prior to any such increase), the Court of Chancery may, upon application of any stockholder or stockholders holding at least 10 percent of the voting stock at the time outstanding having the right to vote for such directors, summarily order an election to be held to fill any such vacancies or newly created directorships, or to replace the directors chosen by the directors then in office as aforesaid, which election shall be governed by § 211 or § 215 of this title as far as applicable.
(d) Unless otherwise provided in the certificate of incorporation or bylaws, when 1 or more directors shall resign from the board, effective at a future date, a majority of the directors then in office, including those who have so resigned, shall have power to fill such vacancy or vacancies, the vote thereon to take effect when such resignation or resignations shall become effective, and each director so chosen shall hold office as provided in this section in the filling of other vacancies.
8 Del. C. 1953, § 223; 56 Del. Laws, c. 50; 63 Del. Laws, c. 25, § 10; 73 Del. Laws, c. 298, § 8; 77 Del. Laws, c. 253, §§ 24, 25.;
https://delcode.delaware.gov/title8/c001/sc04/