Tilray and Aphria Inc., a rival Canadian cannabis company it agreed to acquire in December, confirmed May 3 the completion of that $3.8 billion deal and the appointment of a new executive leadership team.
Tilray’s general counsel Dara Redler will serve as interim legal chief and corporate secretary of the combined company, which will use the Tilray name.
Redler didn’t respond to a request for comment about the interim status of her new position. In a message on LinkedIn, Redler said she was “proud to be part of the ‘new’ Tilray—leading the way in global cannabis!”
Tilray spokeswoman Berrin Noorata didn’t respond to a request for comment about Redler’s interim status.
Nor did Christelle Gedeon, who has spent the past three years as Aphria’s top in-house lawyer, when asked if she would have any role at the combined company. Gedeon isn’t included on a senior management page on Tilray’s website.
Gedeon is a former partner at Canadian law firm Fasken in Toronto. Fasken is serving as co-counsel with DLA Piper to Leamington, Ontario-based Aphria on its merger with Nanaimo, British Columbia-based Tilray, which is being advised by Cooley and Canada’s Blake, Cassels & Graydon.
Redler spent the first decade of her legal career as an associate at Alston & Bird and senior counsel at travel services company Worldspan LP in Atlanta. After joining Coca-Cola in 2001, Redler held a variety of in-house roles and was most recently senior counsel for worldwide marketing and growth.
At Tilray, which Redler joined after Canada legalized recreational marijuana use, she helped build a legal and compliance function that provided strategic support for the company as it grew through acquisitions, according to her LinkedIn profile.
Redler is joined in Tilray’s new upper management ranks by Denise Faltischek, a former chief strategy officer at Aphria, who now holds that same role and the title head of international at Tilray. Faltischek is also a former general counsel and compliance chief for the Hain Celestial Group Inc., a food and beverage company.
Irwin Simon, a former chairman and CEO at Aphria, has been named CEO of the new Tilray. He spoke Monday with Bloomberg News about Tilray’s aspirations to become a global consumer products giant, selling everything from skin creams to snack bars.
Earlier this year, former Tilray vice president of legal and corporate development Colin Brown was named the new top lawyer for the Parent Co., a cannabis investment firm backed by hip-hop mogul Shawn “Jay-Z” Carter and other investors.
The union between Tilray and Aphria comes after Greenlane Holdings Inc. and KushCo Holdings Inc. announced April 30 the composition of their new management team. Both cannabis companies expect to close in the second or third quarter of this year an all-stock merger they announced in March.
Douglas Fischer, a former Cadwalader, Wickersham & Taft associate who has spent nearly the past three years as general counsel for Greenlane, has been named legal chief for the combined packager of marijuana products, which will see KushCo become a subsidiary of Boca Raton, Fla.-based Greenlane.
Morrison & Foerster and Delaware’s Potter Anderson & Corroon have taken the lead representing Greenlane on that merger, while Garden Grove, Calif.-based KushCo is being advised by Reed Smith. KushCo’s general counsel is Amir Sadr, who took over the role last year from predecessor Arun Kurichety, now legal chief for Irvine, Calif.-based cannabis marketing company Petalfast Inc.
Compensation & Competition
Aphria disclosed total compensation packages of nearly C$1.9 million and C$2.3 million for Gedeon and Faltischek, respectively, in its proxy statement for fiscal 2020. The filing noted that while Faltischek is paid in U.S. dollars, her compensation is reported in Canadian dollars.
Faltischek provides services to Aphria through a consulting agreement between the company and her holding company, Avenel Consulting Inc., which Aphria said was paid $20,000 per month between Sept. 12, 2019, and May 31, 2020. As of June 1, 2020, Avenel’s monthly fee increased to $27,083 per month, according to Aphria, which noted that Avenel is eligible for cash bonuses and stock grants.
Tilray, in a separate securities filing, didn’t list Redler as among its top seven highest-paid executives in 2020. The company did note in proxy materials that Lowenstein Sandler was retained last year to advise a special transaction committee of Tilray’s board of directors on the company’s merger with Aphria.
Both companies also disclosed who their primary peers are in the burgeoning legal weed space, a group that includes Canada’s Aurora Cannabis Inc., Canopy Growth Corp., and Cronos Group Inc., as well as U.S. companies like Cresco Labs Inc., Curaleaf Holdings Inc., Green Thumb Industries Inc., and Trulieve Cannabis Corp.
Trulieve, a Quincy, Fla.-based multistate cannabis operator, disclosed in a proxy statement filed last month that it paid nearly $542,300 last year to general counsel and corporate secretary R. Eric Powers III. Trulieve promoted Powers to chief legal officer in March and announced that same month its hire of Akerman partner Zachary Kobrin in Fort Lauderdale as general counsel.
Another attorney, cannabis law consultant and lobbyist Aaron López, also joined Trulieve in March as director of government affairs. Trulieve, the largest pot producer in Florida, was advised by Foley Hoag and DLA Piper earlier this year on a stock listing that generated $700,000 in legal fees and expenses, per securities filings. Dorsey & Whitney and Canada’s Stikeman Elliott represented underwriters on the offering.
Canopy Growth, a Smith Falls, Ontario-based cannabis company that has a partnership with U.S. spirits giant Constellation Brands Inc., disclosed in a proxy statement filed last year that its legal chief Phillip Shaer received $719,290 in total compensation during fiscal 2020.
Last summer Canopy hired former Dentons partner James Wishart as an associate general counsel and vice president of global compliance, regulatory, litigation, and employment. Canopy, which agreed in April to pay $346 million to buy Canadian marijuana brand Supreme Cannabis Co., has in place agreements to expand into the U.S. if marijuana becomes federally legal.
Chicago-based Green Thumb disclosed in a securities filing last week that it gave nearly $1.5 million in total compensation to general counsel Beth Burk, whom it hired in late 2019. Green Thumb also hired senior corporate counsel Annie Cunningham in January, a month before it raised $100 million from an investor.
Securities filings related to that stock sale show that it generated $207,500 in legal fees and expenses for Green Thumb’s lawyers at Dentons in Canada and Jenner & Block in the U.S.