Today, I decided to do some cannabis related keyword searches on EDGAR, the SEC's regulatory filing database. First, I tried searching for "reefer," a word I did not expect to find. I did find "reefer," but it was within filings for various transportation companies. Apparently, "reefer" is jargon for a temperature controlled shipping or trucking container. Bulk amounts of "reefer" can be transported within "reefers."
I then searched for the word "Ganja" on EDGAR. I didn't expect to find this word either, but surprisingly I did. This search returned seven results, all from 2014 and 2015 and they were in reference to companies involved with the federally illegal "reefer." This search returned a 10-K for United Cannabis Corp, a 10-Q and it's associated exhibits and amendments for The Weed Growth Fund, and a 10-Q and 10-K for Medifirst Solutions Inc. That makes three companies using the word "ganja" in filings to the main federal securities regulator.
This is all very entertaining.
Let's review the presence of "ganja" in SEC filings. Two of the appearances are in reference to companies with "ganja" in their name, and one is related to a Jamaican MMJ venture. Text directly from the SEC filing is in italics. Let's spark one up and dig in.
First up, United Cannabis Corp. references ganja when discussing an investment in a Jamaican project:
CRD (Jamaica)
On August 25, 2014, we entered into an agreement with the six shareholders of a Jamaican company, Cannabinoid Research & Development Company Limited (“CRD”), to purchase 50% of their ownership interest in CRD in anticipation of the expected passage of pending legislation to decriminalize marijuana for medical purposes. We acquired our interest in CRD in order to further our goal of advancing the use of cannabis in medical therapies through biomedical and pharmaceutical research and development efforts in Jamaica.
On February 24, 2015, Jamaica’s House of Representatives passed an amendment to Jamaica’s Dangerous Drugs Act (“Act”), decriminalizing small amounts of marijuana and instituting a licensing agency to establish and regulate a domestic medical marijuana industry. These changes to the Act will facilitate ganja (cannabis) use for therapeutic purposes, as prescribed by a registered practitioner, or for scientific research conducted by an accredited tertiary institution or otherwise approved by the Scientific Research Council of Jamaica (“SRC”). SRC is a public sector agency tasked with fostering scientific research and promoting its application within Jamaica.
Since the summer of 2014 we have been having discussions with the SRC, the University of the West Indies (“UWI”), which is located in Jamaica, and the other shareholders of CRD about a partnership in which we would establish a branded genetic database; conduct product analysis and preclinical studies of our Prana Bio Nutrient Medicinals product line; and collaborate with UWI and have access to its staff and facilities, including its School of Medical Sciences, Clinical Trial Centre and eight associated hospitals. We entered into a Memorandum of Understanding (“MOU”) with the SRC in September 2014 and a Letter of Intent (“LOI”) with UWI in November 2014 along those lines but the contracts have not yet been finalized. In the MOU with SRC, UCANN and CRD agree to use SRC for all medicinal ganja product testing and for integrated research programs in collaboration with UWI, and UCANN and CRD agreed to provide the medicinal ganja live plant and dried plant products for the testing and research. The LOI with UWI provides that the central objective of the collaboration is to develop and perform clinical testing of phyto-therapeutic and medicinal ganja plant to develop nutraceuticals and pharmaceuticals and/or other plant-based products.The first phase of this project will consist of importing our library of genetics to utilize the plant tissue culture bank which SRC has already established for the Caribbean. SRC is expected to have permits issued by the Ministry of Industry, Investment and Commerce which will allow these genetics to be imported to Jamaica. SRC is expected to conduct the preclinical safety trials on our Prana products to provide formal scientific data to support the empirical evidence that our products are safe for human consumption. This data can then be used to further support the provisional patent applications we filed in October 2014 in addition to helping us prepare the protocol documentation necessary to commence clinical trials.
The second phase will be working with UWI. UWI will be focused on cultivating our genetics in a campus greenhouse where they plan to map, study and publish genetic variations. They are also expected to utilize the data from preclinical rodent safety trials performed at SRC to perform clinical trials on humans for specific ailments.
The third phase will include developing our cultivation and distribution channels. This cannot begin until Jamaica finalizes their rules and regulations with regards to granting licenses to cultivate, process, and import/export medical cannabis products.
CRD intends to create a “Ganja Cooperative” which will provide local farmers with access to established Jamaican bred genetics, job training and cultivation methodologies in order to generate standardized cannabis resin products to locally create our Prana Bio Nutrient Medicinal products for global distribution.
United Cannabis has not filed it's 2015 10-K yet. They filed a notice of late filing, so it will be a little while.
From the 2015 Q3 10-Q we find this, with a different deal date than previously and some different wording and details about the investment:
CRD
On August 15, 2014, we acquired a 50% interest in Cannabinoid Research & Development Company Limited (“CRD”), a Jamaican company, in exchange for 40,000 shares of our common stock valued at $88,000 based on the previous day’s closing price of our stock. We also committed to provide expertise on design-build, genetics, cultivation, production, processing, productizing, labeling, packaging, marketing, branding and distribution of products, as well as use of our intellectual property in the operations of CRD. As of September 30, 2015, CRD did not have any operations or operating activities. We accounted for this $88,000 as an equity method investment on our condensed consolidated balance sheets.
And from the 2015 Q2 10-Q:
CRD
On August 15, 2014, we acquired a 50% interest in Cannabinoid Research & Development Company Limited (“CRD”), a Jamaican company, in exchange 40,000 shares of our common stock valued at $88,000 based on the previous day’s closing price of our stock. We also committed to provide expertise on design-build, genetics, cultivation, production, processing, productizing, labeling, packaging, marketing, branding and distribution of products, as well as use of our intellectual property in the operations of CRD. As of June 30, 2015, CRD did not have any operations or operating activities. We accounted for this $88,000 as an equity method investment on our condensed consolidated balance sheets. As we have not yet issued the 40,000 shares, the $88,000 is classified as common stock not yet issued on our condensed consolidated balance sheets.
Moving along to The Weed Growth Fund which is investing in the production of a sizzle real with Ganja Earth Entertainment LLC. According to Business Insider, "Sizzle reels--also known in some circles as demo reels, show reels, media highlight reels, public relations videos, video pitches, electronic press kit videos, promo videos, or teasers--are 3- to 5-minute videos that combine visuals, audio and messaging to create a fast-paced, stylized overview of a product, service, initiative or brand.". As of November 2014 it carried this investment at $12,500 on it's balance sheet.
From filings made in January 2015, including an investor agreement:
The company invested in the production of a sizzle reel to be produced by Ganja Earth Entertainment LLC. Repayment will be made with a 15% premium upon the successful funding of a pilot episode plus additional incentives for further funding.
On October 16, 2014, the Company entered into an Investor Agreement with Ganja Earth Entertainment ("GEE") to fund the production of a cannabis related television demo titled Ganja Earth in the amount of $12,500. Upon funding of a pilot episode based upon the demo, the Company is entitled to 115% of its original investment, plus royalty fees based upon net proceeds from each episode as set forth in the Agreement attached as Exhibit 10.1. The Company closed on this investment on October 20, 2014. This investment was deemed to have been made in the ordinary course of the Company's business and not material to the Company's $10,296,337 in total assets, but the Company has elected to disclose the transaction in this report.
Ganja Earth Entertainment, LLC will produce a sizzle reel, approximately 20 minutes in length, tentatively titled Ganja Earth (the "Demo"), upon execution of this Agreement and an Investor Agreement between GEE and David Tobias. The Demo will be filmed in a variety of locations in Las Vegas, Nevada and will feature people and places related to the marijuana industry. The Demo will be used as a tool to assist GEE in its efforts to secure a network television deal with a studio or other similar entity. The Demo will act as a demonstration reel for purposes of attracting additional funding for the final development and production entity.
Next, Ganja Gourmet in Denver representing to the SEC! I've had the pleasure of enjoying a few tasty treats from Ganja Gourmet myself. Medifirst Solutions' "ganja" reference is in the 2014 Q1 10-Q and 2013 10-K. :
The company is very interested and following very closely the progress of medical marijuana becoming legalized in Florida. Currently Medifirst has an agreement with a Florida company, The Original Ganja Gourmet, who represents a known Denver operation. If legalization passes and is instituted, Medifirst may at that time, based on legalities, rules and regulations, help promote the brand to the business community. Medifirst has no plans to be directly involved with growing or selling legal medical marijuana. The company is considering other business opportunities with non-marijuana products but has not, at this time completed any related agreements.
So, there it is. My search for "ganja" at the SEC made for some educational cannabis business fun!
Disclosure: I don't own any of the stocks mentioned in this post.
The third phase will include developing our cultivation and distribution channels. This cannot begin until Jamaica finalizes their rules and regulations with regards to granting licenses to cultivate, process, and import/export medical cannabis products.
CRD intends to create a “Ganja Cooperative” which will provide local farmers with access to established Jamaican bred genetics, job training and cultivation methodologies in order to generate standardized cannabis resin products to locally create our Prana Bio Nutrient Medicinal products for global distribution.
United Cannabis has not filed it's 2015 10-K yet. They filed a notice of late filing, so it will be a little while.
From the 2015 Q3 10-Q we find this, with a different deal date than previously and some different wording and details about the investment:
CRD
On August 15, 2014, we acquired a 50% interest in Cannabinoid Research & Development Company Limited (“CRD”), a Jamaican company, in exchange for 40,000 shares of our common stock valued at $88,000 based on the previous day’s closing price of our stock. We also committed to provide expertise on design-build, genetics, cultivation, production, processing, productizing, labeling, packaging, marketing, branding and distribution of products, as well as use of our intellectual property in the operations of CRD. As of September 30, 2015, CRD did not have any operations or operating activities. We accounted for this $88,000 as an equity method investment on our condensed consolidated balance sheets.
And from the 2015 Q2 10-Q:
CRD
On August 15, 2014, we acquired a 50% interest in Cannabinoid Research & Development Company Limited (“CRD”), a Jamaican company, in exchange 40,000 shares of our common stock valued at $88,000 based on the previous day’s closing price of our stock. We also committed to provide expertise on design-build, genetics, cultivation, production, processing, productizing, labeling, packaging, marketing, branding and distribution of products, as well as use of our intellectual property in the operations of CRD. As of June 30, 2015, CRD did not have any operations or operating activities. We accounted for this $88,000 as an equity method investment on our condensed consolidated balance sheets. As we have not yet issued the 40,000 shares, the $88,000 is classified as common stock not yet issued on our condensed consolidated balance sheets.
Moving along to The Weed Growth Fund which is investing in the production of a sizzle real with Ganja Earth Entertainment LLC. According to Business Insider, "Sizzle reels--also known in some circles as demo reels, show reels, media highlight reels, public relations videos, video pitches, electronic press kit videos, promo videos, or teasers--are 3- to 5-minute videos that combine visuals, audio and messaging to create a fast-paced, stylized overview of a product, service, initiative or brand.". As of November 2014 it carried this investment at $12,500 on it's balance sheet.
From filings made in January 2015, including an investor agreement:
The company invested in the production of a sizzle reel to be produced by Ganja Earth Entertainment LLC. Repayment will be made with a 15% premium upon the successful funding of a pilot episode plus additional incentives for further funding.
On October 16, 2014, the Company entered into an Investor Agreement with Ganja Earth Entertainment ("GEE") to fund the production of a cannabis related television demo titled Ganja Earth in the amount of $12,500. Upon funding of a pilot episode based upon the demo, the Company is entitled to 115% of its original investment, plus royalty fees based upon net proceeds from each episode as set forth in the Agreement attached as Exhibit 10.1. The Company closed on this investment on October 20, 2014. This investment was deemed to have been made in the ordinary course of the Company's business and not material to the Company's $10,296,337 in total assets, but the Company has elected to disclose the transaction in this report.
Ganja Earth Entertainment, LLC will produce a sizzle reel, approximately 20 minutes in length, tentatively titled Ganja Earth (the "Demo"), upon execution of this Agreement and an Investor Agreement between GEE and David Tobias. The Demo will be filmed in a variety of locations in Las Vegas, Nevada and will feature people and places related to the marijuana industry. The Demo will be used as a tool to assist GEE in its efforts to secure a network television deal with a studio or other similar entity. The Demo will act as a demonstration reel for purposes of attracting additional funding for the final development and production entity.
Next, Ganja Gourmet in Denver representing to the SEC! I've had the pleasure of enjoying a few tasty treats from Ganja Gourmet myself. Medifirst Solutions' "ganja" reference is in the 2014 Q1 10-Q and 2013 10-K. :
The company is very interested and following very closely the progress of medical marijuana becoming legalized in Florida. Currently Medifirst has an agreement with a Florida company, The Original Ganja Gourmet, who represents a known Denver operation. If legalization passes and is instituted, Medifirst may at that time, based on legalities, rules and regulations, help promote the brand to the business community. Medifirst has no plans to be directly involved with growing or selling legal medical marijuana. The company is considering other business opportunities with non-marijuana products but has not, at this time completed any related agreements.
So, there it is. My search for "ganja" at the SEC made for some educational cannabis business fun!
Disclosure: I don't own any of the stocks mentioned in this post.
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