Due Diligence Reviews
Before you buy, invest, or lend — know what you are actually acquiring.
A cannabis acquisition or investment carries risks that never appear in the deck: undisclosed 280E liability, licenses that may not transfer, inventory valued on a basis nobody can verify, and related-party arrangements that evaporate at close.
We run buy-side diligence for acquirers, investors, and lenders — and readiness reviews for sellers who want to find the problems before the other side does.
What's Included
Why This Differs In Cannabis
The single largest hidden risk in cannabis M&A is inherited tax exposure. A target with aggressive or undocumented 280E positions carries a liability that can exceed the purchase price — and it appears nowhere on the balance sheet. Diligence that stops at the financial statements misses it entirely.
Inventory is the second trap. Book value means little if it cannot be reconciled to the tracking system, and product that exists in METRC but not in the vault — or vice versa — is a finding that changes deals.
The liability that can exceed the purchase price appears nowhere on the balance sheet.
Why MCA
We have served licensed cannabis operators since 2015 — one of the first firms in the country to build a practice around it — and we have worked with more than 100 operators across 30+ states. Cannabis is all we do, and all we have ever done.
Frequently Asked
How long does diligence take?
Typically three to six weeks depending on the target's record quality and entity count.
Can you work alongside our attorneys?
Yes — we handle the financial and tax workstream while counsel runs legal diligence, and we coordinate findings.
Do you do sell-side readiness?
Yes. Finding your own problems twelve months before a sale is dramatically cheaper than having a buyer find them.