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Minority owners ask for delay as CCB approves Libra Wellness transfer
Summary
The Cannabis Compliance Board approved a transfer of Libra Wellness Center’s licenses (TOI 25‑7) despite minority owners’ requests for continuance, who cited affiliated‑party concerns, lack of independent valuation and questions about the debt underlying the transfer.
The Nevada Cannabis Compliance Board on June 18 approved a transfer of interest for Libra Wellness Center LLC (TOI 25‑7), authorizing the sale of the company’s cultivation and production licenses to a secured creditor’s subsidiary after discussion and competing statements from majority and minority interests.
At the hearing, Adam Fulton (counsel for the majority and for Libra’s managers) described the transfer as a creditor‑driven resolution to satisfy a 2020 loan default and said documentation had been provided to the board and to minority owners. Fulton urged the board to move forward, saying the transaction was approved by the majority of Libra owners and that there was no legal basis to delay.
Jesse McCrae, a co‑founder of Libra and representing a group of ten minority owners, asked the board to continue the matter to allow minority owners time to retain counsel and to permit staff to complete an investigation. McCrae outlined several concerns: overlapping ownership and control among the involved entities (raising questions about independence and fairness), alleged failures to satisfy operating‑agreement provisions for affiliated transactions, the absence of an independent valuation or fairness opinion, and unresolved questions about the debt amount, authorization and use of loan proceeds. McCrae stated the request was not intended to delay but to ensure an adequate record before a permanent change in ownership.
Majority counsel responded that the minority owners had been provided documentation (and that record material had been delivered to the CCB) and that additional delays could jeopardize the secured party’s ability to complete the transaction. After brief discussion, a motion to approve the transfer was made and seconded and the board voted to approve the requested transfer.
The board approved the transfer on the record; staff noted minority owners’ written comments were provided for review. Minority owners said they would continue to seek legal counsel and further review of transaction documents.
What’s next: the approved transfer will proceed through CCB transfer processing and any associated suitability investigations; minority owners indicated they may continue to press their concerns through counsel or other procedural avenues.
