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Marijuana MSO TerrAscend could list on Toronto Stock Exchange by summer

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Marijuana multistate operator TerrAscend Corp. could become the first U.S. plant-touching company to list on the Toronto Stock Exchange by this summer if the restructuring plan it shared with shareholders and analysts wins TSX approval.

And if the company is successful, that potential could trickle down to other U.S. plant-touching cannabis operators, which have been barred from major exchanges because marijuana remains federally illegal in the United States.

Massachusetts-based Curaleaf Holdings, for example, has also had discussions with the TSX about the possibility of listing its shares.

Details have been scant since TerrAscend announced the plans last week, but the company’s executive team shared a few more specifics along with its financial results during a recent conference call with analysts.

The additional details included the timeline of the listing and how the TSX could boost the company’s financial health in the future by opening the door to institutional investors.

Shares of the company, which has offices in California, Pennsylvania and Ontario, Canada, currently trade on the Canadian Securities Exchange (TER) and on the over-the-counter markets (TRSSF).

“With the listing on the TSX, we believe that TerrAscend stock will be afforded greater accessibility to a broader pool of institutional investors seeking opportunities in leading cannabis operators in some of the best markets in the world,” Executive Chair Jason Wild said during the call.

But Wild said uplisting isn’t a “magic bullet” that will ease all the pressures on TerrAscend, particularly because the capital markets have been so challenging in recent months.

“We do believe, however, that a well-run, cash flow-positive company can unlock substantially more value and significantly lower its cost of capital if listed on a major exchange with more participants, higher standards and increased liquidity,” he said.

Restructuring and timeline

Based on the timeline given by Toronto-based legal adviser Cassels, Brock & Blackwell – which is also advising Canadian cannabis operator Canopy Growth on its U.S. entry and uplisting plans – Wild said TerrAscend “could be in a position to list soon after our annual shareholders meeting in June.”

The company plans to send out a proxy to shareholders in mid-April.

Until then, Wild said the company can’t share much except to say that the restructuring will be similar to Canopy Growth’s plans with Canopy USA, which could allow the company to complete its proposed acquisitions of U.S. plant-touching businesses while still listing on the TSX (WEED).

The Nasdaq, where Canopy (CGC) is also currently listed, indicated the company would not be allowed to remain on the exchange after restructuring.

“We believe this (TerrAscend’s) reorganization involves having a holding company – which is also the listing vehicle – that is a non-U.S. cannabis company, or a U.S. company that is non-cannabis (or non-THC),” Owen Bennett, an equity analyst for New York-based investment bank Jefferies Group, wrote in a recent research note.

“This is then ring-fenced from the U.S. assets that are held in a separate company, but for which – similar to the Canopy (Growth) proposed structure – the holding company has non-voting shares.”

Canadian connection an asset

TerrAscend has wound down its cannabis production facility in Mississauga, Ontario, but continues to have a minority ownership in a Cookies retail store in Toronto.

Its head office and registered office is in Mississauga.

The Canadian operations could be helpful to uplisting, and U.S. plant-touching operators might have a more difficult time restructuring without assets in Canada, TerrAscend’s chief financial officer, Keith Stauffer, said during the call.

“This might be obvious, but based upon the fact that TerrAscend was originally a Canadian-domiciled company, as opposed to practically all the other players in the U.S., this reorg is not the least complicated for us, probably versus practically everybody else,” he said.

“We’ve already had these structures in place to make sure that we segregated money in Canada and the U.S. So it’s not a major chore for us to restructure to be compliant with what the TSX is looking for.”

The majority of TerrAscend’s business is in the U.S., however, with cultivation, production and retail operations in California, Maryland, Michigan, New Jersey and Pennsylvania through subsidiaries such as Gage GrowthIlera Healthcare and The Apothecarium.

For 2022, TerrAscend reported a net revenue of $247 million, a 21% increase from its 2021 revenue of $194 million.

Its net loss from continuing operations was $299.4 million versus net income from continuing operations of $15.7 million in 2021.

TerrAscend attributed the loss to a $311.1 noncash impairment charge against goodwill and intangibles for its Michigan business.

The company reported positive cash flow from operations of $7.3 million for the fourth quarter in 2022, a $1.5 million increase from the third quarter.

Significantly, TerrAscend also reduced its debt by $80 million in the fourth quarter, paying down $30 million in debt to Chicago Atlantic and converting $90 million of debt with Canopy Growth to exchangeable shares at CA$5.10 per share.

‘Zero anxiety’ around raising capital

While uplisting to the TSX could give TerrAscend more access to liquidity, the company’s executive team isn’t planning to use cash for M&A this year.

“This is clearly a buyer’s market, as many operators are facing an existential crisis,” Wild said.

“We have been speaking for about a year about how we’re being patient and believe that we will be able to buy assets for pennies on the dollar.

“In fact, we are now reviewing opportunities to acquire assets, essentially for free, as long as we’re willing to assume certain debt and lease obligations. And even that is up for negotiation.”

But uplisting to the TSX could give TerrAscend an added edge in M&A negotiations, Wild said.

“We believe that sellers will be more willing to accept TerrAscend stock as consideration and assign a greater value to our shares once listed on a major exchange.”

Stauffer said that TerrAscend doesn’t have the same challenges raising capital as the rest of the cannabis industry.

“I want to confirm and I want to assure everyone, we promise that we have zero anxiety around raising any capital that we need for the business,” he said.

“Our only focus and our only worries is how to sequence in the most efficient way to avoid any unnecessary or any high interest that we don’t have to get.

“So we continue to be disciplined, and we continue to sequence things in a very thoughtful manner in order to increase and improve our cash-flow situation.”

Source: https://mjbizdaily.com/marijuana-mso-terrascend-could-list-on-toronto-stock-exchange-by-summer/

Business

Alleged Crores Pharma Scam Mastermind Arrested from Surat

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After evading law enforcement for nearly 13 years, an accused linked to a large-scale pharmaceutical fraud case has been arrested by Delhi Police from Surat, Gujarat. The suspect is alleged to have orchestrated a series of financial scams involving fake identities, forged documents, and dishonoured cheques used to procure high-value pharmaceutical raw materials.

Authorities say the accused, identified as Himmat Singh Lodha, is believed to have defrauded multiple pharmaceutical companies in Delhi of goods worth approximately ₹98 lakh before disappearing and remaining underground for years.

Fake Business Deals and Dishonoured Cheques Used in Fraud

Investigators claim the accused posed as a legitimate pharmaceutical trader and placed bulk orders for expensive drug ingredients, offering post-dated cheques as payment security.

In one documented case from 2013, he allegedly obtained around 550 kilograms of Gliclazide, a diabetes-related pharmaceutical ingredient, valued at over ₹26 lakh. When suppliers attempted to encash the cheques, they were reportedly returned with the remark “account closed.”

Following the transaction, the accused allegedly vacated his office and rented residence and disappeared without settling payments. He was later declared a proclaimed offender in 2016 after repeatedly failing to appear before court proceedings. Authorities had also issued a reward for information leading to his arrest.

Multiple Identities and Repeated Fraud Pattern

Police investigations further link the accused to another cheating case dating back to 2012, where he allegedly used a fake identity, “Kailash Jain,” to obtain a large consignment of Ambroxol HCL, a pharmaceutical compound used in cough medications. The value of that consignment was estimated at around ₹72 lakh.

Officials believe the accused followed a consistent modus operandi—posing as a credible businessman, securing high-value goods on deferred payment terms, and then disappearing after delivery while shutting down business operations.

Investigators suspect that forged business records, fake company credentials, and fabricated financial histories were used to build trust with suppliers and gain access to expensive raw materials.

Multi-State Surveillance Leads to Arrest in Surat

A special Crime Branch team tracked the accused through coordinated surveillance efforts across multiple cities, including Mumbai, Ahmedabad, and Surat. After nearly a month of technical monitoring and intelligence gathering, officials located and arrested him from a residential area in Surat.

Authorities also revealed that the accused had been involved in property-related activities while staying under the radar to avoid detection.

Growing Threat of Corporate Identity Fraud

The case highlights a rising trend of organised financial fraud targeting industries that rely heavily on trust-based transactions and deferred payments. Experts note that criminals increasingly exploit gaps in corporate verification systems by using fake GST registrations, temporary offices, and forged documentation to appear legitimate.

Cybercrime and financial fraud specialists warn that such schemes are becoming more complex with the widespread availability of digital business tools, making it easier to create convincing but fraudulent corporate identities.

Experts Urge Stronger Due Diligence in High-Value Transactions

Experts, including former IPS officer and cybercrime specialist Prof. Triveni Singh, emphasize the need for stricter verification procedures in commercial dealings. He noted that relying solely on paperwork or digital business profiles can expose companies to significant financial risk.

Authorities and industry experts recommend physical verification of business operations, bank account validation, and detailed background checks before engaging in high-value or deferred-payment transactions—particularly in sectors like pharmaceuticals, where single consignments can involve transactions worth crores.

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Business

EU Pressure Builds on Google as Regulators Face Calls for Massive Fine Over Search Practices

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A growing coalition of European industry groups is intensifying pressure on regulators to take decisive action against Google over allegations of unfair search practices that could reshape competition rules across the region’s digital economy.

Investigation Under Digital Markets Act Gains Momentum

The case is being examined by the European Commission under the European Union’s landmark Digital Markets Act (DMA), introduced to curb the dominance of major technology platforms and ensure fair competition.

Launched in March 2024, the investigation focuses on whether Google has been prioritising its own services in search results, potentially disadvantaging rival businesses that rely on online visibility to reach customers.

Industry Groups Demand Swift Action

Several prominent European organizations have jointly urged regulators to conclude the probe without further delay. They argue that prolonged investigations allow alleged anti-competitive practices to continue, putting European companies—especially startups—at a disadvantage.

Signatories include the European Publishers Council, the European Magazine Media Association, the European Tech Alliance, and EU Travel Tech.

In a joint statement, these groups warned that delays in enforcement are affecting innovation, profitability, and growth prospects for regional businesses competing in digital markets.

Google Denies Allegations

Google has rejected claims of bias, stating that its search algorithms are designed to deliver the most relevant and useful results to users. The company has also proposed adjustments to address regulatory concerns.

However, critics argue that these changes are insufficient and fail to address the core issue of market dominance.

Potential Billion-Euro Penalties

If found in violation of the DMA, Google could face significant financial penalties. Under EU rules, fines can reach a substantial percentage of a company’s global turnover, potentially amounting to billions of euros.

Regulators may also impose corrective measures requiring changes to business practices, which could have long-term implications for how digital platforms operate in Europe.

Wider Implications for Big Tech

The case highlights ongoing tensions between European regulators and major U.S. technology firms. In recent years, the EU has taken a more aggressive stance in enforcing competition laws, aiming to create a level playing field for local businesses.

A final ruling against Google could set a major precedent, influencing future enforcement actions and shaping the regulatory landscape for global tech companies operating within Europe.

As scrutiny intensifies, the outcome of the investigation is expected to play a critical role in defining the future of digital competition across the European Union.

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AI & Technology

Amazon Faces Potential Criminal Trial in Italy Over €1.2 Billion Tax Evasion Allegations

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Milan: U.S. tech giant Amazon is facing the prospect of a major legal showdown in Italy, after prosecutors in Milan formally requested a court to move forward with criminal proceedings over alleged tax evasion totaling approximately ₹12,500 crore (€1.2 billion).

The case targets Amazon’s European division along with four senior executives, marking one of the most significant tax-related investigations involving a global e-commerce platform in Europe.

Trial Push Despite Multi-Million Euro Settlement

The move comes even after Amazon reached a financial settlement with Italian tax authorities in December, agreeing to pay around ₹5,500 crore (€527 million), including interest, to resolve part of the dispute.

Typically, such settlements lead to the closure of criminal investigations. However, Milan prosecutors have opted to proceed, signaling a tougher stance on alleged corporate tax violations.

A preliminary hearing is expected in the coming months, where a judge will decide whether to formally indict the company and its executives or dismiss the case.

Allegations of VAT Evasion Through Marketplace Sellers

At the center of the investigation are claims that Amazon’s platform enabled non-European Union sellers to avoid paying value-added tax (VAT) on goods sold to Italian consumers between 2019 and 2021.

Prosecutors allege that the company’s marketplace structure allowed thousands of foreign vendors—many reportedly based in China—to operate without fully disclosing their identities or tax obligations. This, authorities argue, led to substantial VAT losses for the Italian government.

Under Italian law, online platforms facilitating sales can be held partially liable if third-party sellers fail to comply with tax requirements, a key point in the prosecution’s case.

Italian Government Named as Affected Party

In their filing, prosecutors identified Italy’s Economy Ministry as the injured party, citing significant financial damage resulting from the alleged tax evasion.

Legal experts say the outcome of the case could have wide-ranging implications across the European Union, where VAT systems are harmonized and similar compliance rules apply to digital marketplaces.

Multiple Investigations Add to Pressure

The VAT probe is just one of several legal challenges facing Amazon in Italy. The European Public Prosecutor’s Office is reportedly examining additional tax-related issues covering more recent years.

Meanwhile, Milan authorities are pursuing separate investigations into alleged customs fraud linked to imports from China and whether Amazon maintained an undeclared “permanent establishment” in Italy—potentially exposing it to higher tax liabilities.

In a separate regulatory action, Italy’s data protection authority recently ordered an Amazon unit to stop using personal data from over 1,800 employees at a warehouse near Rome.

Amazon Denies Allegations

Amazon has consistently denied wrongdoing and indicated it will strongly contest the allegations in court if the case proceeds. The company has also warned that prolonged legal uncertainty could impact investor confidence and Italy’s appeal as a destination for international business.

Broader Impact on Europe’s Digital Economy

If the case moves to trial, it could become a landmark moment for the regulation of global e-commerce platforms in Europe. Governments across the region are increasingly scrutinizing how digital marketplaces handle tax compliance, especially in cross-border transactions.

With online retail continuing to expand, regulators are under mounting pressure to ensure that multinational platforms and third-party sellers adhere to the same tax rules as traditional businesses.

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