Lawsuit alleges breach of deal. Investors just relieved someone still wants to buy weed from them at all.
In what may be the least surprising development in corporate cannabis this quarter, Verano Holdings is getting sued over a failed acquisition deal—and the only thing more broken than the contract might be the valuation it was based on.
According to reporting by Crain’s Chicago Business, Verano is being sued for allegedly backing out of a deal to acquire an unnamed California cannabis company—one that had already made costly operational changes in anticipation of the merger. The suit claims Verano’s internal delays, indecision, and eventual ghosting left the seller holding the bag (and by “bag,” we mean several million dollars in unrecouped infrastructure costs and a business model now missing half its liver.)
Verano, for their part, responded with a firm “no comment,” which is corporate weed’s version of pleading the fifth while flipping off your shareholders.
THE BOOF INDEX RATING FOR VERANO:
Operational Cohesion: 3/10
Acquisition Foresight: 2/10
Investor Confidence: currently expressed only through deep sighs and selling off options at a loss
Likelihood of Another Fuckup Before Q3: 100% (Boof Verified)
INSIDE THE DEAL THAT NEVER WAS:
Sources close to the situation describe the original acquisition target as “a mid-tier California brand with three active licenses and five pending delusions.” Verano was reportedly interested because:
It looked good in a deck
They needed to fake growth
Everyone else had already passed on it, so it was cheap
After months of due diligence, “positive dialogue,” and one particularly coked-out Zoom call from someone on Verano’s M&A team, the deal was verbally confirmed and then… just... died.
Why? “They said they needed more time to align strategy,” said one anonymous executive. “But I think they just realized they didn’t have the money.”
QUOTE FROM VERANO’S FAKE HEAD OF M&A STRATEGY:
“We believe in disciplined expansion, aggressive retraction, and permanent confusion. This decision reflects our long-term plan to appear busy while doing nothing that adds value.”
A PATTERN OF DIRECTIONLESS GROWTH:
This isn’t Verano’s first time fumbling in the M&A sandbox. Over the past 18 months, they’ve:
Teased a coast-to-coast footprint that never materialized
Launched (then quietly killed) a product line made with “ethically sourced cannabinoids” from a guy named Blake
Signed a five-year lease on a grow op in a zone they didn’t win licensing for
“Accidentally” hired the same consultant who ran CannTrust into the ground
Their 2025 investor deck reportedly includes six pages of abstract mission statements and no profit line for any state outside Illinois.
THE LAWSUIT: AN ACTUAL SLAP OR JUST A CASH-GRAB DISGUISE?
The seller is seeking damages, claiming Verano’s flakiness caused “significant harm.” Their demands include:
Financial restitution
Contract enforcement
And “the full release of Verano’s ghostwritten valuation models,” which apparently double as bedtime stories for hedge funds too optimistic to quit yet.
Verano, meanwhile, seems prepared to spin the narrative like every other MSO does:
“This legal matter will not distract from our continued focus on optimizing our platform, empowering patient access, and building shareholder value.”— Verano IR team, lying through gritted teeth
WHAT THIS MEANS FOR INVESTORS:
If you’re still holding Verano stock, ask yourself:
Do I believe in the company’s long-term plan?
Can I afford to wait another three quarters for hypothetical profitability?
Am I being held hostage by my own sunk-cost bias?
If the answer to any of those is “I don’t know,” congratulations—you’ve already mastered the Verano business model.
BOOF DU JOUR’S FINAL TAKE:
Verano didn’t close the deal, and that’s the most honest thing they’ve done all year.
At this point, it’s safer to assume every acquisition announcement in cannabis is either:
A bluff to inflate the stock
A hail mary by an executive trying to look employable
Or both
Let this be a lesson: if you need Verano to follow through on something, ask them to forget it instead.
They’re great at that.