Marijuana chain Harvest is acquiring a competitor in an $850 million stock deal, creating one of the largest US cannabis companies

Hollis Johnson/Business Insider

Harvest Health is making big moves.

• Harvest Health & Recreation is acquiring Verano Holdings in an $850 million all-stock transaction.
• Once the deal closes, Harvest will be one of the largest US cannabis chains.
• Harvest's announcement comes as its US competitors have ramped up dealmaking in recent months.

The marijuana M&A market is burning hot.

Harvest Health & Recreation, a US marijuana cultivator, on Monday announced that it will acquire Chicago-based Verano Holdings in an $850 million all-stock transaction.

Once complete, the deal will create one of the largest US marijuana chains, known in industry parlance as multi-state operators. The merger will give Harvest licenses to operate up to 200 marijuana cultivation facilities and 123 retail stores in 16 states.

"I think unquestionably we're the largest at this point - it's something that we've been telling people we would be," said Steve White, Harvest's CEO in an interview with Business Insider. "It just took us all of four months to get there."

Read more: 'My lips are wet, my mouth is watering to get a piece of that': A war is brewing between US and Canadian marijuana companies to claim a $75 billion market

Harvest went public via a reverse merger on the Canadian Securities Exchange (CSE) in November.

The acquisition gives Harvest access to new state markets they didn't formerly have a presence in - including Illinois, where Governor JB Pritzker has made legalizing marijuana a priority for his first year in office.

"We've been talking about getting into Illinois since September," said White. Verano, based in Chicago, was an attractive acquisition target because "they've had had an emphasis on running a business, rather than, you know, working on being a stock," said White.

Verano is also profitable which is rare in the cannabis industry, White said.

The deal is expected to close in the first half of 2019. Harvest's stock was trading up around 11% at the news. Canadian law firm Bennett Jones represented Harvest on the deal, and Eight Capital, a Toronto-based investment bank that has been active on cannabis deals, served as the banker.

Read more: A competitor is emerging to challenge the marijuana retail chain dominating the industry, and it just closed a $640 million acquisition

Harvest's announcement comes as its US competitors have ramped up dealmaking in recent months. IAnthus, a New York-based marijuana company, acquired MPX Bioceutical in a $640 million deal in October of last year.

And MedMen, a California cannabis chain, acquired PharmaCann in a $682 million all-stock transaction in October as well.

All these deals are driven by a classic race for scale to chase down an industry that some Wall Street analysts say could be a $75 billion market in the US alone as more states open their doors to commercialized marijuana.

US cannabis companies though, like Harvest, have found themselves in a tricky position: because the federal government classifies cannabis as an illegal, Schedule I drug, major exchanges like the New York Stock Exchange and the Nasdaq won't list companies that operate in the US.

To access public markets, and generate the currency needed to pursue acquisitions, these companies mostly go public on the CSE by merging with companies that are already publicly traded.

These reverse mergers have fueled a mergers-and-acquisitions boom as cannabis companies race to scale up before the bigger Canadian players, like Cronos Group and Canopy Growth, look south to the US market - if the federal government relaxes its prohibition on marijuana.

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