Theresa Barton Cray Speaks on Multistate Licensing Panel for M&A at 2025 NCSLA Regional Conference

DP&F Attorney Theresa Barton Cray, will speak on a panel on the topic of multistate permitting for organizations in the midst of and preparing for internal corporate changes and M&A transactions at the 2025 National Conference of State Liquor Administrators (NCSLA), Central/Western Regional Conference, “Monumental Perspectives: Elevating Alcohol Regulation From the Black Hills,” October 5-7, in Rapid City, South Dakota.

FROM NCSLA - KEEP CALM AND PLAN (WAY) AHEAD: MAKING SENSE OF MULTISTATE PERMITTING FOR MANUFACTURERS WITH M&A AND CORPORATE CHANGES

We have discussed the difficulties of complex ownership structures when obtaining licensure. This panel will examine another set of complex licensing issues – managing federal and multi-state licensing obligations in connection with internal corporate changes and M&A transactions. Many supplier-tier licensees hold federal permits to manufacture products (sometimes in multiple states), and large suites of state shipping permits for sale direct to consumer or into a state's three-tier system. Each regulatory agency has differing licensure requirements, which are often conflicting and inconsistent. Many jurisdictions treat internal corporate restructurings the same as a sale to a new ownership group triggering significant reporting for what may be viewed internally as a ministerial change. Some jurisdictions require prior authorization, and some require notice of the reorganization or sale after closing. Only in limited situations can you get temporary permits to operate, adding to the logistical headache of operating immediately following a corporate change while licensing updates are pending. Further, companies have to address moving formulas, certificates of label approval and brand registrations from one set of licenses to the next. Join our panel of experts who will discuss the challenges licensees face when going through a major change and some of the tools used to manage these complex licensing projects. Practitioners can learn about how to manage these transitions and regulators can gain better understanding into contractual provisions governing transitions and practical challenges faced by industry members.

Moderator:
ERIN KELLEHER, Hinman & Carmichael

Panelists:
THERESA BARTON CRAY, Associate, Dickenson Peatman & Fogarty
KRISTIN CARLTON, Director of Compliance, Penrose Hill / Firstleaf