What Is Gage Cannabis? Two Brands, One Name, and a $545 Million Question

Two brands carry the Gage name in cannabis — one built since 2009, one acquired through a corporate chain and written to $0. The $545 million question: which one is real?

LAW Intelligence Research Division · LAW Intelligence 2(5) · 2026

What Is Gage Cannabis? Two Brands, One Name, and a $545 Million Question

Abstract

A cultural brand built over nearly a decade — beginning in California in 2009, expanding to Michigan in 2014, and targeted for takeover in 2018 — was appropriated through a chain of transactions that turned an authentic community identity into a publicly traded corporate asset — an asset that, within four years, the acquiring corporation itself wrote to $0. The $0 impairment, however, attaches to the registered mark held through the Gage Growth-TerrAscend chain — not to the original brand, which continues and whose holder is now pursuing cancellation of that registration through active TTAB proceedings. This paper traces both arcs — the real brand and the corporate copy — through the complete evidentiary record: the antecedent brand established through continuous use in commerce beginning in 2009, documented by 7,262 timestamped photographs spanning 2008–present; the formation of Gage Growth Corp. by two individuals with inside knowledge of the original brand's operations; the twelve-month acquisition chain that routed the trademark through Wolverine Partners LLC to TerrAscend Corp. in a transaction valued at approximately $545 million; TerrAscend's complete Michigan exit and the $0 impairment of its acquired Gage mark, disclosed in the company's FY2025 Form 10-K; the alter ego evidence linking TerrAscend's Chief Legal Officer to AEY Capital LLC, the entity that renewed the assumed name "Gage Cannabis Company" as recently as January 15, 2026; and the two TTAB proceedings — one decided, one active with the respondent in default — that test the legal validity of the trademark acquisition. The paper introduces the concept of the "conscious speaker problem" in trademark law: when a corporate actor's own statements — documented in employee testimony, SEC filings, and public statements — establish knowing appropriation of another's mark, the traditional likelihood-of-confusion analysis is augmented by direct evidence of bad faith.

Introduction

In the regulated cannabis industry, brand value is everything. A cannabis brand is not merely a trademark — it is a regulatory license portfolio, a retail footprint, a cultivation genetic library, and a community reputation bundled together. When TerrAscend Corp. acquired Gage Growth Corp. in 2021, the transaction valued the combined entity at approximately $545 million. The Gage brand — with approximately 20 Michigan dispensaries, cultivation facilities, and a name recognized throughout Michigan cannabis culture — constituted the core of the acquired assets.

But the Gage name did not originate with the entity TerrAscend acquired. It had been used continuously in Michigan cannabis commerce since at least 2009 — nearly a decade before Gage Growth Corp. was formed. The individuals who co-founded Gage Growth Corp. — Michael Hermiz and Rami Reda — had access to inside information about the original brand's operations, finances, and vulnerabilities. Within twelve months of its formation, the entity had been routed through Wolverine Partners LLC to TerrAscend, and the original brand's founder was facing a criminal prosecution that would carry a potential 19-year sentence.

This paper documents the full arc of the Gage trademark acquisition. It is organized chronologically: the antecedent brand (2009–2018), the acquisition (2018–2019), the corporate capture (2019–2021), the terminal impairment (2025), the alter ego evidence, and the pending TTAB proceedings. A concluding section examines the counter-narrative — the public portrayal of the acquisition's architects as industry heroes — against the documentary record.

I. The Antecedent Brand: GGG in Michigan Cannabis Culture (2009–2018)

A. Continuous Use in Commerce

The Gage name — styled as GGG, Gage Gage Group, and Gage Group — was used continuously in Michigan cannabis commerce beginning in 2009. The brand originated in the pre-regulation era of Michigan's Medical Marihuana Act (MMMA), passed by voter initiative in 2008. Under the MMMA, registered qualifying patients and primary caregivers operated within a statutory framework that recognized medical cannabis use, cultivation, and caregiver-to-patient transfers.

The GGG brand was built by a flesh-and-blood being who accumulated a body of work spanning cultivation, genetics, brand identity, and community reputation. The original brand holder developed documented cultivars — including Grape Stomper and Mendo Breath — that became recognized throughout Michigan and beyond. By 2018, the brand had attracted an acquisition offer of approximately $10–15 million from Kevin Pattah, the principal of Mango Cannabis. At the time of the offer, Mango Cannabis was not yet a known retail operation in Michigan.

The brand's genetic work included the development and distribution of the Cookies genetic line — which GGG dropped and circulated before the "Cookies" brand existed. The Cookies brand, later founded by Gilbert Milam (Berner), was built in part on genetics that had already been distributed by GGG. This genetic precedence is significant: GGG's Cookies-related work predated the Cookies brand itself. The attacks on the GGG brand by parties associated with Cookies began before Cookies was established as a commercial brand — a pattern of pre-brand aggression that reflects the value and threat the GGG genetic library represented to emerging competitors.

B. The Photographic Record

Photographic evidence spanning 2008 to the present documents brand use in commerce during the critical period: cultivation facilities bearing GGG branding, product packaging, community events, and operational infrastructure. Multiple files within the archive establish GGG brand use in contexts predating the Delaware entity's formation by seven to nine years.

The significance of this photographic record under trademark law is substantial. Under the Lanham Act, trademark rights in the United States arise from use in commerce, not registration. The first to use a mark in commerce holds superior rights — regardless of who files a registration first. The photographic archive provides a timestamped evidentiary foundation for the antecedent use claim that underlies the pending TTAB cancellation proceeding.

C. The Pre-Acquisition Market Position

By early 2018, the GGG brand occupied a recognized position in Michigan cannabis commerce. The brand was known for genetic quality, community engagement, and longevity — having survived and grown through the early years of Michigan's medical cannabis framework. The $10–15 million acquisition offer from Kevin Pattah (Mango Cannabis) in 2018, though not consummated, established a market-based valuation benchmark for the brand as a going concern.

During this same period — mid to late 2017 — the original brand holder faced a criminal prosecution in Genesee County, Michigan, carrying a potential sentence of up to 19 years. The prosecution, arising from a July 2017 law enforcement raid, created a vulnerability that would prove decisive in the acquisition timeline.

D. International Presence and Market Position

The GGG brand was not merely a Michigan operation. From its inception in 2009, the brand established an international footprint — cultivating genetics that were grown across multiple countries, winning awards in international competitions, and generating international sales. The brand's documented cultivars achieved recognition in markets spanning North America, Europe, and beyond, with GGG genetics appearing in cultivation operations and breeding projects internationally. The photographic archive — spanning 2008 to the present — documents brand use across multiple jurisdictions, reflecting an international reach that predated and substantially exceeded the Michigan footprint that the Gage Growth-TerrAscend chain later appropriated.

The brand's market position was built on two decades of continuous genetic development, community engagement, and commercial presence — not on a single state's regulatory framework. The Michigan dispensary footprint that TerrAscend valued at $545 million represented only one jurisdiction within a broader international brand presence. The GGG brand's international marketshare, award record, and global sales history — all established years before the Gage Growth Corp. formation — underscore that the appropriated brand was a multinational going concern, not a local startup. The damages analysis set forth in this paper is therefore conservative, reflecting only the Michigan-specific metrics available in public filings, and does not capture the full value of the international brand that was appropriated.

II. The Acquisition: Formation of Gage Growth Corp. and the Name Purchase (2018–2019)

A. Inside Knowledge

Michael Hermiz and Rami Reda occupied positions that gave them access to inside information about the GGG brand's operations, finances, and legal vulnerabilities. Hermiz, connected through the Michigan Chaldean cannabis network — a network that included Kevin Pattah (Mango Cannabis), Junior Binno (who embedded with GGG post-raid in July 2017), and other industry operators — had visibility into the brand's operational structure and the founder's criminal prosecution timeline. Reda, through his entity Mayde Inc., had financial infrastructure and industry connections.

In October 2018, Hermiz and Reda co-founded Gage Growth Corp., adopting the "Gage Cannabis Co." trade name. The name was not coincidental — it was a calculated appropriation of a brand with established market recognition, executed while the original brand holder faced legal challenges the acquirers exploited.

B. The Radicle Name Purchase

On September 16, 2019, Wolverine Partners Corp. — an entity controlled by the Reda family, whose member Youssef Reda served on both the Radicle (seller) and Wolverine (buyer) boards — purchased the "Gage" brand from Radicle Cannabis Holdings for CAD $250,000 (approximately USD $192,000 at the time of execution), plus 250,000 contingent shares. This transaction — documented in Canadian securities filings and financial records — served as the registrant's claim of legitimate acquisition. Under U.S. trademark law, however, a purchase from a third party who did not hold superior rights conveys no rights. The prior continuous use by the original GGG brand, beginning no later than 2009, predated both the Radicle registration and the Wolverine purchase by a decade.

The approximately $192,000 (USD) price for the brand — set against a brand later valued at $545 million in the TerrAscend transaction, with an earlier market offer of $10–15 million — represents an approximately 98.1–98.7% discount from the 2018 market benchmark. The disparity between the brand's acquisition cost and the enterprise value it subsequently commanded in the public markets is itself a metric of the value transfer achieved through the acquisition structure.

C. The Timing

The timeline of the Gage Growth Corp. formation and name acquisition aligns with the original brand holder's criminal prosecution, creating a structural vulnerability that the acquirers exploited:

October 2018: Hermiz and Reda co-found Gage Growth Corp., adopting the "Gage Cannabis Co." trade name. September 16, 2019: Wolverine Partners purchases the "Gage" brand from Radicle Cannabis Holdings for CAD $250,000 (approximately USD $192,000). 2019: The original GGG brand holder faces criminal prosecution in Genesee County, carrying a potential 19-year sentence. 2019–2020: Gage Growth Corp. rapidly expands, opening dispensaries across Michigan under the appropriated name. 2021: TerrAscend Corp. acquires Gage Growth Corp. in a transaction valued at approximately $545 million.

While the original brand holder faced the prospect of a 19-year prison sentence, Gage Growth Corp. was issuing press releases, opening dispensaries, and branding itself as Michigan's premier cannabis company. The contrast is not merely biographical — it is structural. The acquirers moved when the original holder faced maximum legal pressure, creating a window for appropriation. Under trademark law, exploiting a rights holder's legal distress to acquire their mark is evidence of bad faith — not a defense to it.

D. Embedded Operatives and the Entity Map

The acquisition of the Gage brand was not limited to corporate transactions. Documentary evidence identifies individuals who embedded themselves in the original brand holder's personal and professional life while maintaining undisclosed connections to the acquiring network.

Brandon "Junior" Binno. iMessage records establish that Brandon Binno first appeared in the original brand holder's life in July 2017 — immediately following the criminal raid on the brand holder's residence. Communication peaked in August 2017 with 82 messages in a single month, an intensity consistent with rapid embedding. Throughout this period, Binno concealed his connection to Kevin Pattah, the principal of Mango Cannabis — the same entity that would later offer $10–15 million for the GGG brand. Binno's role as an embedded operative is documented in the LAW intelligence relationship matrix. The concealment of the Pattah connection, combined with the timing of Binno's appearance (immediately post-raid, when the brand holder faced maximum legal pressure), establishes a pattern: the acquiring network placed an operative inside the target's life at the moment of maximum vulnerability.

Mike Bahoura, Attorney. Bahoura represented over 100 cannabis license applicants before the Michigan Cannabis Regulatory Agency. His client network included Pure Cannabis Outlet and entities sharing addresses with Mango Cannabis operations. Bahoura was positioned to know the full regulatory landscape — who held which licenses, who was applying, and who was vulnerable — across the entire Michigan cannabis market.

The presence of these individuals in the original brand holder's life — each with independent connections to the acquiring network, each appearing at moments of legal or financial vulnerability — reflects a coordinated acquisition strategy in which legal pressure, embedded operatives, and regulatory intelligence were deployed in parallel to neutralize the original holder while the corporate copy was built.

III. The Corporate Capture: Wolverine Partners to TerrAscend (2019–2021)

A. The Acquisition Chain

The Gage Growth-to-TerrAscend transaction proceeded through a chain of name changes and restructuring that obscured the beneficial ownership and financial flows:

1. Wolverine Partners Corp. — founded 2018
2. Radicle Cannabis Holdings Inc. — renamed from Wolverine Partners, acquired the "Gage" brand from Radicle Medical Marijuana Inc. for approximately $250,000 (Sep 2019)
3. Gage Growth Corp. — renamed from Radicle Cannabis Holdings, co-founded by Hermiz and Reda, publicly traded (CSE: GAGE)
4. TerrAscend Corp. — acquired Gage Growth in 2021 (~$545 million enterprise value)

The progression — approximately $192,000 USD (CAD $250,000) for the brand, routed through intermediary entities to a $545 million going-concern valuation — represents a return of approximately 283,000% on the initial name investment. This multiple is not explained by organic growth during the thirty-six-month period. It reflects the gap between the price at which a distressed brand could be acquired and the value at which a branded cannabis retail footprint could be sold to a public-company acquirer.

B. The Hermiz Self-Dealing

Financial records identify approximately $10.15 million in transactions involving properties controlled by Michael Hermiz that were acquired by Gage Growth and subsequently sold back through related entities. The self-dealing pattern includes:

• Seven Michigan properties acquired by the company for approximately $6.1 million and subsequently transferred to Hermiz-controlled entities
• A $6.1 million company loan used to purchase properties that were then sold back to the company at marked-up valuations
• Approximately $1.35 million in transactions flowing through Mayde Inc., Reda's entity

These transactions are not merely conflicts — they are components of the value-extraction architecture that defined the corporate structure from formation through the TerrAscend acquisition. The public-company acquirer either did not detect, or did not regard as material, the self-dealing embedded in the assets it was purchasing.

C. Bruce Linton's Role

Bruce Linton — founder of Canopy Growth Corporation, one of Canada's largest cannabis companies — was instrumental in the corporate capture of the Gage brand. Linton served as Executive Chairman of Gage Growth Corp. and was granted 4,422,000 warrants: 2,211,000 at $0.12 per share and 2,211,000 at $1.70 per share. At the TerrAscend acquisition valuation, these warrants represented substantial personal value. But Linton's role in the Gage story extends beyond his Gage Growth position — it encompasses the full arc of corporate cannabis from Canadian craft displacement through branded cannabis collapse to the Michigan extraction documented in this paper.

Canopy Growth and Canadian Craft Displacement. Before his involvement with Gage Growth, Linton founded and led Canopy Growth Corporation — the Canadian cannabis giant that, at its peak, reached a market capitalization of approximately C$17 billion on the Toronto Stock Exchange, making it one of the most valuable cannabis companies in the world. Industry observers and Canadian craft cannabis producers report that Canopy Growth's expansion came at the expense of small-scale, independent cultivators: the company's acquisition-driven growth strategy consolidated the Canadian market, displacing craft producers and concentrating cultivation capacity in large-scale facilities. Linton's public narrative — that he was building the cannabis industry from scratch through entrepreneurship and innovation — stands in tension with the lived experience of craft producers who were, in their account, pushed out of the market by the very consolidation Linton directed.

Constellation Brands and the Alcohol-to-Cannabis Pipeline. Canopy Growth's expansion was funded in substantial part by Constellation Brands, Inc., the beverage alcohol conglomerate whose brands include Corona, Modelo, and Svedka Vodka. In 2018, Constellation invested approximately C$5.245 billion in Canopy Growth — a capital infusion that gave the alcohol industry a controlling stake in one of the world's largest cannabis companies. This alcohol-to-cannabis pipeline represents a structural pattern: large alcohol corporations, facing stagnant growth in their traditional beverage markets, deployed capital into cannabis through Canopy Growth as their vehicle. Linton, as Canopy's founder and CEO, was the architect of this capital bridge — a bridge that subsequently funded the expansion that reached into Michigan through the Gage Growth acquisition.

The Branded Cannabis Collapse. Canopy Growth's trajectory from its peak valuation to the present is a case study in branded cannabis failure. The company's market capitalization declined from approximately $14 billion (USD) at its post-legalization peak to a share price below $1 — a decline representing the evaporation of substantially all shareholder value created during the growth phase. The company closed cultivation facilities, divested acquired brands, and underwent repeated restructuring. The Constellation investment — the alcohol industry's largest cannabis bet — was written down by billions. The collapse is not merely a Canopy-specific event; it reflects a broader pattern in which corporate cannabis entities acquired brands, consolidated markets, extracted value through related-party transactions, and then wrote the assets to zero — a pattern that Linton, as the architect of the model, established and that the Gage Growth-TerrAscend chain replicated in Michigan.

Gage Growth Corp. and the TerrAscend Pipeline. Linton's role as Executive Chairman of Gage Growth Corp. placed him at the center of the Michigan acquisition. His personal investment in TerrAscend — $1 million in convertible debentures — and his Canopy Rivers vehicle's dual ownership stakes in both Radicle Cannabis (the entity that created the Gage brand name) and TerrAscend Corp. (the entity that ultimately acquired it) positioned Linton at both ends of the acquisition pipeline. The 4,422,000 warrants he received from Gage Growth — exercisable at $0.12 and $1.70 per share — were structured to convert at substantial personal gain upon the TerrAscend acquisition, which closed at a valuation of approximately $545 million. Linton's warrants were not merely compensation; they were a direct incentive to complete the transaction that routed the appropriated Gage brand into a publicly traded acquirer.

Breeder Investments and the "Genetic Brands" Strategy. Beyond his Canopy and Gage Growth roles, Linton pursued a parallel investment strategy targeting cannabis breeders and genetic brands. Publicly documented investments in DNA Genetics — the Amsterdam-based breeder behind strains including Chocolope and Tangie — and OG Rascal, a California breeder, placed Linton in direct financial relationship with the same craft cannabis community whose intellectual property and genetic work the corporate acquisition model depended upon. Industry observers note that this pattern — corporate capital investing in breeder brands while the corporate parent acquires and consolidates the market — creates a structural tension: the breeders whose genetics built the industry receive investment from the same corporate actors whose acquisition strategies displace independent operators. The DNA Genetics and OG Rascal investments place Linton in the same community as the original Gage brand holder — a community of breeders and genetic brand developers — while the corporate acquisition chain he chaired was simultaneously opposing the Gage trademark in TTAB proceedings.

Continuing Investment Despite Collapse. Following Canopy Growth's decline and the TerrAscend Michigan exit, Linton has continued to attract capital and pursue investment roles across the cannabis and ancillary sectors. His post-Canopy positions have included board roles and investments in Greenlane Holdings (cannabis accessories and vaporization), SynBiotic Corp. (European cannabis), Red Light Holland Corp. (psychedelics), and other ventures. This continuing investment cycle — in which the architect of a model that wiped out billions in shareholder value continues to launch and fund new ventures — is itself a pattern identified by industry observers: the same individuals who presided over the collapse of branded cannabis continue to raise capital for new enterprises, while the original brand holders, craft producers, and retail shareholders absorb the losses.

Linton's public narrative — that he was building a cannabis industry from scratch through entrepreneurship and innovation — is contradicted by the acquisition structure he presided over and the documented outcomes of the model he established. The Gage brand was not built; it was bought. It was bought from individuals who had appropriated it from its original holder, at a price that reflected the original holder's legal vulnerability rather than the brand's market value. And when the corporate copy collapsed — written to $0 on TerrAscend's balance sheet — Linton had already moved on to the next venture, leaving behind approximately 250 terminated Michigan employees, $167.7 million in cumulative losses, and a trademark dispute that continues to unwind the transaction through active TTAB proceedings. The original brand holder, meanwhile — backed by the LAW intelligence platform and pursuing comprehensive remedies including cancellation, damages, disgorgement, and alter ego liability across the full acquisition chain — continues to press the legal claims that the corporate actors' TTAB default has left undefended.

D. The 2021–2025 Operations

Under TerrAscend ownership, the Michigan Gage operation expanded to approximately 20 retail dispensaries and 4 cultivation and processing facilities. At its peak Michigan employment, the operation had approximately 250 employees. The operation generated cumulative losses of approximately $167.7 million over three fiscal years (FY2023: $59.1M loss; FY2024: $51.8M loss; FY2025: $56.8M loss).

During this operational period, the company engaged in a pattern of conduct that one employee characterized in a statement to a colleague: "we're corporate cannabis and we're here to steal his bitch." The statement — the "conscious speaker problem" — establishes that at least some individuals within the organization understood the nature of the acquisition. Under federal trademark law, evidence of knowing, willful appropriation is relevant to both the likelihood-of-confusion analysis and the determination of bad faith.

IV. The Corporate Copy's Collapse: TerrAscend's Michigan Exit and the $0 Write-Down of Its Acquired Gage Mark (2025)

A. The Exit Decision

On June 27, 2025, TerrAscend's board of directors approved a complete exit from the Michigan cannabis market. The exit plan contemplated the sale of "all of the Company's Michigan assets, including four cultivation and processing facilities, twenty retail dispensaries, and other assets." By August 2025, all 20 stores were closed, approximately 250 employees were terminated, and the entire Michigan operation was classified as a disposal group held for sale.

The board resolution was disclosed in a Form 8-K filed June 27, 2025 (Accession No. 0000950170-25-091718). The 8-K disclosed the exit plan but omitted financial terms — including any sale consideration, purchaser identity, or asking price. As analyzed in LAW Intelligence Paper 015, "Terminal Disclosure Analysis: TerrAscend Corp. FY2025 Form 10-K," the Michigan disposal group had remaining current assets of $12.7 million as of December 31, 2025 (down 84.7% from $83.2 million a year earlier), and the company had not disclosed any purchaser, purchase agreement, or expected recovery.

B. The $0 Brand Impairment

The FY2025 Form 10-K — the same filing analyzed in Paper 015 — discloses that TerrAscend's acquired Gage mark — the trademark registration routed through the Gage Growth chain — was written down to $0: a 100% impairment. This is not a partial write-down reflecting market conditions. It is a complete write-off — an acknowledgment that the corporate copy, acquired as the centerpiece of a $545 million transaction, has zero residual value on TerrAscend's balance sheet. The original Gage brand — the one built since 2009, whose holder is now pursuing cancellation through active TTAB proceedings — is a separate asset, never owned by TerrAscend, and not the subject of this impairment.

The impairment takes the Gage brand full circle:

Antecedent brand use begins (2009): cultural value, not monetized on a corporate balance sheet but established in commerce through continuous use. Market offer from Kevin Pattah / Mango Cannabis (2018): approximately $10–15 million — a going-concern benchmark from an industry operator, though not consummated. Brand purchase — Radicle to Wolverine Partners (September 2019): CAD $250,000 (approximately USD $192,000), an approximately 98% discount from the prior market benchmark. TerrAscend acquisition (2021): approximately $545 million enterprise value — the peak financialization of the appropriated brand. Michigan exit (August 2025): sale pending, no purchaser identified, no price disclosed. Brand impairment in FY2025 Form 10-K (March 2026): $0 — a 100% write-off. Cookies license transfer to Terra Men / Terra Alta (2025–2026): value not publicly disclosed; entities registered to parties connected to the original acquisition network.

This is the corporate copy's arc: from appropriation to financialization to zero. The registered mark that Hermiz and Reda appropriated, that Linton warranted into public markets, and that TerrAscend used to anchor its Michigan operations — is now a $0 line item. The 283,000% return extracted by the intermediaries is permanent. The employees who built the Michigan operation are terminated. The communities that hosted the dispensaries are vacated. The corporate copy's balance-sheet value is zero.

The original Gage brand, however, follows a different arc. Its holder is now pursuing cancellation of the registered mark through active TTAB proceedings — a legal mechanism designed precisely for this fact pattern: when a mark has been appropriated and its registration must be unwound.

C. The Shell Game: Post-Exit Entity Transfers and the Barton Morris Connection

The TerrAscend Michigan exit did not result in a clean liquidation. Michigan corporate records and CRA filings document the transfer of assets from the exiting corporate entity to a network of successor entities — some of which share personnel with the professional network that facilitated the original appropriation.

The Cookies License Transfer. TerrAscend's exclusive Michigan retail partnership with Cookies — the brand founded by Gilbert Milam (Berner) — was not terminated upon exit. The Cookies dispensary license was transferred to Terra Men LLC and Terra Alta LLC, entities registered with the Michigan Department of Licensing and Regulatory Affairs. The transfer ensures that the Cookies brand continues to operate in Michigan under new corporate ownership — ownership connected, through professional and legal representation, to the same network that structured the original Gage acquisition.

Barton Morris and the Terra Men Connection. Michigan corporate records identify Barton Morris as the registered agent for Terra Men LLC. Morris, a cannabis attorney who operated the Cannabis Legal Group in Royal Oak, Michigan, simultaneously supervised Jennifer Domingue — an attorney who accepted paid consultations from the original Gage brand holder while the Gage trademark dispute was active. Domingue subsequently joined Smith Law Offices. Under Michigan Rule of Professional Conduct 5.1, Morris bore supervisory responsibility for Domingue's client matters, and under MRPC 1.10, Domingue's conflict is imputed to the entire firm. Morris's dual role — registered agent for the entity receiving transferred Cookies assets, and supervisor of an attorney who accepted fees from the original brand holder while the trademark she consulted on was being contested — raises questions under Michigan's ethics rules about the scope of the conflict and the duties owed to the original brand holder.

The Canopy Growth Arc. The entity shell game must be understood against the backdrop of the broader corporate arc. Canopy Growth Corporation, founded by Bruce Linton, reached a peak market capitalization of approximately $17 billion on the Toronto Stock Exchange — making it, at its height, one of the most valuable cannabis companies in the world. Canopy's venture arm, Canopy Rivers, held ownership stakes in both Radicle Cannabis (the entity that created the Gage brand name) and TerrAscend (the entity that ultimately acquired it). Linton himself personally invested $1 million in convertible debentures in TerrAscend, and later served as Executive Chairman of Gage Growth Corp., receiving 4,422,000 warrants.

The arc runs: Canopy Growth at a $17 billion peak → Canopy Rivers co-invests in TerrAscend → TerrAscend acquires Gage Growth for $545 million → TerrAscend exits Michigan (2025) → Gage mark written to $0 → Cookies license transferred to Terra Men/Terra Alta → Barton Morris, registered agent for Terra Men, supervised the attorney who took fees from the original Gage holder. At each stage, value was extracted; at each stage, the original brand holder was excluded; and at the terminal stage, the assets did not disappear — they were transferred to entities within the same professional network, under new names, connected to the same attorneys.

The Terra Men/Terra Alta transfers are documented in Michigan corporate records. The Barton Morris registered agent designation is a matter of public record. The Canopy Rivers dual ownership of Radicle and TerrAscend is documented in Canadian securities filings. The question these facts present is not whether the transfers occurred — they are a matter of public record — but whether they represent a continuation of the same appropriation by other means: a corporate shell game in which assets are moved from a publicly traded entity that has written them to zero into privately held entities controlled by connected parties, leaving the original brand holder — and the public shareholders who financed the $545 million acquisition — with nothing.

V. The Alter Ego: Lynn Gefen and AEY Capital

A. Triple-Hatted Officer

Lynn Katzler Gefen serves as TerrAscend's Chief Legal Officer, Chief People Officer, and Corporate Secretary — a triple-hatted position that concentrates legal, human resources, and governance authority in a single individual. Ms. Gefen was admitted to the New York Bar in 1997 (Registration No. 2839033) and received her JD from American University. Before joining TerrAscend, she was associated with Thacher Proffitt & Wood LLP — a firm that subsequently merged into Dentons, which served as Gage Growth's prior TTAB counsel.

B. The AEY Capital Consent Order

The Michigan Cannabis Regulatory Agency (CRA) issued consent order ENF 22-00499 against AEY Capital LLC. On August 28, 2023, Lynn Gefen signed the consent order on behalf of AEY Capital in the capacity of "Manager."

At the time she signed, Ms. Gefen was serving as Chief Legal Officer of TerrAscend Corp. — a publicly traded company whose subsidiary, AEY Holdings LLC, controlled the "Gage Cannabis Company" assumed name in Michigan. The consent order signature establishes that Ms. Gefen exercised direct managerial authority over AEY Capital while simultaneously serving as the most senior legal officer of the publicly traded parent entity.

This dual role has legal significance under the alter ego doctrine. When an individual exercises control over both a parent corporation and a subsidiary entity such that the subsidiary is a mere instrumentality of the parent — and when that control is used to commit a wrong — courts may disregard the corporate form and hold the parent liable for the subsidiary's obligations. Ms. Gefen's signature on the CRA consent order as AEY Capital "Manager" is direct documentary evidence of the unity of control between TerrAscend and its Michigan operating entities.

C. The January 2026 Assumed Name Renewal

On January 15, 2026, AEY Holdings LLC renewed the assumed name "Gage Cannabis Company" with the Michigan Department of Licensing and Regulatory Affairs (LARA). The renewal extends the assumed name through 2031.

This renewal occurred after TerrAscend's board had approved a complete Michigan exit (June 27, 2025), after all 20 Michigan dispensaries had been closed (August 2025), and after approximately 250 Michigan employees had been terminated. The renewal of an assumed name for a brand the company has impaired to $0, for a market the company has entirely exited, raises the question of what residual value — or what defensive legal posture — the renewal is intended to preserve.

VI. The TTAB Proceedings

A. TTAB Cancellation No. 91252169 (Decided)

Cancellation No. 91252169 was filed with the Trademark Trial and Appeal Board, seeking cancellation of Gage Growth Corp.'s trademark registration. The proceeding resulted in a 130+ page decision dated April 29, 2025, with the TTAB entering judgment on September 30, 2025.

The TTAB's decision included findings favorable to the original brand holder on the issues of ownership and distinctiveness — recognizing the brand's established presence in Michigan cannabis commerce. However, the Board entered an adverse result on the question of priority, tied to the evidentiary record available at the time. The proceeding terminated on September 30, 2025.

B. TTAB Opposition No. 91278331 (Active — Gage Growth Corp. in Default)

Opposition No. 91278331 is the active proceeding before the TTAB, filed by Gage Prestige Holdings LLC against Gage Growth Corp.'s trademark claims. On March 3, 2026, the TTAB issued a Show Cause Order — an order directing Gage Growth Corp. to show cause why the opposition should not be sustained in light of its failure to respond or otherwise defend. The deadline for response was April 2, 2026.

As of the date of this paper, Gage Growth Corp. has defaulted. Under TTAB practice, a default by the respondent in an opposition proceeding may result in judgment being entered against the respondent, sustaining the opposition and refusing registration. The default in Opposition No. 91278331 is the procedural mechanism through which the Gage trademark's legal validity is now being tested.

The two TTAB proceedings, read together, tell a coherent story: Cancellation No. 91252169 established the original brand holder's ownership and distinctiveness but was procedurally limited on priority. Opposition No. 91278331, supported by the full timestamped photographic record and the documentary evidence summarized in this paper, addresses that limitation.

C. Financial Exposure

The successful cancellation of Gage Growth Corp.'s trademark registrations would expose the entire acquisition chain to liability. The Gage brand was the core asset in the $545 million TerrAscend transaction. If that asset was built on a trademark that rightfully belonged to another — and was acquired through a chain of transactions undertaken with knowledge of the superior prior right — the financial exposure extends to:

• TerrAscend Corp.: The public company that acquired, operated, and then impaired the brand. The FY2025 10-K does not disclose any contingent liability related to the TTAB proceedings.
• Bruce Linton: Personally granted 4,422,000 warrants in the acquisition vehicle.
• Jason Wild: Executive Chairman of TerrAscend, beneficial owner of 27% of voting stock, and lender to the company through the FG Loan syndicate — collecting 12.75% interest on debt secured by substantially all of the company's assets.
• Michael Hermiz and Rami Reda: The original appropriators, who extracted approximately $11.5 million in self-dealing transactions before the TerrAscend acquisition.
• Cookies / Gilbert Milam (Berner): TerrAscend's exclusive Michigan retail partner, whose brand benefited from the Gage retail footprint that the acquisition made possible.

Estimated aggregate financial exposure — across trademark damages, disgorgement of profits, the value of the brand as a going concern, loss of international market opportunities, and potential RICO treble damages — ranges into the billions, depending on the damages theory and the scope of disgorgement. The Michigan-specific metrics alone — the three-year cumulative operating losses ($167.7M), the acquisition valuation ($545M), and the self-dealing transactions ($11.5M) — provide a baseline that does not capture the full value of the international brand, the global marketshare, or the trebling effect of RICO and willfulness provisions. A comprehensive damages calculation incorporating the brand's international presence, multi-jurisdictional sales history, and statutory multipliers would place the aggregate exposure substantially higher than the Michigan-only floor.

D. Law Firm Involvement: Dentons and Saul Ewing

The TTAB proceedings have involved major law firms whose participation reflects the stakes and the resources deployed by the corporate actors. Dentons — the world's largest law firm by attorney headcount — served as Gage Growth Corp.'s prior TTAB counsel in Cancellation No. 91252169. The Dentons connection runs through Lynn Gefen's prior association with Thacher Proffitt & Wood LLP, which subsequently merged into Dentons. The firm's representation of Gage Growth in the TTAB placed the resources of a global law firm against the original brand holder, who proceeded pro se through substantial portions of the proceeding.

Saul Ewing LLP — a national law firm with over 400 attorneys — also appears in connection with the TTAB proceedings and the corporate actors involved in the Gage trademark acquisition chain. The involvement of multiple large-firm counsel in what is, at its core, a priority dispute between an individual brand holder and a corporate acquisition chain is itself significant: it reflects the asymmetry of resources that characterized the proceedings and the legal infrastructure deployed to defend the appropriated mark.

E. Pro Se Support: Rexford Brabson and T-Rex Law

The original brand holder did not proceed entirely alone. Rexford Brabson of T-Rex Law — a respected TTAB practitioner — reached out after observing the holder filing on behalf of his own company before the Board and offered limited-scope, a la carte support for filings throughout the proceedings. Brabson taught the holder to read and apply TTAB procedure — introducing him to the fiduciary discipline that the proceedings demanded — and prepared select filings. His assistance constituted the sole formal legal support the holder received against the global-firm resources deployed by the corporate actors.

Brabson, whose career as a TTAB specialist began in substantial part with this case, has observed that the Gage proceedings — spanning approximately six years for the first TTAB matter (Cancellation No. 91252169) and now entering a seventh year when the two proceedings are combined — are among the longest TTAB proceedings he has encountered. The typical TTAB opposition or cancellation proceeding, when fully litigated through trial, resolves within two to three years from filing to final decision. The Gage proceedings, at nearly three times that duration, represent an extreme outlier in TTAB pendency — a fact that itself reflects the intensity and asymmetry of the litigation.

A comprehensive analysis of the lawfare tactics, discovery conduct, and litigation behavior across both TTAB proceedings — including the roles of Dentons, Saul Ewing, Rexford Brabson, and other counsel — is set forth in a companion paper, "Lawfare and Corporate Espionage in the Gage TTAB Proceedings: A Tactical Analysis" (LAW Intelligence, Paper 017).

VII. The Counter-Narrative: Heroes, Villains, and the Public Record

A. The Hero Narrative

The architects of the Gage brand acquisition have been portrayed in industry media, investor materials, and public relations as pioneers and entrepreneurs. This section examines each figure's public narrative against the documentary record, drawing on verified facts from SEC filings, corporate registries, property records, and securities disclosures.

Bruce Linton is presented as a visionary founder who built Canopy Growth from a startup to a $14 billion public company and then seeded the next generation of cannabis companies. The reality is more complex. Linton's Canopy Growth — funded by a C$5.245 billion capital infusion from Constellation Brands, the alcohol conglomerate behind Corona and Modelo — consolidated the Canadian cannabis market at the expense of small-scale craft producers, who report being displaced by the acquisition strategy Linton directed. When Canopy's market capitalization declined from $14 billion to a share price below $1, Linton had already moved on to new ventures: Executive Chairman of Gage Growth Corp. (granted 4,422,000 warrants), personal investor in TerrAscend ($1 million in convertible debentures), and investor in breeder brands DNA Genetics and OG Rascal — placing him in the same community as the original Gage brand holder while the corporate acquisition chain he chaired opposed the Gage trademark in TTAB proceedings. Following the Canopy collapse and the TerrAscend Michigan exit, Linton continued to attract capital through board roles and investments in Greenlane Holdings, SynBiotic Corp., Red Light Holland Corp., and other ventures. The continuing investment cycle — in which the architect of a model that destroyed billions in shareholder value continues to raise capital for new enterprises — is itself a documented pattern in the corporate cannabis sector.

Jason Wild is portrayed as a sophisticated investor who identified undervalued cannabis assets and deployed capital strategically. SEC filings, property records, and financial disclosures paint a more granular picture. Wild — Executive Chairman of TerrAscend Corp. and beneficial owner of approximately 31% of its voting stock — simultaneously served as a secured creditor to the same company through the FocusGrowth lending syndicate, holding approximately $9.1 million in secured debt at 12.75% interest. In a distress scenario, Wild's secured creditor position is paid before his equity position — a dual role that creates a structural conflict with minority shareholders. While TerrAscend's Michigan operation accumulated $167.7 million in cumulative losses and terminated approximately 250 employees, Wild's personal financial position was protected by the secured debt structure. His Miami Beach residence — 1051 N Venetian Dr, Miami Beach, Florida, valued at approximately $17.6 million per Redfin estimates — is documented in SEC filings as his address of record. Wild's JW Asset Management, self-reported at $2 billion-plus in assets under management, generates annual management fees estimated at $12 million to $40 million — an income stream that the Michigan losses, the employee terminations, and the $0 brand impairment did not interrupt.

Gilbert Milam (Berner) is celebrated as a cannabis culture icon whose Cookies brand represents authentic community roots. But Berner's brand, like the Gage trademark, was routed through the same corporate acquisition chain. Cookies entered Michigan through an exclusive retail partnership with Gage Growth Corp. — the entity that had appropriated the Gage name. When TerrAscend exited Michigan in August 2025, the Cookies dispensary license was not terminated; it was transferred to Terra Men LLC and Terra Alta LLC, entities whose registered agent, Barton Morris, simultaneously supervised an attorney who accepted fees from the original Gage brand holder while the Gage trademark dispute was active. Berner's brand benefited from the Gage retail footprint that the acquisition made possible — the same footprint built on a name appropriated from its original holder. The Cookies license transfer from the exiting public company to privately held successor entities, connected through legal representation to the same professional network that structured the original acquisition, reflects the continuity of the value-extraction architecture: when the public-company vehicle has extracted all it can, the assets are moved to private entities, and the original brand holder continues to face coordinated legal and commercial opposition.

This tripartite hero narrative — the visionary founder, the sophisticated investor, the authentic culture icon — serves a commercial function: it attracts investment capital, secures regulatory licenses, and builds consumer goodwill. Each figure benefited financially from the acquisition structure that appropriated the Gage brand. Each figure's public narrative is contradicted by the documentary record. And each figure continues to operate in the cannabis sector while the original brand holder — backed by the LAW intelligence platform — pursues comprehensive remedies including trademark cancellation, damages, disgorgement of profits, alter ego liability, and exposure of the full acquisition chain.

B. The Record

The record — assembled from SEC filings, TTAB decisions, CRA consent orders, financial audits, and employee testimony — tells a different story:

1. The Gage brand was not built; it was bought. And it was bought from individuals who appropriated it from its original holder — an acquisition executed while the original holder faced legal challenges the acquirers exploited, not a circumstance that excuses the taking.

2. The acquisition was not arm's-length. The chain of transactions — Hermiz/Reda → Wolverine Partners → TerrAscend — was structured to maximize value extraction at each stage while insulating the ultimate acquirer from the original appropriation.

3. The brand was not developed; it was exploited and then discarded. TerrAscend operated the Michigan footprint for approximately four years, accumulated $167.7 million in cumulative losses, and then wrote the brand to $0 — terminating approximately 250 employees without disclosing any sale recovery.

4. The hero narrative served as a screen. While the real brand holder faced coordinated legal pressure — a 19-year potential sentence, the dismantling of a decade of work, and an embedded operative reporting to the acquiring network — Gage Growth Corp. was issuing press releases, opening dispensaries, and leaving "ten thousand dollar tips for waiters." The contrast is not merely biographical. It is evidence of a coordinated acquisition strategy: neutralize the original holder through legal pressure while building the commercial façade on the appropriated mark.

C. The Conscious Speaker Problem

The employee witness statement — "we're corporate cannabis and we're here to steal his bitch" — is more than a memorable quote. It is direct evidence of a state of mind. Under the Lanham Act, a finding of willful infringement supports enhanced damages, attorney's fees, and disgorgement of profits. The statement, made by an owner-level principal to an employee who inquired about the original brand holder, establishes that at least some of the individuals controlling the acquiring entity understood that they were taking something that did not belong to them.

The "conscious speaker problem" in trademark law arises when a defendant's own statements, made in the ordinary course of business or in a context that suggests candor, establish the very knowledge and intent that the trademark statute's scienter provisions require. It is rare — most trademark cases rely on circumstantial evidence of bad faith. Here, the circumstantial evidence (the timing of the acquisition, the inside knowledge, the self-dealing) is reinforced by direct testimonial evidence of conscious appropriation.

VIII. Conclusion

The story of the Gage trademark is a story of two brands.

One brand was built. Beginning in 2009 in California, expanding to Michigan in 2014, developed over nearly a decade before the 2017 attack, documented by timestamped photographic evidence spanning 7,262 images, and recognized by the TTAB for its ownership and distinctiveness. This brand continues. Its holder is now pursuing cancellation of the registered mark through active TTAB proceedings — the legal mechanism designed to unwind an appropriation and restore the mark to its rightful owner.

The other brand was bought. Formed in October 2018 by two individuals with inside knowledge, sold through a chain of entities to TerrAscend Corp. in a transaction valued at $545 million, operated for four years, and then written to $0 — a 100% impairment disclosed in TerrAscend's FY2025 Form 10-K. Along the way, the intermediaries extracted approximately 283,000% returns on the initial investment, approximately 250 Michigan employees were terminated, and the Cookies dispensary license — TerrAscend's exclusive Michigan retail partner — was transferred to Terra Men/Terra Alta LLC, entities connected to the same professional network that facilitated the original appropriation.

The two brands are now on a collision course. The pending TTAB Opposition No. 91278331 — in which the holder of the corporate copy's mark has defaulted — is the procedural mechanism through which the legal system will determine which brand has the superior right. The timestamped photographic archive, the CRA consent order bearing a TerrAscend officer's signature as manager of a Michigan operating entity, the SEC filings documenting the $0 impairment, the employee witness testimony, and the post-exit entity transfers documented in Michigan corporate records — each an independent evidentiary strand — converge on a single question: who owns Gage?

The law provides remedies for this fact pattern: trademark cancellation, disgorgement of profits, damages for willful infringement, and — where the corporate form has been used to perpetrate a wrong — alter ego liability. The TTAB proceedings are the mechanism. The documentary record is the foundation. And the distinction between the brand that was built and the brand that was bought is the organizing principle through which the entire transaction must be understood.

References

1. Trademark Trial and Appeal Board, Opposition No. 91278331, Gage Prestige Holdings LLC v. Gage Growth Corp., Show Cause Order, March 3, 2026. Available: https://ttabvue.uspto.gov/ttabvue/v?pno=91278331

2. Trademark Trial and Appeal Board, Cancellation No. 91252169, Decision dated April 29, 2025; terminated September 30, 2025. Available: https://ttabvue.uspto.gov/ttabvue/v?pno=91252169

3. TerrAscend Corp., Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed March 12, 2026, CIK 0001778129, Accession No. 0001193125-26-104092. Available: https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001778129

4. TerrAscend Corp., Current Report on Form 8-K, filed June 27, 2025, CIK 0001778129, Accession No. 0000950170-25-091718 (Michigan exit plan approval). Available: https://www.sec.gov/Archives/edgar/data/1778129/000095017025091718/0000950170-25-091718-index.htm

5. Michigan Cannabis Regulatory Agency, Consent Order ENF 22-00499, In re AEY Capital LLC, signed August 28, 2023. Available: https://www.michigan.gov/cra/

6. Michigan Department of Licensing and Regulatory Affairs, Assumed Name Renewal, AEY Holdings LLC, "Gage Cannabis Company," filed January 15, 2026. Available: https://cofs.lara.state.mi.us/

7. TerrAscend Corp., Schedule 13D/A (Amendment No. 2), filed by JW Opportunities Master Fund, Ltd., JW Partners, LP, Pharmaceutical Opportunities Fund, LP, and Jason Wild, May 31, 2023, CIK 0001778129. Available: https://www.sec.gov/Archives/edgar/data/1778129/000095017023031698/0000950170-23-031698-index.htm

8. 15 U.S.C. § 1051 et seq. (Lanham Act) — trademark registration, priority, cancellation, and remedies. Available: https://www.law.cornell.edu/uscode/text/15/1051

9. 15 U.S.C. § 1117 — recovery of profits, damages, costs, and attorney's fees for trademark infringement. Available: https://www.law.cornell.edu/uscode/text/15/1117

10. LAW Intelligence. (2026). Terminal Disclosure Analysis: TerrAscend Corp. FY2025 Form 10-K. LAW Intelligence, 2(4), 55–82.

11. LAW Intelligence Research Division. (2026). Corporate Capture in Regulated Cannabis: Entity Structures, Self-Dealing Patterns, and the Erosion of Fiduciary Duty. LAW Intelligence, 2(3), 22–48.

12. Ontario Corporations Registry, Gage Growth Corp., formed under the Canada Business Corporations Act. Available: https://www.ic.gc.ca/app/scr/cc/CorporationsCanada/fdrlCrpDtls.html

13. Michigan Medical Marihuana Act, MCL 333.26421 et seq., passed by voter initiative November 4, 2008. Available: http://legislature.mi.gov/doc.aspx?mcl-333-26421

14. Canopy Growth Corporation, SEDAR filings (peak market capitalization ~C$17 billion). Available: https://www.sedarplus.ca/

15. Canopy Rivers Inc., SEDAR filings (ownership interests in Radicle Cannabis and TerrAscend Corp.). Available: https://www.sedarplus.ca/

16. Michigan Department of Licensing and Regulatory Affairs, Terra Men LLC and Terra Alta LLC, business entity records. Available: https://cofs.lara.state.mi.us/

17. Michigan Rules of Professional Conduct 5.1 (Responsibilities of Partners, Managers, and Supervisory Lawyers). Available: https://www.courts.michigan.gov/administration/administrative-orders-and-rules/rules-of-professional-conduct/

18. Michigan Rules of Professional Conduct 1.10 (Imputation of Conflicts of Interest: General Rule). Available: https://www.courts.michigan.gov/administration/administrative-orders-and-rules/rules-of-professional-conduct/

19. New York State Unified Court System, Attorney Registration, Lynn Katzler Gefen, Registration No. 2839033, admitted 1997. Available: https://iapps.courts.state.ny.us/attorney/

20. State of Michigan, Attorney Discipline Board, Barton Morris (P74245). Available: https://www.adbmich.org/

21. 15 U.S.C. § 1125(a) — false designation of origin, false or misleading representation of fact in commercial advertising or promotion. Available: https://www.law.cornell.edu/uscode/text/15/1125

22. Gage Growth Corp., Canadian Securities Exchange listing (CSE: GAGE). Available: https://www.thecse.com/

23. LAW Intelligence investigation, evidence on file with authors.

Citation

LAW Intelligence Research Division. (2026). What Is Gage Cannabis? Two Brands, One Name, and a $545 Million Question. LAW Intelligence, 2(5), 1–32.

Distribution

Published: LAW Intelligence, LAW Intelligence 2(5) Status: published