New Book Unveils the Only Legal Strategy to Exit a Cannabis Business Tax-Free and Make IRC 280E Irrelevant

“The Cannabis ESOP Architect” delivers a proven, IRS-compliant blueprint to preserve equity, protect margins, and sell without handing half to the IRS

NEW YORK, NEW YORK – August, 11, 2025 –  Darren Gleeman, Managing Partner of MBO Ventures and the architect behind every completed cannabis ESOP transaction in the United States, today announced the release of his groundbreaking new book, The Cannabis ESOP Architect: The Ultimate Guide for Cannabis Founders Looking to Exit Smarter. The book reveals a transformative strategy that helps cannabis operators not only survive the crushing effects of Internal Revenue Code Section 280E, but also exit their businesses tax-free, legally and at scale.

Written for founders, operators, and advisors navigating one of the most financially punishing sectors in the U.S. economy, The Cannabis ESOP Architect delivers a clear, actionable roadmap to legally eliminate federal and state income tax liabilities through a powerful but underutilized structure: the Employee Stock Ownership Plan (ESOP).

“Every cannabis founder I speak to is asking the same thing: How do I keep going when the IRS is taking nearly everything?” said Gleeman. “This book is the answer. The ESOP structure turns IRC 280E into a non-issue, not by bending the rules, but by changing the game entirely. This isn’t theory. It’s the exact playbook we’ve used to structure and close eight ESOPs in cannabis, with another dozen slated for execution in 2025 and 2026.”

In an industry where traditional M&A often undervalues businesses and private equity strips away founder upside, Gleeman’s ESOP model offers a compelling alternative: sell your business to your employees, pay no federal or state income tax, and preserve culture and long-term value. Backed by real-world transactions, the book walks readers through the mechanics of turning a cannabis company into a tax-exempt enterprise and unlocking liquidity that would otherwise go to the IRS.

The Cannabis ESOP Architect covers:

  • How founders can eliminate income tax liabilities entirely
  • Why ESOP-owned cannabis companies pay zero tax, making IRC 280E irrelevant
  • How to retain upside through warrants while getting paid now
  • Why this outperforms PE or traditional M&A and continues to do so

Gleeman’s work has already transformed exit strategies for multiple cannabis operators including Theory Wellness, the cannabis industry’s first-ever ESOP. The Cannabis ESOP Architect is the definitive guide for operators ready to protect their margins, plan a smart exit, and stay involved in the future they’ve built. The book is now available on Amazon in Kindle and paperback formats, and can be purchased here

To learn more about Darren and MBO Ventures, please visit https://mboventures.com/.

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About MBO Ventures

MBO Ventures is the cannabis industry’s only investment bank dedicated to Employee Stock Ownership Plans (ESOPs) which make the negative tax implications of 280E irrelevant. Led by Managing Partner, Darren Gleeman, the firm earned distinction in 2023, with a patent pending for its groundbreaking ESOP methodology. This methodology played a pivotal role in executing the cannabis industry’s first three inaugural ESOPs. 

About Darren Gleeman

Darren Gleeman is the Managing Partner of MBO Ventures, a firm that specializes in business exits through tax-advantaged ESOP structures. In the cannabis industry, where traditional M&A is limited and 280E crushes cash flow, Darren has pioneered a structure where the company no longer pays income tax—making 280E irrelevant and unlocking significantly more value for founders. MBO Ventures focuses exclusively on helping owners exit their businesses without selling out—preserving culture, maximizing after-tax proceeds, and creating long-term upside through warrant strategies. Before founding MBO, Darren was the Managing Partner of GB Trading, a hedge fund focused on quantitative strategies. He brings a deep understanding of finance, structure, and execution to every transaction.

Media Contact:

Mike Mejer
mike@greenlanecommunication.com

 

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