Jackson Jambalaya

"$32 million" for a whole lot of nothing, claims lawsuit. 

Mockingbird Cannabis rolled into Mississippi a few years ago as the medical marijuana industry became a reality.  Company officials talked big about hiring Mississippi employees and recruiting a stable of Mississippi investors.  However, a group of investors recently sued current and former officials of the company, alleging they treated their investments as a slush fund while looting the company.

Mockingbird Investors Winston Thompson, Nathan McHardy, Tonyatta Hairston, Marcus Burger, Kim Hardy, Brandon Baggett, Jay Baker, Patrick Taylor, Palo Giscombe, Christian Groff, Zachary Harvey, Kevin Merritt, and their respective LLC's filed a motion for leave to file an amended complaint against Clint Patterson, Ralph Wilkin, Andrew Bunch, Marcy Croft, Esq., Samuel Millette III, John Coshmich, Richard Brown, Chuck Josenhans, and three John Does in Hinds County Circuit Court on September 18.** 

The plaintiffs filed their first complaint on July 3.  Millette filed a motion to compel arbitration, arguing the plaintiffs signed an operating agreements that required arbitration to settle disputes.  An amended complaint was filed on September 18 and approved by the Court Tuesday. 

An Oklahoma crew of Clint Patterson and friends blew into town when the medical marijuana initiative gathered a full head of steam in 2020.  Patterson, Wilkin, Bunch, and Croft formed Mockingbird Cannabis, LLC in 2020 and Mockingbird Holdings, LLC in January 2021.  They filed Form D's with the SEC stating the companies were exempt from registration.   

The medical marijuana initiative made it to the ballot in 2020.  The good times were about to roll. Patterson bragged to Mississippi Today in 2022: 

Patterson saw the way medical marijuana impacted his home state of Oklahoma, where he started his businesses. Once-abandoned warehouses and factories are going to have second lives as hydroponic grow houses. Property values overall will go up, he said. 

His company’s Mississippi operation — Mockingbird Cannabis, named for the state bird — has taken over a 163,000-square-foot building that once housed the state’s Department of Revenue in Clinton. Mockingbird has invested $30 million in the facility, Patterson said, and it will support up to 200 new jobs.Article.

Mockingbird recruited Mississippi investors. The Mockingbird Crew "encouraged" investors to set up LLC's and invest through them.  The plaintiffs followed the instructions.  The complaint states the defendants pooled the money into a larger LLC. The lawsuit called the arrangement "a pyramid."  The company established facilities in Raymond and Clinton. 

November 2020 rolled around and Initiative #65 passed with 58% of the vote.  The good times would soon roll as Mississippi was getting a new cash crop.  However, the Mississippi Supreme Court declared the initiative was unconstitutional in May 2021.  

The complaint claims although Millette told investors the decision was only a speed bump, Patterson eyed getting a medical marijuana license and facility in Missouri. Thompson allegedly told Patterson he could not use the investors' money for such a purpose.  The complaint claims Patterson removed Thompson from the board of directors.  

Patterson, Wilkin, Bunch, and Croft set up shell companies in Missouri, funding them with $4 million allegedly withdrawn from the Mockingbird (Mississippi) investments, and obtained a license and facility in Missouri.  They named the facility "Navarro Farms." 

Credit: Mockingbird Facebook page

The Gang of Four allegedly offered shares of Navarro Farms to the Mississippi investors without disclosing they were already funding the operation.  The complaint accuses the Gang of Four of engaging in more shenanigans: 

*  Investors funds were allegedly used as personal slush funds.  The complaint charges Mockingbird paid $2 million in management fees and another $1.5 million in travel expenses in 2021 and 2022 to a number of officials and directors.  No records of the compensation were ever produced despite requests from investors, if the complaint is to be believed. 

* Patterson and Wilkin allegedly diverted $7 million from Navarro Farms to buy out partners in another operation.  The facts of said buyouts are not known as the Defendants (allegedly) would not produce any records. 

* The complaint charges Croft shirked her duty as company lawyer to comply with state and federal law as well as any contracts.  She stands accused of allowing Patterson to engage in unlawful activity or expose Mockingbird to liability.  She did not ensure the company kept adequate financial records while investors money was "misappropriated."  

* The 160,000 square foot Raymond facility was valued at $25 million.  However, Patterson sold it to Gaylon Patterson of the Patterson Family Trust in Oklahoma for $10 million.  Gaylon is Clint's uncle. The complaint claims Gaylon, Gary Patterson, and Elizabeth Patterson are members of the trust.  Gary is Clint's firs cousin.  Elizabeth is married to Gary. 

The trust leased the facility back to Mockingbird at $100,000 per month for 10 years.  Investors claim they had no clue the transaction took place. 

The plaintiffs claim Millette and Brown consented to the sale as members of the Board.  However, they told investors the facility was a fixed asset, not leased property.  The complaint states an April 2024 update said the Raymond facility was a company asset while never admitting it was no longer owned by the company.  The investors asked for records of the transaction but the defendants allegedly would not provide them.  

* The complaint claims Josennhans admitted $8.3 million "had been misappropriated.  Wilkin allegedly fessed up to loaning investors' funds to fund operations in other states while lying he divested himself of all Mockingbird and Navarro Farms holdings.  However, filings at the Secretary of State's office state Wilkin was still the manager. 

* The plaintiffs requested the following records but to no avail:  all operating agreements, an organization chart, names of Board members as well as their terms, identities of all corporate officials as well as their starting and ending dates of employment, minutes of all meetings of the Boards of Directors, and a schedule of all who hold "units or interests." 

The plaintiffs claim the true state of Mockingbird and Navarro Farm's assets are unknown.  The following passage says it all: 

The true state of Mockingbird's and Navarro Farm's assets today is unkown.  but Plaintiff's losses are clear: There is nothing to show for their investments - Defendants can not even tell them who owns what today - and Mockingbird, which raised as much as $32,000,000 has nothing. 

 * The lawsuit takes full aim at the Jackson law firm of Cosmich, Simmons, & Brown.  It alleges John Cosmich and Brown's brother served on the Navarro Farms Board of Directors.  Brown and partner Warchol allegedly solicited investments for "Mississippi Grow" and "Missouri Grow."  

Cosmich lawyers stand accused of helping investors establish LLC's while assisting them with background checks and disclosure forms. 

The plaintiffs claim Cosmich, Simmons, & Brown PLLC is a "substantial investor" in Mockingbird.  Cosmich is allegedly counsel to Mockingbird.  

The complaint charges the defendants with the following counts: 

I: Violation of Mississippi Code Section 79-29-315, failure to provide records

II: Violating Mississippi Securities Act. The law require sellers of securities to register securities and provide investors with any information needed to make an investment decision. 

III: Violation of MSA by Patterson, Wilkin, Bunch, Croft, Brown, Millette, and John Does for selling securities without registering as broker-dealers. 

IV: Breach of fiduciary duties

V: Civil Conspiracy. 

VI: Aiding and abetting 

Attorney Allyson Mills of Lamar Adams fame represents the plaintiffs.  The case is assigned to Circuit Judge Debra Gibbs.

*  The plaintiffs and their LLC's: 

Marcus Burger: NLWH, LLC

Nathan McHardy: Red Work Capital, LLC, Fire Wheel, LLC. Disclosure: McHardy's Briarwood Liquor Store is an advertiser on this website. 

Winston Thompson: Cropshare, LLC

Tonyatta Hairston: Felix Allen, LLC

Brandon Baggett: BBG Investments, LLC, Salo Investments, LLC 

John Burns: High Times, LLC, High Times Two, LLC

Kimberly Hardy: Generational Wealth Investments, LLC

Palo Giscombe & CHristian Groff: Petit Bois 68, LLC
Zachary Harvey: 2901 Investments, LLC

Patrick Taylor: DFT Capital, LLC

** Defendants
Patterson is CEO of Mockingbird, Navarro Farms, and Navarro Farms Vandalia Oklahoma resident.

WIlkin is COO of Mockingbird and Chairman of the Board of Navarro Farms.  Oklahoma resident

Bunch is CFO of Mockingbird. Oklahoma resident

Croft is a Madison attorney and was Chief Legal Officer of Mockingbird. 

Millette is a Director of Mockingbird companies

Brown is manager of Navarro Farms and several Mississippi LLC's. He is a partner in the Jackson law firm Cosmich, Simmons, & Brown.