Ferdinand Ruplin

Ferdinand Ruplin

Of Counsel

503.802.2029
ferdie.ruplin@tonkon.com

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Services & Industries

Education

J.D., cum laude, Fordham University School of Law, 2016
B.S., Fordham University, 2013

Bar & Court Admissions

Oregon State Bar
Washington State Bar Association
New Jersy State Bar
New York State Bar

Ferdie’s practice emphasizes mergers and acquisitions, and a range of corporate and business matters. He regularly advises private and nonprofit entities with respect to mergers and acquisitions, corporate governance, securities and financings, and other general corporate matters. He also assists clients with contract negotiations and equity ownership disputes.

Ferdie has significant experience working in highly regulated industries, with a focus on the cannabis industry and financial services industry. He serves as Co-Chair of Tonkon Torp’s Cannabis Group and has a deep understanding of the regulatory framework for OLCC and ODA regulated producers, processors, and retailers.

Throughout the pandemic, as a component of his corporate finance work, Ferdie helped clients navigate the ever-changing requirements applicable to Paycheck Protection Program (“PPP”) loans and forgiveness. He has also advised on strategies for handling PPP loans in M&A and other transactions.

Ferdie is also a member of the board of directors for NuProject, which provides capital resources and mentorship for BIPOC cannabis business owners and serves as a platform for national and state equity policy development and advocacy.

Outside of the office, Ferdie plays guitar, violin, and piano and has a black belt in jiu-jitsu. He enjoys spending time outdoors with his wife, Hopi, their two sons, Jude and Magnus, and their golden retriever, Wally.

Get to Know

When he was four years old, Ferdie Ruplin picked up a violin and was drawn into a life-long love affair with music. By age 12, he was playing guitar and piano, and would continue music lessons through high school. Ferdie got involved in the college band circuit while attending undergrad at Fordham University and, in 2011, he auditioned for “American Idol,” the popular singing competition TV show. At the time, the production didn’t allow hopeful contestants to play instruments, but Ferdie still made it through four audition rounds – high enough in the process to meet the celebrity judges – singing hits by Ray LaMontagne, James Morrison, and Gavin DeGraw.

Although he didn’t make the final selection for that season of American Idol, the audition process provoked a professional crossroads for Ferdie, who ultimately decided to pursue a career in law. From his intense years of legal study at Fordham University’s School of Law, through to his current work as a busy cannabis and business lawyer at Tonkon Torp, Ferdie has always turned to music to help him decompress and bring clarity to his thinking. In addition to continuing with piano and guitar, Ferdie has recently picked up the ukulele and is learning lullabies to sing to his two young children.

Representative Matters

Business Software Services Provider

Represented a business-to-business software services provider in the sale of its assets to a strategic buyer. The transaction involved highly negotiated and significant earnout provisions. Tonkon Torp also played a significant role in addressing and reconciling the differing and strongly held views of the family shareholders.

Tonkon Torp Helps Malarkey Roofing Company Construct a Billion-Plus Sale Strategy

Tonkon Torp guided client Herbert Malarkey Roofing Company through a successful $1.35 billion stock sale to Switzerland-based Holcim Group, one of the world’s largest building products companies. The deal secured a place as one of Oregon’s largest M&A transactions in 2021.

Community Involvement & Activities

NuProject
2022-Present, Board of Directors


Professional Memberships

Multnomah Bar Association

The Best Lawyers in America

2023, Ones to Watch – Banking and Finance Law
2023, Ones to Watch – Corporate Law

Ferdie Ruplin Joins Board of Directors for NuProject

Tonkon Torp attorney Ferdinand (Ferdie) Ruplin has joined the Board of Directors of NuProject. NuProject is an Oregon public benefit company working to build generational wealth via the legal cannabis industry. In this role, Ruplin will provide legal counsel and support to the board and organization.

Tonkon Torp Names Ferdie Ruplin Co-Chair of Cannabis Industry Group

Tonkon Torp has appointed attorney Ferdinand (Ferdie) Ruplin as Co-Chair of its Cannabis Industry Group.

Best Lawyers in America® Names 16 Tonkon Torp Attorneys to 2023 Ones to Watch List

Sixteen Tonkon Torp lawyers representing 16 practice groups have been named to The Best Lawyers in America 2023 Ones to Watch directory.

Tonkon Torp Unveils Shareholder Disputes & Governance Practice Group

Tonkon Torp has launched a new practice group, Shareholder Disputes & Governance.

Tonkon Torp Explains PPP EZ Forgiveness Application and New Guidance

Attorneys from Tonkon Torp’s Business Department hosted a webinar to share information on the Paycheck Protection Program (PPP) EZ Forgiveness Application and other new guidance on the PPP. The program was moderated by Partner Drea Schmidt and featured attorneys Betsy Judd and Ferdie Ruplin.

All News Items

Why Struggling Cannabis Companies May Want to Turn to a Receivership

By Ferdinand Ruplin and Yalda Bahramian – The cannabis industry in Oregon has been struggling in recent years. In addition to being impacted by inflation and an ailing economy, vast overproduction of cannabis in the state has caused prices to fall.

OLCC Escalates Minor Decoy Activity in Effort to Increase Compliance

By Ferdie Ruplin and Yalda Bahramian – Cannabis retailers in Oregon should be on high alert, as inspectors from the Oregon Liquor and Cannabis Commission’s (OLCC) Marijuana Program have begun to ramp up the number of Minor Decoy Operations (MDOs) being conducted across the state.

Immediate Changes for Hemp Growers and Sales in Oregon

With the passage of HB 3000, a lot is about to change in Oregon’s hemp industry. One of the more immediate changes registered hemp growers may notice is additional enforcement action in areas of the state where illegal grows and “hot” hemp has become a large concern over the past year or so.

New Legislation Gives OLCC More Oversight Over the Hemp Industry and Delta-8 THC

On July 19, 2021, Governor Kate Brown signed HB 3000, a comprehensive bill that gives the Oregon Liquor and Cannabis Commission (OLCC) significantly more authority and oversight over the hemp industry – including the production and sale of products containing hemp-derived Delta-8 THC.

PPP Round 2: Nonprofit Eligibility, Application Deadline, and Tax Impacts

Shortly before the end of the bizarre and painful 2020 calendar year, the Consolidated Appropriations Act for 2021 (the Act) was signed into law, providing an additional $284 billion appropriation for the Paycheck Protection Program (PPP).

All Alerts Items

Publications & Presentations

“Why Struggling Cannabis Companies May Want to Turn to a Receivership,” Portland Business Journal, December 2022

“OLCC Escalates Minor Decoy Activity in Effort to Increase Compliance,” Tonkon Torp Legal Update, September 2022

“Immediate Changes for Hemp Growers and Sales in Oregon,” Tonkon Torp Legal Update, September 2021

“New Legislation Gives OLCC More Oversight Over the Hemp Industry and Delta-8 THC,” Tonkon Torp Legal Update, August 2021

“PPP Round 2: Nonprofit Eligibility, Application Deadline, and Tax Impacts,” Tonkon Torp Legal Update, March 2021

“PPP Round 2: Who Is Eligible, What Expenses Can Be Paid, And What Is the Tax Treatment?,” Portland Business Journal, February 2021

“New Round of PPP Loans and Tax Breaks in Year End Stimulus Package,” Tonkon Torp Legal Update, December 2020

“Was My PPP Loan Necessary (In Hindsight)? SBA Seeks Additional Information from PPP Borrowers with Loans of $2 Million or More,” Tonkon Torp Legal Update, November 2020

“SBA Issues New Guidance Regarding Changes of Ownership for PPP Borrowers,” Tonkon Torp Legal Update, October 2020

“PPP Update: EZ Forgiveness Application and New Guidance,” June 2020

Panelist, “PPP Loan Forgiveness: Now, Later, Never?” June 2020

“PPP Update: Passage of Paycheck Protection Program Flexibility Act,” Tonkon Torp Legal Update, June 2020

“Cares Act Pitfalls – Ensuring Loan Forgiveness,” Allium Financial Advisors, June 2020

“Market Conditions in Oregon and Washington Evidencing Uncertainty for PPP Loan Certification,” Tonon Torp Legal Update, May 2020

“PPP Loan Certification Guidance – Should I Give the Money Back?” Tonkon Torp Legal Update, May 2020

“FAQ: COVID-19 Impact & Financial Resources for Businesses,” Tonkon Torp Legal Update, April 2020

Panelist, “A Pandemic Primer for Cannabis Businesses – Unique Challenges for a Unique Industry,” April 2020

Panelist, “The COVID-19 Pandemic – A Legal Perspective,“ TiE Oregon, April 2020

“Hemp and the Pitfalls of the USDA’s Interim Final Rule,” Portland Business Journal, April 2020

“Main Street Lending Program for Small to Mid-Sized Businesses,” Tonkon Torp Legal Update, April 2020

“Supplemental FAQ for SBA Loans under the CARES Act – Paycheck Protection Program,” Tonkon Torp Legal Update, April 2020

“FAQ for SBA Loans for Businesses under the CARES Act,” Tonkon Torp Legal Update, March 2020