Exhibit 23.4

 

CONSENT OF JMP SECURITIES LLC

 

The Board of Directors

Akerna Corp.

1630 Welton Street, 4th Floor

Denver, CO 90202

 

RE: Proxy Statement/Prospectus of Akerna Corp. (“Akerna Corp.”) which forms part of Amendment No. 1 to the Registration Statement on Form S-4 of Akerna (the “Amended Registration Statement”).

 

Dear Board of Directors:

 

We hereby consent to the inclusion of our opinion letter, dated January 26, 2023, to the Board of Directors of Akerna as Appendix G to the proxy statement/prospectus included in the Amended Registration Statement filed with the Securities and Exchange Commission on the date hereof and the references to our opinion in such proxy statement/prospectus under the headings “PROSPECTUS SUMMARY—Akerna Reasons for the Transactions and Gryphon Reasons for the Merger,” “PROSPECTUS SUMMARY —Opinion of Akerna’s Financial Advisor,” “RISK FACTORS—Risks Related to the Merger,” and “THE TRANSACTIONS—Opinion of Akerna’s Financial Advisor.” The foregoing consent applies only to the Amended Registration Statement being filed with the Securities and Exchange Commission as of the date hereof and not to any amendments or supplements thereto, and our opinion is not to be used, circulated, quoted or otherwise referred to for any other purpose, nor is it to be filed with, included in or referred to in whole or in part in any other registration statement (including any other amendments to the above-mentioned Registration Statement), proxy statement or any other document, except in accordance with our prior written consent.

 

In giving our consent, we do not admit that we come within the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission thereunder, nor do we admit that we are experts with respect to any part of such Registration Statement within the meaning of the term “experts” as used in the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission thereunder.

 

  Dated: July 5, 2023
   
  /s/ JMP Securities LLC
   
  JMP SECURITIES LLC