High Times Holding Corp., a touchstone in the cannabis culture for nearly five decades, announced a landmark transaction with Lucy Scientific Discovery Inc. (NASDAQ:LSDI) that would finally make the iconic brand publicly traded. The deal involves a divestment of core High Times assets, including its IP, brand and licensing business, to Lucy in exchange for 19.9% of Lucy's publicly traded shares.

A Strategic Realigning

The transaction is an all-stock deal that places the valuation of High Times' divested assets at an undisclosed upfront sum. Lucy will issue a yet-to-be-disclosed number of shares of stock to High Times. These shares, along with additional ones that may be issued as "earn-out shares," will be registered for resale under the Securities Act and will be distributed among High Times stockholders.

"Putting High Times into the hands of one of the senior brand builders who helped make Disney what it is today is a wish upon a star," High Times executive chairman Adam Levin told Benzinga. "Just like Disney has hotels, theme parks, and media properties, High Times compares very similarly, where we have our events, our content platforms, and merchandise. The two are much more akin than many would think."

Mutual Growth and Unique Assets

Lucy Scientific Discovery is helmed by Richard Nanula, a veteran of leading Fortune 500 companies. The transaction stands as a strategic reconfiguration of Lucy's approach to brand acquisitions, veering toward a broader appeal within the psychotropic and cannabis sectors. The assets being transferred include intellectual property and domain names such as Hightimes.com, CannabisCup.com and 420.com. Lucy plans to license back these assets to High Times under a long-term arrangement, facilitating their use in ongoing and future recreational cannabis operations in the United States.

A primary factor that accelerated this transaction is the ineligibility of U.S.-based THC-related cannabis companies like High Times to list their shares on Nasdaq due to federal law constraints and Nasdaq regulations - although this limitation does not apply to companies operating in federally legal cannabis markets like Tilray Brands Inc (NASDAQ:TLRY) or Canopy Growth Corp (NASDAQ:CGC). The deal solves this issue, enabling more than 40,000 High Times stockholders to own equity in a Nasdaq-listed company for the first time.

The transaction stands as a seminal moment in the expansion and public financial engagement of the cannabis industry, especially for a brand as venerable as High Times. It not only broadens investment opportunities but also signals a greater societal acceptance and integration of cannabis and psychotropic products into the mainstream financial markets.

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