Los Angeles West L.A.-based High Times Holding Corp. is closing deals – but not the deal it most needs.
The parent company of cannabis lifestyle magazine High Times announced last week plans to purchase digital publication Green Rush Daily Inc. of New York for a cash and stock package worth an estimated $6.9 million, according to documents filed with the Securities and Exchange Commission.
But that deal is small potatoes compared to the reverse merger High Times is trying to pull off – a move that could get it listed on Nasdaq.
The company announced the merger with Origo Acquisition Corp. – a special purpose acquisition corporation, or so-called blank check company – last July but has been unable to consummate the deal, which valued High Times at $250 million.
Origo was delisted from Nasdaq in February for several rule violations and is currently trading on over the counter markets pending an appeal. Origo recently held a stockholders meeting to extend High Time’s deal sheet until June.
High Times has meanwhile announced a public stock offering to raise between $5 and $50 million. The offering is being run under the so-called Regulation A securities rules that allow companies to offer equity to both accredited and unaccredited investors alike. The company said in an earlier SEC filing it would list the offering’s share price at $11.
That money could be used to help the company grow and potentially help the Origo deal close, but it might have to go to debt payments. The company has a mounting set of liabilities, including an $1.5 million convertible debt note from ExWorks Capital that comes due in August.
Despite the looming debt payments and delay on consummation of the Origo deal, High Times Chief Executive Adam Levin remained upbeat about the Green Rush transaction, which gives High Times access to Green Rush’s readers and social media followers, according to the company.
“Green Rush Daily has built a large, loyal audience and is innovating coverage of cannabis-related news, culture, business and much more,” Levin said in a statement. “Adding Green Rush Daily to the High Times family strongly enhances our editorial coverage, online presence, audience type and advertiser reach. The deal will significantly benefit the advertisers and readers of both High Times and Green Rush Daily.”
High Times values itself at between $250 million and $288 million based on the number of shares it plans to sell in the offering.
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