The parent company of cannabis lifestyle brand and magazine High Times is going public after being acquired last week by a special-purpose acquisition corporation (SPAC), which valued the company at $250 million.
Origo Acquisition Corp., which trades on the Nasdaq under the “OACQ” ticker, purchased Hightimes Holding Corp., effectively allowing the company to go public without an initial public offering.
The deal is subject to shareholder votes and the usual regulatory scrutiny, but it caps a transitionary year for the iconic marijuana lifestyle brand.
The company moved its headquarters from New York to Miracle Mile in the fall shortly after signing a representation deal with United Talent Agency. Last month, the company’s shareholders, 10 individuals from two families, sold a majority stake to Santa Monica private equity firm Oreva Capital for $70 million. Oreva founder and Managing Partner Adam Levin took over as chief executive of the newly formed Hightimes Holding Corp. after the deal.
The last move – taking the company public – is still shrouded in some mystery. Levin and Origo Chief Executive Edward Fred both issued short statements, but declined to answer additional questions about the transaction through a spokesman.
“High Times is one of few household names in the cannabis industry,” Levin said in a statement. “As a leading authority in a rapidly growing and evolving industry, we believe the public market is the best vehicle for capturing and funding substantial market opportunities and championing the innovations emerging across the globe in this industry.”
Hightimes’ shareholders would retain an 83 percent controlling interest in the company despite technically being the acquired party. Origo shareholders are set to own 17 percent of the new vehicle.
Origo, a blank-check company, was formed in 2014 through an IPO of 4 million shares offered at $10. The outfit is backed by Toronto-based hedge fund Polar Asset Management Partners, formerly Polar Securities Inc.; AQR Capital Management out of Greenwich, Conn.; and New York’s Davidson Kempner Capital Management.
EarlyBirdCapital Inc. acted as financial adviser to Origo. CKR Law served as legal adviser to Hightimes and Ellenoff Grossman & Schole was Origo’s legal advisers.
WebMD Diagnoses Deal
El Segundo-based Internet Brands Inc. shelled out $2.8 billion for WebMD last week, adding a name-brand domain name to its roster of web properties.
Internet Brands is owned by New York private equity outfit KKR & Co., which bought the company in 2014 for $1.1 billion. KKR promised to provide funding for the deal – and Securities & Exchange Commission filings show it could infuse another $1.1 billion into Internet Brands – to make the deal happen.
Internet Brands agreed to shell out $66.50 a share to roll up WebMD. That represents a premium of about 20 percent on the stock’s previous closing price and 30 percent above its February price when WebMD first said publicly that it would explore acquisition options.
Internet Brands Chief Executive Bob Brisco said in a statement that WebMD and its sister site Medscape would shore up the company’s market position in the online health-advice space.
WebMD saw about $91 million in earnings on $705 million in revenue last year.
“WebMD and Medscape are the market leaders in online health with unparalleled reach to consumers and health care professionals,” Brisco said. “Since its founding, WebMD has established itself as a trusted resource for health information. We look forward to delivering that resource to even more users, by leveraging our combined resources and presence in online health care to catalyze WebMD’s future growth.”
Double Dip
Platinum Equity is flush with cash after closing a $6.5 billion fund earlier this year and the company is putting the money to work quickly.
The Beverly Hills-based private equity shop announced two unrelated deals last week, acquiring United Site Services and Fischer Tech Ltd.
United Site, known as USS, is based in Westborough, Mass., and provides portable bathrooms, temporary fencing and other services to venues and construction sites. The company has 80 locations and the country’s largest fleet of portable sanitation equipment, according to Platinum.
Singapore-based Fischer Tech, which manufactures high-volume precision engineering plastic components, was purchased by Platinum as a bolt-on acquisition for its portfolio company Ying Shing Enterprises Ltd. Fischer Tech is publicly traded on the Singapore Exchange and has a market cap of slightly more than $150 million. Platinum paid $3.02 a share for the company, which represented a 17 percent premium on Fischer Tech’s closing price on July 26, the day before the deal was announced.
