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Debra BorchardtJune 7, 2023


Lucy Scientific Discovery Inc.  (NASDAQ: LSDI) announced on Monday that it wanted to buy the biotech company Pasithea Therapeutics Corp. (NASDAQ: KTTA) in a cash and stock deal. Pasithea confirmed that it had received the unsolicited offer from Lucy Scientific and that the board would review the proposal to see if it was in the best interests of its shareholders.

Lucy proposed to pay $0.60 in cash, and $0.25 cents in Lucy stock for every share of Pasithea common stock. LSDI stock was lately selling at $1.13 per share. Lucy said in its statement, “Given that Pasithea’s stock closed at $0.35 per share on June 1, 2023, the proposal of $0.85 per share equates to 142% premium to Pasithea’s share price. In fact, the cash component alone represents a 71% premium.”

Lucy went on to state that Pasithea’s most recent quarterly report indicated that the company had approximately $30 million in cash on hand. The statement said that, “Given the significant market value discount to its net cash, Lucy believes its attractive offer will create immediate value from the cash portion with additional upside participation through Lucy’s stock as it executes its business plan. In order to preserve cash for shareholders, Lucy intends to explore strategic alternatives for the divestiture of Pasithea’s clinical development program.”

Lucy went on to say that if the Pasithea board didn’t approve of the acquisition, it would approach the company’s shareholders directly.


Pasithea has a therapeutic pipeline that currently consists of four programs. In the company’s most recent filing it stated, “Our lead product candidate, PAS-004, is a next-generation macrocyclic mitogen-activated protein kinase, or MEK inhibitor, that we believe may address the limitations and liabilities associated with existing drugs with a similar mechanism of action. PAS-004 is designed to be macrocyclic for potential use in the treatment of a range of RASopathies, including neurofibromatosis type 1 (“NF1”) and Noonan syndrome, as well as lamin A/C (“LMNA”) cardiomyopathy and a number of oncology indications. Our remaining three programs, PAS-003, PAS-002 and PAS-001, are in the discovery stage and are based on novel targets that we believe address limitations in the treatment paradigm of the indications we plan to address, which are currently amyotrophic lateral sclerosis (“ALS”), multiple sclerosis (“MS”) and schizophrenia.”

In the first quarter, Pasithea said it discontinued its at-home services in New York, NY as well as its services in the U.K. The company wrote in its earnings release, “In addition, we discontinued our clinical operations in Los Angeles, CA and are actively exploring options for the disposal of related property. Accordingly, as of the date of this Quarterly Report on Form 10-Q, we have discontinued the operations of our Clinics segment.”


Debra BorchardtJune 7, 2023


Canadian-based psychedelics company Nirvana Life Sciences (CSE: NIRV) has decided to acquire Medsmart Dispensary Inc., which has an exclusive North American license for “SOSA”, a patented herbal medicine used for addiction treatment. Nirvana had announced in November 2022 that it was looking at buying the company, but wanted to perform a formal due diligence review. Apparently it went well and Nirvana said it was definitely buying Medsmart in exchange for 5 million shares of Nirvana valued at $0.10 per share.

“The opportunity to acquire the rights to a therapy that has such a significant track record of success is a rare opportunity,” said CEO Bruce Clark. “The Nirvana project was formed with the belief that our innovations can make a difference to people affected by this crisis, the addition of the SOSA product to our program brings the prospect of success much closer. This acquisition will add a market ready product to our development portfolio and move our revenue generating projection ahead by more than three years.”

According to Nirvana, SOSA is a patented, WHO-approved, herbal treatment for opiate addiction that has been administered to more than 30 million patients in Asia. The company said that SOSA is registered with the health authorities in China, Indonesia, Thailand, Vietnam, and Cambodia and has been used to safely and effectively treat opiate addictions in these countries for over twenty years. Medsmart holds the exclusive license to distribute SOSA for North America with the right to extend the license to territories including Europe, Oceana, and the balance of the Americas.

Medsmart’s Managing Director, Mr. Mahmoud Aziz, said, “We believe that the SOSA product can be a game changer in the effort to help those afflicted with opiates addiction related disorders. For several years, we have been seeking a partner who shares our vision for this product and are pleased to join with the Nirvana team to bring this product to North America. Nirvana’s core focus on developing treatments for addictions makes this transaction a strategic one for both of our companies.”

A report from the WHO concluded that SOSA can be used “safely and effectively for heroin and other opiates addiction treatment, detoxification and acute heroin withdrawal symptoms.” “In addition, the side effects are minimal and tolerable.” SOSA has been proven to be effective at breaking the cycle of addiction to opioids and other opiate-based addictive drugs.


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