High Times Archives - Green Market Report

StaffNovember 14, 2022
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The Daily Hit is a recap of cannabis business news for Nov. 14, 2022.

ON THE SITE

Moxie Cannabis & High Times Have a Lot in Common

It seems High Times and the company it just bought, Moxie Holdings, have a lot in common. Both companies failed to go public as planned, and both have not paid their debts. MXY Holdings and High Times also share the same auditor of company financials, GreenGrowth CPAs. Read more here.

Kansas City Entertainment District Takes New Approach to Cannabis Consumption Lounges

The news of a new entertainment district in the Kansas City metro area – which is slated to include cannabis consumption areas when it opens for business next year – appears to be part of both the ongoing normalization of marijuana use across the U.S. and an evolution of a business model that has struggled to find its footing. Read more here.

Verano Delivers Solid Quarter as Expansion Continues

Verano Holdings Corp. (CSE: VRNO) (OTCQX: VRNOF) announced its financial results for the third quarter ending September 30, 2022, as revenue increased 2% sequentially and 10% year-over-year to $228 million. Verano attributed the revenue growth to strength from adult use sales in New Jersey. Read more here.

MediPharm to Cut 30% of Non-Manufacturing Staff after 3Q Losses

MediPharm Labs Corp. (TSX: LABS) (OTCQX: MEDIF) (FSE: MLZ) is poised to cut its non-manufacturing staff head count by 30% after another losing quarter, which saw the Ontario-based company shed another $5.9 million (C$7.9 million), according to the company’s Q3 report. Read more here.

More earnings announcements:

IN OTHER NEWS

Safe Harbor Financial

Third-quarter revenue for Safe Harbor Financial increased 38.6% to $2.38 million for the three-months ended Sept. 30, 2022, compared to $1.72 million for the third quarter of 2021. Loan interest revenue shot up 1,400% with nearly 700 accounts placed with the financial services company. Read more here.

Curaleaf Holdings

Curaleaf Holdings Inc. (CSE: CURA) (OTCQX: CURLF) announced the national rebrand of its Grassroots premium cannabis flower brand and shared details on the brand’s previously announced expansion into California with the launch of Diamond Infused Pre-Rolls. Read more here.

Unrivaled Brands 

During the three months ended Sept. 30, 2022, Unrivaled Brands generated revenue from continuing operations of $10.76 million composed of retail revenue of $8.77 million and cultivation/distribution revenue of $2 million. Read more here.


Debra BorchardtNovember 7, 2022
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Hightimes Holding Corp. and HT Red LLC, a wholly owned subsidiary of Hightimes, bought MXY Holdings Inc., also known as Moxie Holdings, in an all-stock deal. Moxie is known for cultivating, producing, manufacturing, distributing, and selling cannabis products in the state of California.

The deal grants 1,363,654 shares of Hightimes voting common stock to the Moxie organization and includes Moxie’s 11,000-square-foot manufacturing facility as well as 46,000 square feet of flowering canopy cultivation, which is capable of producing up to 3,500 pounds of dry flower and more than 25,000 pounds of fresh frozen cannabis for High Times and its associated branded products each year.

Hightimes stock does not trade publicly nor is there a market for trading the private stock at this time. The company has planned to go public for years but has yet to do so. Hightimes also states in its stock offering that the stock could potentially never trade. The shares were given a par value of $0.001, which would make the value of this deal $1,363.65.

“With our current platform of stores, we believe this acquisition will be synergistic in nature for the Moxie brands and provide a good home for their branded products in California,” Paul Henderson, the chief executive officer of High Times, noted. “Additionally, it will provide High Times with a cultivation and production team that has won dozens of previous Cannabis Cups and other awards across the country.”

“Moxie has been a leading brand in recreational and medical cannabis since our founding, which made it non-negotiable that any acquisition agreement was done with an organization that shares our commitment to creating the highest-quality cannabis products that are trusted by consumers and regulators,” said Jordan Lams, CEO and founder of Moxie. “We believe these values are essential, especially in our current economic climate, for maintaining a strong and prosperous industry. High Times is one of the most recognizable brands in cannabis, and we have the utmost confidence in their ability to continue Moxie’s upward trajectory in California. This combination creates a vertically integrated business model that allows for more control and provides High Times with the freedom to make product-driven decisions that we know will help the industry and provide recreational and medical cannabis users with the highest quality cannabis products.”

In addition, Hightimes entered into separate management services agreements with each of Pure CA, MXY, Sapphire, and Calaveras under which Hightimes agreed to manage those businesses, pending the final closing of the transactions contemplated by the purchase agreements and upon receipt of regulatory approvals. Hightimes will pay all of the expenses of these entities. In consideration of such services, Hightimes will receive all of the revenues and profits, if any, from such businesses during the term of such management services agreements.

Financial Peril

High Times is making an acquisition at a time when the company has quit paying its debt. It is in default on the debt surrounding the company’s original acquisition five years ago.

High Times also is involved in numerous lawsuits, the most recent of which was the claim that the previous sellers owed the company $10 million saying it wasn’t truthful during the acquisition negotiations. That group, led by Eleanora Kennedy, actually sued High Times first for not paying what it owed on the acquisition of the magazine.


StaffOctober 20, 2022
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4min49030

The Daily Hit is a recap of cannabis business news for Oct. 20, 2022.

ON THE SITE

High Times Owes ExWorks $28.8 Million

High Times Holding Corp. filed an update with the Securities & Exchange Commission on Oct. 19 that it is in default on its loan to ExWorks for $28.8 million. In 2017, High Times Holding Corp. took out a loan to acquire Trans-High Corporation (THC), which was the original corporate name for the magazine. The filing stated, “All of our obligations to ExWorks are currently in default.” Read more here.

The Flowr Corp. Seeks Creditor Protection from Canadian Court

Toronto-based The Flowr Corp., (TSX.V: FLWR) (OTC: FLWPF), announced Thursday that the company and its subsidiaries plan to seek an order for creditor protection from the Ontario Superior Court of Justice under the Companies’ Creditors Arrangement Act (CCAA). Such a filing is similar to a company in the U.S. seeking Chapter 11 bankruptcy protection. Read more here.

SPAC Announces Plan to Acquire New Mexico Cannabis Company

BGP Acquisition Corp. (NEO: BGP.U) (OTCQX: BGPPF) (OTCQX: BGPAF), a special purpose acquisition company based in British Columbia, has agreed to acquire Craft 1861 Global Inc. The deal is expected to close in the fourth quarter. Read more here.

Leaked Document Hints at Adult-Use Cannabis Legalization in Germany

Germany might be moving closer to legalized adult-use cannabis, according to a leaked report that lays out a proposed framework for such an industry. The document, obtained by RedaktionsNetwerk Deutschland (RND), reportedly includes recommendations from Germany’s Health Minister Karl Lauterbach on how such an industry should be structured. Read more here.

CENTR Brands Corp.

CENTR Brands Corp. (CSE: CNTR) (FSE: 303) (OTCQB: CNTRF), a producer of functional wellness and CBD beverages, entered into a Settlement Agreement with Joseph E. Meehan, the former chief executive officer of the Company, and Redcliffe Gardens Capital Limited, a consulting corporation controlled by Meehan. Meehan resigned his role as chairman of the board, effective immediately, as part of the agreement. Read more here.

CannTrust Holdings Inc.

CannTrust Holdings Inc., a minority investor in Phoena Holdings Inc. (formerly CannTrust Equity Inc.), made a Division I Proposal pursuant to the Bankruptcy and Insolvency Act (Canada). Subject to satisfying certain conditions, CannTrust intends to address its remaining liabilities, dispose of its residual assets, distribute its shares in Phoena, and dissolve in advance of Nov. 30, 2022, or as soon as practicable after that date. Read more here.


StaffJuly 6, 2022
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6min2460

The Daily Hit is a recap of the top cannabis business stories for July 6, 2022.

ON THE SITE

Fitch Ratings Downgrades Canopy Growth on Recent Debt Deal

Fitch Ratings has downgraded the Long-Term Issuer Default Ratings (IDR) for Canopy Growth Corporation (NASDAQ: CGC) and 11065220 Canada Inc. to ‘C’ from ‘CCC’. Fitch said it has affirmed the ‘B’/’RR1’ratings for the senior secured term loan facility. The downgrade comes after Canopy’s announcement that it had entered into privately negotiated exchange agreements with a limited number of convertible noteholders including Constellation Brands, Inc. (NYSE: STZ) through its wholly-owned subsidiary to acquire approximately CAD263 million principal amount of the notes in exchange for Canopy common shares and approximately C$3 million in cash. Read more here.

High Times Buys Consumption Lounge Paying With Zero Value Stock

Cannabis publisher Hightimes Holding Corp. posted a new filing with the SEC announcing that it made a deal back in April to buy a consumption lounge in West Hollywood CA called The Mezz. The deal apparently took place on April 8, 2022 as High Times entered into a Membership Interest Purchase Agreement with Courtney Zalewski, as manager of The Mezz La Brea, LLC, and the holders of a majority-in-interest of the issued and outstanding membership interests in The Mezz. According to the filing, The Mezz sold for $6 million consisting of  $1,500,000 in convertible promissory notes and  $4,500,000 of Hightimes Class A common stock. Read more here.

LeafLink Reports Drop In May Cannabis Sales

Cannatech company LeafLink’s June Flash report indicated that the month of May was a mixed bag for cannabis category sales, state-by-state performance, and pricing analysis. The report analyzed data from Leaflink’s wholesale brand distribution and retailer platforms, with markets in Arizona, California, Colorado, Michigan, Nevada, Oregon, and Massachusetts. Read more here.

Dispensaries like Bank Buildings But It’s Not The Vaults

Bank buildings are becoming attractive locations for cannabis dispensaries, but fortified vaults aren’t the reason. The banking industry has been closing bank branches by the thousands. According to the National Community Reinvestment Coalition, 9% of all branch locations in the U.S. closed between 2017 and 2021 or roughly 7,500 brick and mortar locations. This move really picked up steam during the pandemic when most people migrated to online banking. Bank consolidation and improvements in mobile banking have also contributed to the banks giving up their locations. Read more here.

5 Reasons 2022 Will Be Big For Psychedelics

Today in the psychedelics industry there is a flurry of activity by some of the industry’s biggest donors, business developers, celebrities, and other movers and shakers who are not only upping their involvement in the industry today but also laser-focused on where it is going. Read more here.

IN OTHER NEWS

Akerna Corp.

Business intelligence from Akerna (Nasdaq: KERN), an enterprise software company and the developer of technology infrastructures for the global cannabis industry, today announced that U.S. cannabis shoppers spent a total of $255.5 million on adult-use and medical cannabis products during the Fourth of July weekend. Read more here.

NewLake Capital Partners, Inc.

NewLake Capital Partners, Inc. (OTCQX: NLCP), a provider of real estate capital to state-licensed cannabis operators, today announced $50 million of investments across three properties, marking the full commitment of capital raised during the company’s initial public offering. NewLake acquired two properties from a leading publicly-traded U.S. multi-state cannabis operator and amended its existing lease with another leading publicly-traded U.S. MSO to fund an already completed expansion. As of June 30, 2022, NewLake has approximately $28.7 million of unfunded commitments. Read more here.

TPCO Holding Corp., Curio Wellness

TPCO Holding Corp. (NEO: GRAM.U) (OTCQX: GRAMF), a consumer-focused California cannabis company, today announced that it has entered into an exclusive brand licensing and cultivation and production agreement with Curio Wellness, to bring the company’s brands and top-quality products to the State of Maryland, with anticipated market launch in late 2022. Read more here.

Rocky Mountain High Brands, Inc.

Rocky Mountain High Brands, Inc. (OTC: RMHB) today announced the launch of Rocky Mountain NexBev, Inc. a wholly owned subsidiary specializing in cannabis beverages. NexBev will work to ensure CBD Life Mexico S.A. de C.V. has product and build RMHB’s HEMPd brand by utilizing a strong network of cannabis co-packers throughout the United States. Read more here.

 


Debra BorchardtJuly 6, 2022
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Cannabis publisher Hightimes Holding Corp. posted a new filing with the SEC announcing that it made a deal back in April to buy a consumption lounge in West Hollywood CA called The Mezz. The deal apparently took place on April 8, 2022 as High Times entered into a Membership Interest Purchase Agreement with Courtney Zalewski, as manager of The Mezz La Brea, LLC, and the holders of a majority-in-interest of the issued and outstanding membership interests in The Mezz. According to the filing, The Mezz sold for $6 million consisting of  $1,500,000 in convertible promissory notes and  $4,500,000 of Hightimes Class A common stock.

High Times can no longer sell stock in its Reg A offering because the company has not published current financials. It has been three years since investors have been given any financial information about the company. A couple of months ago some High Times investors took to Reddit to say they had received correspondence from the company about their shares, but since the shares don’t trade and could potentially never trade, the value is zero.

High Times will still need to get regulatory approvals from the City of West Hollywood and the California Department of Cannabis Control for the transfer control of The Mezz’s cannabis licenses from the Sellers to Hightimes. In addition to buying the lounge, High Times entered into a Management Services Agreement, dated May 6, 2022, with The Mezz to provide certain management and administrative support services to The Mezz. So, even though the sale hasn’t been approved yet, High Times will receive all of the income from The Mezz’s operations, minus The Mezz’s expenses, during the period the Management Services Agreement is in effect.

Successful Lounge?

Apparently, The Mezz either hasn’t been making enough money to pay the rent or was just not well run. The Mezz owed $1,073,727 in back rent under a lease agreement signed April 5, 2019. “Under the terms of the Lease Amendment, the Company agreed to pay $200,000 to Lessor in full satisfaction of the Back Rent owed, and to pay, or cause The Mezz to pay, an additional security deposit in the amount of $126,624 to Lessor as a security deposit, plus $42,208 in rent for the month of May 2022.” The base rent on the space is $35,000 a month.

That High Times is agreeing to pay the back rent on The Mezz location at the same time the company was taken to court in San Francisco for not paying the back rent on the Have A Heart dispensary is ironic.

Reg A Extended – Again

High Times, once again extended its offering. This time to September 20, 2022. The filing states, “The Offering is presently paused pending the Company’s completion of an audit of its 2019, 2020 and 2021 annual consolidated financial statements and preparation of unaudited consolidated financial statement for the six months ended June 30, 2020 and June 30, 2021, as well as the filing with the SEC of the Company’s annual reports on Form 1-K for the years ended December 31, 2019, 2020 and 2021 and the Company’s semi-annual reports on Form 1-SA for the six months ended June 30, 2020 and 2021.”


Debra BorchardtJune 21, 2022
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High Times has sold its LGBTQ publications to Equal Entertainment for an undisclosed amount. The publications include Out.com/ Magazine, Advocate.com/ Magazine, Out Traveler Magazine, Plus Magazine, and Pride.com and given a new name for the company Equal Pride. According to the press release, “The acquisition returns the company to LBGTQ+ majority ownership and creates the largest LGBTQ+ – owned media, digital, TV, and entertainment company in the country with the majority of Equal Pride employees also identifying as LGBTQ+, women, and/or people of color.” The newly named Equal Pride will be run by Mark Berryhill who becomes Chief Executive Officer.

“Our combined company will be the premier home for LGBTQ+ people — and increasingly women and people of color creators, storytellers, journalists, and business people who want to have an impact through their work with one of the most diverse group of media and digital brands in the world,” CEO Mark Berryhill said.

Troubled Ownership

Technically, it was Oreva Capital, the Los Angeles-based investment firm that owns High Times that backed a management-led buyout of Here Publishing, which owned the titles “The Advocate” and “Out” in 2017. The price was not disclosed at that time and the group of titles was rebranded as Pride Media. 

Then the trouble began. Out found it difficult to retain editorial staff and a revolving door of executives came and went. Staff cuts began and amid the layoffs, more freelance writers came on. However, they began getting stiffed and filed a lawsuit in order to get paid. The writers wrote at the time, “OUT.com saw a spike in traffic from 691,000 unique views in September to about 1.5 million in December 2018. OUT’s digital ad revenue has grown 48% year over year. All revenue for Pride Media was estimated to be at just under $5.8 million for 2018 and projected to increase 26% this year. Pride Media and its investors have plenty of money to pay the outstanding sum of invoices — a drop in the bucket compared to the projected $7.2 million in ad revenue Pride Media is projected to earn this year, according to the WWD story. Clearly, profits were and are being made.”

Then the company was accused of not paying a publishing partner PinkNews in 2019. That case finally got resolved by Judge Analisa Torres who awarded PinkNews $49,998.84 on May 21, 2021. In January 2022, PinkNews asked for its legal fees to be covered but was denied the request. 

In addition to problems paying its bills, Oreva and High Times owner Adam Levin was outed for supporting Republican politicians who had opposed gay rights. Levin countered with his support of politicians who voted in favor of gay rights, but nonetheless said he would stop those contributions.  Despite those promises, LGBTQ Nation reported that Levin continued to support anti-gay politicians and couldn’t verify his financial support to pro-gay politicians. 

High Times recently lost a court case regarding back rent owed on a planned dispensary space in San Francisco to the tune of $5 million. So no matter how much the company received for this sale, it likely came at a good time.

Looking Ahead

The magazine titles may have struggled to find an audience as gay and trans rights seemed to bloom under the Obama administration. However, the community is back under attack in the culture wars. Most recently the Texas GOP called homosexuality abnormal, sparking fresh fears of discrimination. The gay community may begin seeking out these publications again in order to inform of new legal attacks. 

In addition to the other named executives, Michael Kelley will become Chairman and President of Global Growth and Development reporting to Berryhill. Diane Anderson-Minshall, the first female CEO of Pride Media, will retain C-suite responsibilities as the Chief Global and Development Officer of Equal Pride focused on editorial brands and international audience expansion. Rounding out the leadership, Joe Lovejoy, will become Chief Financial Officer and Stuart Brockington has been upped to EVP of Sales and Partnerships, effective immediately. Equal Pride 2022 clients include: General Motors, Google Pixel, Gilead, Capital One, Disney/Hulu, TikTok, McDonald’s, Molson Coors, NBCU, J&J and many others.

“We could not be more excited about the opportunity to join forces with Equal,” Diane Anderson-Minshall said as she assumes a role in leadership with expanded duties on global content growth. “This combination will not only create an unparalleled scale with the most diverse and engaged audiences for advertisers as well as other strategic revenue opportunities, but it will also bring together some of our community’s top talent, the most popular media brands, and the most impactful content in the world. This is the beginning of our most exciting chapter.”


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