KTTA Pasithea Therapeutics Corporation

Lucy Scientific Discovery Inc. (“Lucy” or “the Company”) (NASDAQ: LSDI), a licensed producer of compounds for medicinal products, today announced that it had reaffirmed its proposal to Pasithea Therapeutics Corp. (“Pasithea”) (NASDAQ: KTTA), a biotechnology firm focused on innovative medical solutions, to acquire each share of its common stock.

Under the terms of the offer made on June 5th, Lucy proposed to pay $0.60 in cash, and $0.25 cents in Lucy stock (NASDAQ: LSDI) for every share of Pasithea common stock. 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 noted in its letter today to Pasithea that following the announcement of its offer, Pasithea’s stock experienced a significant increase in both price and volume. In fact, on the first trading day following the announcement, the stock hit a nearly 4-month high of just over $0.64, up 86% since the beginning of the month, and volume increased to 1,320,800 shares that day, a 9,334% increase compared to the prior 30-day average of 14,000 shares, suggesting that Pasithea’s shareholders are very interested in the Lucy proposal. 

Having received no response to its proposal, Lucy indicated that if it received a genuine commitment to engage in good faith negotiations by July 10, 2023 it would be willing to explore improving its already generous offer. Lucy further indicated that, in the absence of a constructive response, it was prepared to present its offer directly to Pasithea’s shareholders. 

About Lucy Scientific Discovery Inc.Lucy Scientific Discovery Inc. (NASDAQ: LSDI) is a licensed producer of compounds for medicinal products. Holding a Controlled Drugs and Substances Dealer's License granted by Health Canada's Office of Controlled Substances, Lucy Scientific Discovery Inc. and its wholly-owned subsidiary, LSDI Manufacturing Inc., operate under Part J of the Food and Drug Regulations promulgated under the Food and Drugs Act (Canada). This specialized license authorizes LSDI to develop, sell, deliver, and manufacture pharmaceutical-grade active pharmaceutical ingredients (APIs) used in controlled substances and their raw material precursors. Lucy’s focus is on pioneering innovative therapies for patients in need, and through its lead candidate SANA-013, dedicated to advancing the understanding and applications of psychedelic medicine, improving mental health outcomes, and enhancing well-being for individuals worldwide.

Note Regarding Forward-Looking StatementsThis press release may contain forward-looking statements. Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements by the fact that they are not related to historical or current facts. Forward-looking statements involve risks and uncertainties and include statements regarding, among other things, our projected revenue growth and profitability, our growth strategies and opportunity, anticipated trends in our market and our anticipated needs for working capital. They are generally identifiable by use of the words "may," "will," "should," "anticipate," "estimate," "plans," "potential," "projects," "continuing," "ongoing," "expects," "management believes," "we believe," "we intend" or the negative of these words or other variations on these words or comparable terminology. In particular, these include statements relating to future actions, prospective products, market acceptance, future performance, results of current and anticipated products, sales efforts, expenses, and the outcome. Most of these factors are outside Lucy’s control and may cause actual future events to differ materially from the expected results, include, but are not limited to: (i) the occurrence of any event, change or other circumstance that could give rise to the legality of this consumer product, (ii) inability to recognize the anticipated benefits of the opportunity, which may be affected by, among other things, competition and the ability of the company to grow and manage growth profitability, (iii) costs related to the production, (iv) the ability to implement business plans, forecasts, and other expectations of the opportunity, as well as identify and realize additional opportunities, (v) the outcome of any legal proceedings that may be instituted against Lucy following the announcement of the new product line, and (vi) other risks and uncertainties indicated in the filings that are made from time to time with the SEC by Lucy (including those under the “Risk Factors” sections therein).

These statements are based on our management's expectations, beliefs and assumptions concerning future events affecting us, which in turn are based on currently available information. Although we believe that the estimates and projections reflected in the forward-looking statements are reasonable, our expectations may prove to be incorrect.

Media Contact:NisonCo Public RelationsMichelle Meltonmichelle@nisonco.com

Investor Contact:Addo Investor Relations, Inc.lucyscientific@addo.com