LSDIF / Lucy Scientific Discovery Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

LSDIF / Lucy Scientific Discovery Inc. / AdvisorShares Trust Passive Investment

SC 13G 1 sch13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Lucy Scientific Discovery Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 54960E203 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of the Statement) Check the appropriate box to d

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2024 Lucy Scientific Discovery Inc.

Lucy Scientific Discovery Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1)

Exhibit 99.1 Lucy Scientific Discovery Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) May 28, 2024 VANCOUVER, British Columbia-(BUSINESS WIRE)- May 28, 2024- Lucy Scientific Discovery Inc. (NASDAQ: LSDI), a Company dedicated to advancing the understanding and applications of psychotropic medicines, improving mental health outcomes, and enhancing well-being for ind

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2024 Lucy Scientific Discovery Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 001-41616 CUSIP NUMBER (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Tra

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 Lucy Scientific Discovery Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2024 Lucy Scientific Discovery Inc.

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2024 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 98-1776120 (State or other jurisdiction of inco

Up to 736,173 Common Shares Lucy Scientific Discovery Inc.

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-276489 Up to 736,173 Common Shares Lucy Scientific Discovery Inc. This prospectus relates to the offer and resale, from time to time, of up to an aggregate of 736,173 of Lucy Scientific Discovery Inc.’s (the “Company”) common shares, no par value (the “Common Shares”), consisting of: (i) 449,739 Common Shares issuable upon the conver

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 LUCY SCIENTIFIC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 98-1776120 (State or other jurisdiction of

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia, Canada V8W 0B6

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia, Canada V8W 0B6 February 26, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Lucy Scientific Discovery Inc. Registration Statement on Form S-1, File No. 333-276489 REQUEST FOR ACCELERATION OF EFFECTIVENESS Requested Date: February 27

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2024 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 98-1776120 (State or other jurisdiction of

As filed with the Securities and Exchange Commission on February 22, 2024

As filed with the Securities and Exchange Commission on February 22, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 ☐ TRANSITION REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41616 Lucy S

As filed with the Securities and Exchange Commission on February 5, 2024

As filed with the Securities and Exchange Commission on February 5, 2024 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Lucy Scientific Discovery Inc.

Lucy Scientific Discovery, Inc. 301-1321 Blanshard Street Victoria, British Columbia, Canada V8W 0B6

Lucy Scientific Discovery, Inc. 301-1321 Blanshard Street Victoria, British Columbia, Canada V8W 0B6 February 5, 2024 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Tamika Sheppard Re: Lucy Scientific Discovery, Inc. Registration Statement on Form S-1 Filed on January 12, 2024 File No. 333-276489 Dear Ms. Sheppard: By letter da

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Lucy Scientific Discovery Inc.

As filed with the Securities and Exchange Commission on January 12, 2024

As filed with the Securities and Exchange Commission on January 12, 2024 Registration No.

Form of Warrant

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG

Form of Note

Exhibit 4.1 THIS NOTE HAS BEEN ISSUED WITH “ORIGINAL ISSUE DISCOUNT” FOR U.S. FEDERAL INCOME TAX PURPOSES. THE ISSUER WILL MAKE AVAILABLE TO ANY HOLDER OF THIS NOTE: (1) THE ISSUE PRICE AND ISSUE DATE OF THE NOTE, (2) THE AMOUNT OF ORIGINAL ISSUE DISCOUNT ON THE NOTE, (3) THE YIELD TO MATURITY OF THE NOTE, AND (4) ANY OTHER INFORMATION REQUIRED TO BE MADE AVAILABLE BY U.S. TREASURY REGULATIONS UPO

Form of Security and Pledge Agreement

Exhibit 10.2 PLEDGE AND SECURITY AGREEMENT This PLEDGE AND SECURITY AGREEMENT (the “Agreement”) is made and entered into on December 12, 2023, by and between Lucy Scientific Discovery Inc., a corporation organized under the laws of the province of British Columbia, Canada (“LSDI”), and the undersigned entities, each of which is a subsidiary of LSDI (collectively, the “Debtor”) and [], a limited pa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2023 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 Not Applicable (State or other jurisdiction

Form of Securities Purchase Agreement

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of December 12, 2023, by and among Lucy Scientific Discovery Inc., a corporation organized under the laws of the province of British Columbia, Canada (“LSDI”), and the undersigned entities, each of which is a subsidiary of LSDI (collectively, the “Company”), and [], a limited partnership orga

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41616 Lucy

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41616 Lucy Scientific Discovery Inc. (Exact Name of Registr

Subsidiaries of the Registrant.

Exhibit 21.1 Lucy Scientific Discovery, Inc. Lucy Scientific Discovery, Inc., a British Columbia corporation, had the subsidiaries shown below as of September 28, 2023. Lucy Scientific Discovery, Inc. is not a subsidiary of any other entity. Name Jurisdiction of Organization LSDI Manufacturing Inc. Canada (British Columbia) TerraCube International Inc. Canada (British Columbia) 114474 BC Ltd. Cana

Description of Securities

Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES General As of September 28, 2023, Lucy Scientific Discovery, Inc. (the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): common shares, no par value. The following description summarizes the most important terms of our common shares. This summary does not

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 001-41616 CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Tran

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2023 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 Not Applicable (State or other jurisdictio

Amalgamation Agreement, among Lucy Scientific Discovery, Inc., B.C. Ltd., and Bluesky Biologicals Inc., dated September 12, 2023.

Exhibit 2.1 AMALGAMATION AGREEMENT THIS AMALGAMATION AGREEMENT made as of the 12th day of September, 2023 AMONG: LUCY SCIENTIFIC DISCOVERY INC., a corporation existing under the laws of the Province of British Columbia (“Acquiror”); -and- 1438430 B.C. LTD., a corporation existing under the laws of the Province of British Columbia (“SubCo”); -and- BLUESKY BIOLOGICALS INC., a corporation existing un

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2023 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 Not Applicable (State or other jurisdictio

Lucy Scientific Discovery Inc. Announces Acquisition of BlueSky Wellness Inc. in All-Stock Transaction BlueSky Wellness’ e-commerce platform and wellness brands reported more than $20 million in revenue and adjusted Ebitda of $3 million in 2022

Exhibit 99.1 Lucy Scientific Discovery Inc. Announces Acquisition of BlueSky Wellness Inc. in All-Stock Transaction BlueSky Wellness’ e-commerce platform and wellness brands reported more than $20 million in revenue and adjusted Ebitda of $3 million in 2022 VANCOUVER, British Columbia, September 12, 2023 – Lucy Scientific Discovery Inc. (NASDAQ: LSDI), the leader in the psychotropic industry, whic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2023 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 Not Applicable (State or other jurisdiction

Lucy Scientific Acquires High Times Intellectual Property, Including Existing Licensing Agreements in All-Stock Transaction The Transaction includes international and domestic rights of the brand High Times, Cannabis Cup, and 420.com brands, and its

Exhibit 99.1 Lucy Scientific Acquires High Times Intellectual Property, Including Existing Licensing Agreements in All-Stock Transaction The Transaction includes international and domestic rights of the brand High Times, Cannabis Cup, and 420.com brands, and its respective domain names VANCOUVER, British Columbia, September 7, 2023 – Lucy Scientific Discovery Inc. (“Lucy” or “the Company”) (NASDAQ

Lucy Scientific Acquires High Times Intellectual Property, Including Existing Licensing Agreements in All-Stock Transaction The Transaction includes international and domestic rights of the brand High Times, Cannabis Cup, and 420.com brands, and its

Exhibit 99.1 Lucy Scientific Acquires High Times Intellectual Property, Including Existing Licensing Agreements in All-Stock Transaction The Transaction includes international and domestic rights of the brand High Times, Cannabis Cup, and 420.com brands, and its respective domain names VANCOUVER, British Columbia, September 7, 2023 – Lucy Scientific Discovery Inc. (“Lucy” or “the Company”) (NASDAQ

Stock Purchase Agreement, by and among Lucy Scientific Discovery, Inc., Hightimes Holding Corp. and HT Distribution Company, LLC, dated September 6, 2023.

Exhibit 2.1 STOCK PURCHASE AGREEMENT among HIGHTIMES HOLDING CORP. and HT DISTRIBUTION COMPANY, LLC and LUCY SCIENTIFIC DISCOVERY, INC. dated as of September 6, 2023 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”), dated as of September 6, 2023, is entered into among Hightimes Holding Corp., a Delaware corporation (“Parent” or “Hightimes”), HT Distribution Company, LLC, a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2023 LUCY SCIENTIFIC DISCOVERY, INC. (Exact name of registrant as specified in its charter) British Columbia, Canada 001-41616 Not Applicable (State or other jurisdiction

Stock Purchase Agreement, by and among Lucy Scientific Discovery, Inc., Hightimes Holding Corp. and HT Distribution Company, LLC, dated September 6, 2023.

Exhibit 2.1 STOCK PURCHASE AGREEMENT among HIGHTIMES HOLDING CORP. and HT DISTRIBUTION COMPANY, LLC and LUCY SCIENTIFIC DISCOVERY, INC. dated as of September 6, 2023 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”), dated as of September 6, 2023, is entered into among Hightimes Holding Corp., a Delaware corporation (“Parent” or “Hightimes”), HT Distribution Company, LLC, a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2023 Lucy Scientific Disco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2023 Lucy Scientific Discovery Inc.

First Amendment to the Asset Purchase Agreement dated June 30, 2023 among Lucy Scientific Discovery Inc., Lucy Scientific Discovery USA Inc., Wesana Health Inc. and Wesana Health Holdings Inc.

Exhibit 10.1 CONFIDENTIAL June 30, 2023 Lucy Therapeutic Discoveries Inc. c/o Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia Canada V8W 0B6 Attn: Richard Nanula, Executive Chairman Dear Mr. Nanula: Re: Amendment of Asset Purchase Agreement Among Wesana Health Holdings Inc., Lucy Scientific Discovery Inc., Lucy Scientific Discovery USA Inc., and Wesana Health In

Lucy Scientific Discovery, Inc. Achieves Major Milestone with Successful Completion of its Acquisition of the Assets of Wesana Health Company Forms Lucy Discoveries Holdings for Future Research and Development

Exhibit 99.1 Lucy Scientific Discovery, Inc. Achieves Major Milestone with Successful Completion of its Acquisition of the Assets of Wesana Health Company Forms Lucy Discoveries Holdings for Future Research and Development VANCOUVER, British Columbia, July 5, 2023 - Lucy Scientific Discovery Inc. (“Lucy” or “the Company”) (NASDAQ: LSDI) proudly announces the successful completion of its acquisitio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2023 Lucy Scientific Disco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2023 Lucy Scientific Discovery Inc.

Lucy Scientific Discovery Announces Proposal to Acquire Pasithea Therapeutics Corp.

Exhibit 99.1 Lucy Scientific Discovery Announces Proposal to Acquire Pasithea Therapeutics Corp. VANCOUVER, British Columbia, June 5, 2023 - Lucy Scientific Discovery Inc. (“Lucy” or “the Company”) (NASDAQ: LSDI), a licensed producer of compounds for medicinal products, today announced that it sent a proposal to Pasithea Therapeutics Corp. (“Pasithea”) (NASDAQ: KTTA), a biotechnology firm focused

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2023 Lucy Scientific Discovery Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2023 Lucy Scientific Discov

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2023 Lucy Scientific Discovery Inc.

Lucy Scientific Discovery Announces Proposal to Acquire Pasithea Therapeutics Corp.

Exhibit 99.1 Lucy Scientific Discovery Announces Proposal to Acquire Pasithea Therapeutics Corp. VANCOUVER, British Columbia, June 5, 2023 - Lucy Scientific Discovery Inc. (“Lucy” or “the Company”) (NASDAQ: LSDI), a licensed producer of compounds for medicinal products, today announced that it sent a proposal to Pasithea Therapeutics Corp. (“Pasithea”) (NASDAQ: KTTA), a biotechnology firm focused

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41616 Lucy Scie

Strategic Investment Agreement, with Hightimes Holding Corp. or HHC, 1252240 BC LTD, a wholly-owned subsidiary of HHC, and Trans-High Corporation, a wholly-owned subsidiary of HHC

Exhibit 10.1 STRATEGIC INVESTMENT AGREEMENT This strategic investment agreement (this “Agreement”) is dated as of January 16, 2023 (the “Effective Date”) by and among HIGHTIMES HOLDING CORP., a Delaware corporation (“Hightimes”), 1252240 BC LTD, a British Columbia Corporation (“1252240”), TRANS-HIGH CORPORATION, a New York corporation (“THC”), and LUCY SCIENTIFIC DISCOVERY INC, a British Columbia

Definitive asset purchase agreement with Wesana Health Holdings Inc.

Exhibit 10.2 ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT, dated as of March 20, 2023 (this “Agreement”), by and between Lucy Scientific Discovery USA Inc., a Delaware corporation (the “Buyer”), Lucy Scientific Discovery Inc., a corporation organized under the laws of British Columbia (the “Buyer Parent”), and Wesana Health Inc., a Delaware corporation (the “Seller”), and a wholly-owned subsi

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2023 Lucy Scientific Discovery Inc.

Lucy Scientific to Acquire SANA-013 Psychedelic Assets from Drug Developer Wesana Health

Exhibit 99.1 Lucy Scientific to Acquire SANA-013 Psychedelic Assets from Drug Developer Wesana Health ● Transaction subject to Wesana shareholder approval and expected to close in Q2 2023 ● SANA-013 combination of psilocybin and CBD being developed for potential treatment of mental health/CNS conditions expected to commence human testing in 2023 ● Development costs are expected to be borne by a fi

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2023 Lucy Scientific Discovery Inc.

Asset purchase agreement dated March 20, 2023 among Lucy Scientific Discovery Inc, Lucy Scientific Discovery USA Inc, Wesana Health Inc. and Wesana Health Holdings Inc.

Exhibit 1.01 ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT, dated as of March 20, 2023 (this “Agreement”), by and between Lucy Scientific Discovery USA Inc., a Delaware corporation (the “Buyer”), Lucy Scientific Discovery Inc., a corporation organized under the laws of British Columbia (the “Buyer Parent”), and Wesana Health Inc., a Delaware corporation (the “Seller”), and a wholly-owned subsi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 ☐ TRANSITION REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41616 Lucy S

Lucy Scientific Discovery Files Amendment with Health Canada to Expand its List of Controlled Substances to Include Cocaine and Heroin; This Expansion Represents an Effort to Supply Harm Reduction Programs Around the World

Exhibit 99.1 Lucy Scientific Discovery Files Amendment with Health Canada to Expand its List of Controlled Substances to Include Cocaine and Heroin; This Expansion Represents an Effort to Supply Harm Reduction Programs Around the World VICTORIA, British Columbia, February 16, 2023 — Lucy Scientific Discovery Inc. (“Lucy” or the “Company”) [NASDAQ:LSDI], an early-stage psychedelics manufacturing co

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2023 Lucy Scientific Discovery Inc.

1,875,000 Common Shares

Filed Pursuant to Rule 424(b)(4) Registration No. 333-262296 PROSPECTUS 1,875,000 Common Shares This is Lucy Scientific Discovery Inc.’s initial public offering. We are offering 1,875,000 common shares. Prior to this offering, there has been no public market for our common shares. The initial public offering price of our common shares is $4.00 per share. We have been approved to list our common sh

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Lucy Scientific Discovery Inc. (Exact name of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia Not Applicable (State or other jurisdiction of incorporation or organization) (I.R.S. Employ

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada February 6, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery Inc. Registration Stateme

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada February 6, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery Inc. Registration Stateme

February 6, 2023

February 6, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Lucy Scientific Discovery Inc. Registration Statement on Form S-1 File No. 333-262296 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), WestPark Capital, Inc., as representative of the several underwr

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Lucy Scientific Discovery Inc.

As filed with the Securities and Exchange Commission on February 6, 2023.

As filed with the Securities and Exchange Commission on February 6, 2023. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 9 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other jur

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

CORRESP 1 filename1.htm Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada February 6, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery I

Company Presentation CONFIDENTIAL: FEBRUARY 2023 Issuer Free Writing Prospectus Dated February 3, 2023 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No. 333 - 262296 Related to Preliminary Prospectus dated February 3, 2023 Dis

Company Presentation CONFIDENTIAL: FEBRUARY 2023 Issuer Free Writing Prospectus Dated February 3, 2023 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No.

February 6, 2023

February 6, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Lucy Scientific Discovery Inc. Registration Statement on Form S-1 File No. 333-262296 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), WestPark Capital, Inc., as representative of the several underwr

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

CORRESP 1 filename1.htm Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada February 2, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery I

January 31, 2023

January 31, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Lucy Scientific Discovery Inc. Registration Statement on Form S-1 File No. 333-262296 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), WestPark Capital, Inc., as representative of the several underwr

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada January 31, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery Inc. Registration Stateme

As filed with the Securities and Exchange Commission on January 30, 2023.

As filed with the Securities and Exchange Commission on January 30, 2023. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other jur

As filed with the Securities and Exchange Commission on January 23, 2023.

As filed with the Securities and Exchange Commission on January 23, 2023. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other jur

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada January 20, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery Inc. Registration Stateme

January 19, 2023

CORRESP 1 filename1.htm January 19, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Lucy Scientific Discovery Inc. Registration Statement on Form S-1 File No. 333-262296 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), WestPark Capital, Inc., as representativ

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada

Lucy Scientific Discovery Inc. 301-1321 Blanshard Street Victoria, British Columbia V8W 0B6 Canada January 19, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Kristin Lochhead, Terence O’Brien, Ada D. Samerento and Jeffery Gabor Re: Lucy Scientific Discovery Inc. Registration Stateme

Company P r es e n t a t i o n CONFIDENTIAL: JANUARY 2023 Issuer Free Writing Prospectus Dated January 17 , 2023 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No . 333 - 262296 Related to Preliminary Prospectus dated January 1

FWP 1 ea171780-fwplucyscientific.htm FREE WRITING PROSPECTUS Company P r es e n t a t i o n CONFIDENTIAL: JANUARY 2023 Issuer Free Writing Prospectus Dated January 17 , 2023 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No . 333 - 262296 Related to Preliminary Prospectus dated January 17 , 2023 Disclaimer REGISTRATION STATEMENT Lucy Scientific Discovery Inc. (the “Company”)

As filed with the Securities and Exchange Commission on January 17, 2023.

S-1/A 1 fs12023a6lucyscient.htm AMENDMENT NO. 6 TO FORM S-1 As filed with the Securities and Exchange Commission on January 17, 2023. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its chart

Strategic Investment Agreement, dated January 16, 2023 by and among Hightimes Holding Corp. 1252240 BC LTD., Trans-High Corporation and the Registrant.

Exhibit 10.23 Strategic Investment agreement This strategic investment agreement (this “Agreement”) is dated as of January 16, 2023 (the “Effective Date”) by and among HIGHTIMES HOLDING CORP., a Delaware corporation (“Hightimes”), 1252240 BC LTD, a British Columbia Corporation (“1252240”), TRANS-HIGH CORPORATION, a New York corporation (“THC”), and LUCY SCIENTIFIC DISCOVERY INC, a British Columbia

CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SEC. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. OMITTED INFORMATION HAS BEEN REPLACED IN THIS LETTER AS FILED VIA

Troutman Pepper Hamilton Sanders LLP 875 Third Avenue New York, NY 10022 Troutman.

Form of Employment Agreement by and between Brian Zasitko and the Registrant.

Exhibit 10.9 December 30, 2022 Brian Zasitko Chief Financial Officer Lucy Scientific Discovery (USA) Inc. Dear Brian, 1. Position; Duties. On behalf of Lucy Scientific Discovery (USA) Inc., a Delaware corporation (the “Company”), I am pleased to memorialize in writing your full-time employment with the Company, in the position of Chief Financial Officer, commencing on January 1, 2023 (the “Effecti

Company Presentation CONFIDENTIAL: DECEMBER 202 2 Issuer Free Writing Prospectus Dated December 13, 2022 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No. 333 - 262296 Related to Preliminary Prospectus dated December 13, 2022

FWP 1 ea171379-fwplucyscientific.htm FREE WRITING PROSPECTUS Company Presentation CONFIDENTIAL: DECEMBER 202 2 Issuer Free Writing Prospectus Dated December 13, 2022 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No. 333 - 262296 Related to Preliminary Prospectus dated December 13, 2022 Disclaimer REGISTRATION STATEMENT Lucy Scientific Discovery Inc. (the “Company”) has file

As filed with the Securities and Exchange Commission on January 9, 2023.

As filed with the Securities and Exchange Commission on January 9, 2023. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other juri

Company Presentation CONFIDENTIAL: DECEMBER 202 2 Issuer Free Writing Prospectus Dated December 14, 2022 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No. 333 - 262296 Related to Preliminary Prospectus dated December 14, 2022

Company Presentation CONFIDENTIAL: DECEMBER 202 2 Issuer Free Writing Prospectus Dated December 14, 2022 Filed Pursuant to Rule 433 of the Securities Act of 1933 Registration No.

Form of Underwriting Agreement.

EX-1.1 2 fs12022a4ex1-1lucyscien.htm FORM OF UNDERWRITING AGREEMENT Exhibit 1.1 UNDERWRITING AGREEMENT between LUCY SCIENTIFIC DISCOVERY INC. and WESTPARK CAPITAL, INC. as Representative of the Several Underwriters LUCY SCIENTIFIC DISCOVERY INC. UNDERWRITING AGREEMENT New York, New York [●], 2022 WestPark Capital, Inc. As Representative of the several Underwriters named on Schedule 1 attached here

Form of Indemnification Agreement

Exhibit 10.1 FORM OF INDEMNITY AGREEMENT THIS AGREEMENT is made effective the day of , 202. BETWEEN: , an individual resident in British Columbia (hereinafter referred to as the ?Indemnitee?) - and - LUCY SCIENTIFIC DISCOVERY INC., a corporation incorporated under the laws of the Province of British Columbia (hereinafter referred to as the ?Corporation?) WHEREAS the Indemnitee is/ an officer and/o

Form of Representative’s Warrant

Exhibit 4.4 Form of Representative?s Warrant Agreement THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGH

Form of Common Share Certificate.

Exhibit 4.1

As filed with the Securities and Exchange Commission on December 14, 2022.

As filed with the Securities and Exchange Commission on December 14, 2022. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other ju

Filing fee table

EX-FILING FEES 9 fs12022a4ex-feelucyscien.htm FILING FEE TABLE Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Lucy Scientific Discovery Inc. (Exact Name of Registrant as Specified in its Charter) Registrant Name in English, if applicable (Translation of Registrant’s Name into English) Table 1-Newly Registered Securities Security Type Security Class Title Fee Calculation Rule or Instr

Form of Employment Agreement by and between Christopher McElvany and the Registrant.

Exhibit 10.7 November 23, 2022 Chris McElvany Chief Executive Officer Lucy Scientific Discovery (USA) Inc. Dear Chris, 1. Position; Duties. On behalf of Lucy Scientific Discovery (USA) Inc., a Delaware corporation (the ?Company?), I am pleased to memorialize in writing your full-time employment with the Company, in the position of Chief Executive Officer, commencing on the date of closing of the C

As filed with the Securities and Exchange Commission on December 5, 2022.

As filed with the Securities and Exchange Commission on December 5, 2022. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other jur

Form of Employment Agreement by and between Richard D. Nanula and the Registrant.

Exhibit 10.8 November 23, 2022 Richard Nanula Executive Chairman Lucy Scientific Discovery (USA) Inc. Dear Richard, As discussed, this will confirm that Lucy Scientific Discovery (USA) Inc. (?Lucy? or the ?Company?) a Delaware corporation (the ?Company?), I am pleased to memorialize in writing your full-time employment with the Company, in the position of Executive Chairman, commencing on the date

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Lucy Scientific Discovery Inc.

As filed with the Securities and Exchange Commission on November 14, 2022.

S-1/A 1 fs12022a2lucyscientific.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on November 14, 2022. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its chart

2021 Equity Incentive Plan of the Registrant.

Exhibit 10.4 LUCY SCIENTIFIC DISCOVERY, INC. 2021 EQUITY INCENTIVE PLAN Section 1. Purpose; Definitions. The purposes of the Lucy Scientific Discovery, Inc. 2021 Equity Incentive Plan (as amended from time to time, the ?Plan?) are to: (a) enable Lucy Scientific Discovery, Inc. (the ?Company?) and its affiliated companies to recruit and retain highly qualified employees, directors and consultants;

Filing fee table

Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Lucy Scientific Discovery Inc.

* * *

Troutman Pepper Hamilton Sanders LLP 875 Third Avenue New York, NY 10022 troutman.

As filed with the Securities and Exchange Commission on March 4, 2022.

S-1/A 1 fs12022a1lucyscientific.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on March 4, 2022. Registration No. 333-262296 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter)

Form of Option Award under the 2021 Equity Incentive Plan.

Exhibit 10.5 LUCY SCIENTIFIC DISCOVERY INC. 2021 EQUITY INCENTIVE PLAN STOCK OPTION GRANT NOTICE AND AWARD AGREEMENT Lucy Scientific Discovery Inc. (the ?Company?), pursuant to its 2021 Equity Incentive Plan (the ?Plan?), hereby grants to the individual listed below (?Participant?) an option to purchase the number of Shares set forth below (the ?Option?). The Option described in this Stock Option

Form of Option Certificate under the 2019 Stock Option Plan.

Exhibit 10.3 HOLLYWEED NORTH CANNABIS INC. OPTION CERTIFICATE This Option Certificate is issued pursuant to the provisions of the Stock Option Plan of Hollyweed North Cannabis Inc (the ?Corporation?) dated May 27, 2019 (the ?Plan?). Option Holder?s Name: Address: Total Options: Exercise Price Per Share: Award Date: Vesting Schedule: Expiry Date: The vested portion or portions of the Option may be

Promissory Note, dated January 1, 2019, issued by the Registrant to Livio Susin.

Exhibit 10.16 January 1, 2019 PROMISSORY NOTE $200,000 FOR VALUE RECEIVED, the undersigned, Hollyweed North Cannabis Inc. (the "Borrower"), hereby promises to pay to or to the order of Livio Susin (the "Lender") (on behalf of David Anthony) in Vancouver, British Columbia, or any other place as the Lender may from time to time designate by notice in writing to the Borrower, the principal amount of

Second Amendment to Minutes of Settlement, dated May 12, 2021, by and among Mary Stipancic, Renee Gagnon, Livio Susin, Heather Jennings and the Registrant.

Exhibit 10.13 SECOND AMENDMENT TO THE MINUTES OF SETTLEMENT THIS SECOND AMENDMENT TO THE MINUTES OF SETTLEMENT is dated as of the 12 day of May, 2021 (the "Effective Date"), BETWEEN: HOLLYWEED NORTH CANNABIS INC., a company incorporated under the Business Corporations Act (British Columbia) and having its registered office at 201-2377 Bevan Avenue, Sidney, British Columbia V8L 4M9 (?Hollyweed") AN

Subsidiaries of the Registrant.

Exhibit 21.1 Lucy Scientific Discovery, Inc. List of Subsidiaries Name Jurisdiction of Organization LSDI Manufacturing Inc. Canada (British Columbia) TerraCube International Inc. Canada (British Columbia)

Form of Amended and Restated Articles of Incorporation of the Registrant (to be effective upon completion of this offering).

Exhibit 3.1 TABLE OF CONTENTS BUSINESS CORPORATIONS ACT ARTICLES of LUCY SCIENTIFIC DISCOVERY INC. Page ARTICLE 1 INTERPRETATION 1.1 Definitions 1 1.2 Business Corporations Act and Interpretation Act Definitions Applicable 1 ARTICLE 2 SHARES AND SHARE CERTIFICATES 2.1 Authorized Share Structure 1 2.2 Form of Share Certificate 1 2.3 Shareholder Entitled to Certificate or Acknowledgement 1 2.4 Deliv

Asset Purchase Agreement, dated February 25, 2021, by and between the Registrant and Chris McElvany.

Exhibit 10.20 ASSET PURCHASE AGREEMENT THIS AGREEMENT dated as of the 25th day of February, 2021 is made between: HOLLYWEED NORTH CANNABIS INC., a corporation incorporated under the laws of the Province of British Columbia, Canada (the ?Purchaser?) - and - CHRIS MCELVANY, an individual resident in the Town of Dorado, Puerto Rico (the ?Vendor?) WHEREAS the Vendor desires to sell to the Purchaser an

* * *

Troutman Pepper Hamilton Sanders LLP 875 Third Avenue New York, NY 10022 troutman.

Promissory Note, dated April 17, 2019, issued by the Registrant to 1118737 BC Ltd.

EX-10.18 18 fs12021ex10-18lucyscienti.htm PROMISSORY NOTE, DATED APRIL 17, 2019, ISSUED BY THE REGISTRANT TO 1118737 BC LTD. Exhibit 10.18 April 17, 2019 SHORT-TERM LOAN $506,000 THIS SHORT-TERM LOAN AGREEMENT (this “Note”) is entered into as of the date above written, by and between Hollyweed North Cannabis Inc. (the “Borrower”), and 1118737 BC Ltd. (the “Lender”), WHEREAS, the Borrower wishes to

Executive Consulting Agreement, dated February 22, 2021, by and between Supercritical Labs, LLC and the Registrant.

Exhibit 10.6 EXECUTIVE CONSULTING AGREEMENT This Agreement dated and made effective as of the 22nd day of February, 2021. BETWEEN: HOLLYWEED NORTH CANNABIS INC., a company incorporated pursuant to the laws of Canada and having offices in Victoria, British Columbia (the ?Corporation?) - and - SUPERCRITICAL LABS, LLC, a limited liability company incorporated pursuant to the laws of Puerto Rico and h

Consulting Agreement, dated September 30, 2020, by and between Renee Gagnon and the Registrant, as amended by the Amendment No. 1, dated December 21, 2020.

Exhibit 10.10 Consulting Agreement THIS CONSULTING AGREEMENT (the “Agreement”) is dated this 1st day of October , 2020 Client (the “Client”) Hollyweed North Cannabis Inc. 777 Fort Street, Victoria, BC, V8W 1H2 Consultant (the “Consultant”) Renee Gagnon 3974 Lexington Ave, Victoria, BC V8N 3Z6 BACKGROUND A. The Client is of the opinion that the Consultant has the necessary qualifications, experienc

Power of Attorney (included in the signature page to this registration statement).

As filed with the Securities and Exchange Commission on January 21, 2022. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lucy Scientific Discovery Inc. (Exact name of registrant as specified in its charter) British Columbia 2834 Not Applicable (State or other jurisdiction of incorporatio

Line of Credit Agreement, dated November 5, 2020, by and among Origo BC Holdings Ltd., its Participating Lenders, the Registrant and its subsidiaries, as amended.

Exhibit 10.15 Execution Copy LINE OF CREDIT AGREEMENT by and among Origo BC Holdings Ltd. and Its Participating Lenders and HollyWeed North Cannabis Inc. and Subsidiaries as Borrowers As of November 5, 2020 1 Execution Copy LINE OF CREDIT AGREEMENT THIS LINE OF CREDIT AGREEMENT (?Agreement?) is made and entered into effective as of the 5th day of November 2020 (the ?Effective Date?) by and between

Promissory Note, dated February 25, 2021, issued by the Registrant to Downwind Investments LLC.

Exhibit 10.19 UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE JUNE 26, 2021. THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “U.S. SECURITIES ACT”), OR STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING THESE SECURITIES, AGREES FOR THE BENEFIT OF HOLLYWEED N

2019 Stock Option Plan of the Registrant.

Exhibit 10.2 HOLLYWEED NORTH CANNABIS INC. STOCK OPTION PLAN MAY 27, 2019 TABLE OF CONTENTS Page(s) ARTICLE 1. DEFINITIONS AND INTERPRETATION 1 1.1 Definitions. 1 1.2 Choice of Law. 5 1.3 Headings 5 ARTICLE 2. PURPOSE AND PARTICIPATION 5 2.1 Purpose 5 2.2 Participation 5 2.3 Notification of Award 6 2.4 Copy of Plan 6 2.5 Limitation 6 ARTICLE 3. TERMS AND CONDITIONS OF OPTIONS 6 3.1 Board to Issue

Consulting Agreement, dated December 16, 2020, by and between Livio Susin and the Registrant.

Exhibit 10.9 Consulting Agreement THIS CONSULTING AGREEMENT (the “Agreement”) is dated this 16th day of December, 2020 Client (the “Client”) Hollyweed North Cannabis Inc. 3974 Lexington Ave, Victoria, BC V8N 3Z6 Consultant (the “Consultant”) Livio Susin 103-2197 west 2nd Ave Vancouver, BC V6K 1H7 BACKGROUND A. The Client is of the opinion that the Consultant has the necessary qualifications, exper

Warrant to Purchase Common Shares, dated November 5, 2020, issued by the Registrant to Origo Holdings, Inc.

Exhibit 4.3 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?U.S. Securities Act?) OR ANY APPLICABLE STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING SUCH SECURITIES, AGREES FOR THE BENEFIT OF THE CORPORATION THAT SUCH SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED, DIRECTLY OR INDI

Promissory Note, dated February 19, 2019, issued by the Registrant to Livio Susin.

Exhibit 10.17 February 19, 2019 SHORT-TERM LOAN $330,000 THIS SHORT-TERM LOAN AGREEMENT (this "Note") is entered into as of the date above written, by and between Hollyweed North Cannabis Inc. (the "Borrower"), and Livio Susin (the "Lender"), WHEREAS, the Borrower wishes to borrow from the Lender, and the Lender wishes to lend to the Borrower up to the sum of THREE HUNDRED AND THIRTY THOUSAND DOLL

Executive Consulting Agreement, dated February 22, 2021, by and between AJK Biopharmaceutical LLC — Canadian Consulting Series and the Registrant.

Exhibit 10.8 EXECUTIVE CONSULTING AGREEMENT This Agreement dated and made effective as of the 22nd day of February, 2021. BETWEEN: HOLLYWEED NORTH CANNABIS INC., a company incorporated pursuant to the laws of Canada and having offices in Victoria, British Columbia (the ?Corporation?) - and - AJK BIOPHARMACEUTICAL LLC ? CANADIAN CONSULTING SERIES, a company incorporated pursuant to the laws of Neva

Offer to Lease, dated March 22, 2017, Ark Holdings Ltd. and the Registrant, as amended.

Exhibit 10.14 690 ARK ROAD CVRD, BC (BUILDING) OFFER TO LEASE BETWEEN ARK HOLDINGS LTD. (LANDLORD) AND HOLLYWEED NORTH CANNABIS INC. (TENANT) Colliers Macaulay NicolIs Inc., Victoria, BC (Brokerage) Ty Whittaker (250) 414-8395 OFFER TO LEASE BUILDING NAME OR ADDRESS CITY, BC (?BUILDING?) TO: ARK HOLDINGS LTD. hereinafter called the (?Landlord?) WE: HOLLYWEEDNORTHCANNABIS INC. hereinafter called th

Minutes of Settlement, dated April 20, 2020, by and among Mary Stipancic, Renee Gagnon, Livio Susin, Heather Jennings and the Registrant.

Exhibit 10.11 BETWEEN: MARY STIPANCIC (hereinafter ?Stipancic?) and HOLLYWEED NORTH CANNABIS INC. (hereinafter ?Holly Weed?) and RENEE GAGNON (hereinafter ?Gagnon?) and LIVIO SUSIN (hereinafter ?Susie) and HEATHER JENNINGS (hereinafter ?Jennings?) MINUTES OF SETTLEMENT WHEREAS Stipancic was formerly employed by HollyWeed; AND WHEREAS the employment relationship between HollyWeed and Stipancic is g

First Amendment to Minutes of Settlement, dated October 23, 2020, by and among Mary Stipancic, Renee Gagnon, Livio Susin, Heather Jennings and the Registrant.

Exhibit 10.12 FIRST AMENDMENT TO THE MINUTES OF SETTLEMENT THIS FIRST AMENDMENT TO THE MINUTES OF SETTLEMENT is dated as of the 23rd day of October, 2020 (the ?Effective Date?), BETWEEN: HOLLYWEED NORTH CANNABIS INC., a company incorporated under the Business Corporations Act (British Columbia) and having its registered office at 201-2377 Bevan Avenue, Sidney, British Columbia V8L 4M9 (?Hollyweed?

Form of Warrant to Purchase Common Shares, dated January 22, 2021, issued by the Registrant to Affiliates of Origo Holdings, Inc.

Exhibit 4.4 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?U.S. Securities Act?) OR ANY APPLICABLE STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING SUCH SECURITIES, AGREES FOR THE BENEFIT OF THE CORPORATION THAT SUCH SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED, DIRECTLY OR INDI

ASSET PURCHASE AGREEMENT

Exhibit 10.16 ASSET PURCHASE AGREEMENT THIS AGREEMENT dated as of the 25th day of February, 2021 is made between: HOLLYWEED NORTH CANNABIS INC., a corporation incorporated under the laws of the Province of British Columbia, Canada (the ?Purchaser?) - and - CHRIS MCELVANY, an individual resident in the Town of Dorado, Puerto Rico (the ?Vendor?) WHEREAS the Vendor desires to sell to the Purchaser an

EXECUTIVE CONSULTING AGREEMENT

Exhibit 10.6 EXECUTIVE CONSULTING AGREEMENT This Agreement dated and made effective as of the 22nd day of February, 2021. BETWEEN: HOLLYWEED NORTH CANNABIS INC., a company incorporated pursuant to the laws of Canada and having offices in Victoria, British Columbia (the ?Corporation?) - and - SUPERCRITICAL LABS, LLC, a limited liability company incorporated pursuant to the laws of Puerto Rico and h

WARRANT TO PURCHASE COMMON SHARES OF HOLLYWEED NORTH CANNABIS INC.

Exhibit 4.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?U.S. Securities Act?) OR ANY APPLICABLE STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING SUCH SECURITIES, AGREES FOR THE BENEFIT OF THE CORPORATION THAT SUCH SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED, DIRECTLY OR INDI

690 ARK ROAD CVRD, BC (BUILDING) OFFER TO LEASE ARK HOLDINGS LTD. HOLLYWEED NORTH CANNABIS INC.

EX-10.11 11 filename11.htm Exhibit 10.11 690 ARK ROAD CVRD, BC (BUILDING) OFFER TO LEASE BETWEEN ARK HOLDINGS LTD. (LANDLORD) AND HOLLYWEED NORTH CANNABIS INC. (TENANT) Colliers Macaulay NicolIs Inc., Victoria, BC (Brokerage) Ty Whittaker (250) 414-8395 OFFER TO LEASE BUILDING NAME OR ADDRESS CITY, BC (“BUILDING”) TO: ARK HOLDINGS LTD. hereinafter called the (“Landlord”) WE: HOLLYWEEDNORTHCANNABIS

HOLLYWEED NORTH CANNABIS INC. STOCK OPTION PLAN MAY 27, 2019

Exhibit 10.2 HOLLYWEED NORTH CANNABIS INC. STOCK OPTION PLAN MAY 27, 2019 TABLE OF CONTENTS Page(s) ARTICLE 1. DEFINITIONS AND INTERPRETATION 1 1.1 Definitions. 1 1.2 Choice of Law. 5 1.3 Headings 5 ARTICLE 2. PURPOSE AND PARTICIPATION 5 2.1 Purpose 5 2.2 Participation 5 2.3 Notification of Award 6 2.4 Copy of Plan 6 2.5 Limitation 6 ARTICLE 3. TERMS AND CONDITIONS OF OPTIONS 6 3.1 Board to Issue

WARRANT TO PURCHASE COMMON SHARES OF HOLLYWEED NORTH CANNABIS INC.

Exhibit 4.3 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?U.S. Securities Act?) OR ANY APPLICABLE STATE SECURITIES LAWS. THE HOLDER HEREOF, BY PURCHASING SUCH SECURITIES, AGREES FOR THE BENEFIT OF THE CORPORATION THAT SUCH SECURITIES MAY BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED, DIRECTLY OR INDI

Consulting Agreement THIS CONSULTING AGREEMENT (the “Agreement”) is dated this 1st day of October , 2020 Client (the “Client”) Hollyweed North Cannabis Inc. 777 Fort Street, Victoria, BC, V8W 1H2 Consultant (the “Consultant”) Renee Gagnon 3974 Lexing

Exhibit 10.9 Consulting Agreement THIS CONSULTING AGREEMENT (the ?Agreement?) is dated this 1st day of October , 2020 Client (the ?Client?) Hollyweed North Cannabis Inc. 777 Fort Street, Victoria, BC, V8W 1H2 Consultant (the ?Consultant?) Renee Gagnon 3974 Lexington Ave, Victoria, BC V8N 3Z6 BACKGROUND A. The Client is of the opinion that the Consultant has the necessary qualifications, experience

FOR VALUE RECEIVED, the undersigned, Hollyweed North Cannabis Inc. (the "Borrower"), hereby promises to pay to or to the order of Livio Susin (the "Lender") (on behalf of David Anthony) in Vancouver, British Columbia, or any other place as the Lender

Exhibit 10.13 January 1, 2019 PROMISSORY NOTE $200,000 FOR VALUE RECEIVED, the undersigned, Hollyweed North Cannabis Inc. (the "Borrower"), hereby promises to pay to or to the order of Livio Susin (the "Lender") (on behalf of David Anthony) in Vancouver, British Columbia, or any other place as the Lender may from time to time designate by notice in writing to the Borrower, the principal amount of

THIS SHORT-TERM LOAN AGREEMENT (this “Note”) is entered into as of the date above written, by and between Hollyweed North Cannabis Inc. (the “

EX-10.15 15 filename15.htm Exhibit 10.15 April 17, 2019 SHORT-TERM LOAN $506,000 THIS SHORT-TERM LOAN AGREEMENT (this “Note”) is entered into as of the date above written, by and between Hollyweed North Cannabis Inc. (the “Borrower”), and 1118737 BC Ltd. (the “Lender”), WHEREAS, the Borrower wishes to borrow from the Lender, and the Lender wishes to lend to the Borrower up to the sum of FIVE HUNDR

As confidentially submitted to the U.S. Securities and Exchange Commission on September 27, 2021. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strict

As confidentially submitted to the U.S. Securities and Exchange Commission on September 27, 2021. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER T

EXECUTIVE CONSULTING AGREEMENT

Exhibit 10.7 EXECUTIVE CONSULTING AGREEMENT This Agreement dated and made effective as of the 22nd day of February, 2021. BETWEEN: HOLLYWEED NORTH CANNABIS INC., a company incorporated pursuant to the laws of Canada and having offices in Victoria, British Columbia (the ?Corporation?) - and - AJK BIOPHARMACEUTICAL LLC ? CANADIAN CONSULTING SERIES, a company incorporated pursuant to the laws of Neva

Lucy Scientific Discovery, Inc. List of Subsidiaries

Exhibit 21.1 Lucy Scientific Discovery, Inc. List of Subsidiaries Name Jurisdiction of Organization LSDI Manufacturing Inc. Canada (British Columbia) TerraCube International Inc. Canada (British Columbia)

LINE OF CREDIT AGREEMENT by and among Origo BC Holdings Ltd. and Its Participating Lenders and HollyWeed North Cannabis Inc. and Subsidiaries as Borrowers As of November 5, 2020

Exhibit 10.12 Execution Copy LINE OF CREDIT AGREEMENT by and among Origo BC Holdings Ltd. and Its Participating Lenders and HollyWeed North Cannabis Inc. and Subsidiaries as Borrowers As of November 5, 2020 1 Execution Copy LINE OF CREDIT AGREEMENT THIS LINE OF CREDIT AGREEMENT (?Agreement?) is made and entered into effective as of the 5th day of November 2020 (the ?Effective Date?) by and between

HOLLYWEED NORTH CANNABIS INC. OPTION CERTIFICATE

Exhibit 10.3 HOLLYWEED NORTH CANNABIS INC. OPTION CERTIFICATE This Option Certificate is issued pursuant to the provisions of the Stock Option Plan of Hollyweed North Cannabis Inc (the ?Corporation?) dated May 27, 2019 (the ?Plan?). Option Holder?s Name: Address: Total Options: Exercise Price Per Share: Award Date: Vesting Schedule: Expiry Date: The vested portion or portions of the Option may be

Consulting Agreement THIS CONSULTING AGREEMENT (the “Agreement”) is dated this 16th day of December, 2020 Client (the “Client”) Hollyweed North Cannabis Inc. 3974 Lexington Ave, Victoria, BC V8N 3Z6 Consultant (the “Consultant”) Livio Susin 103-2197

Exhibit 10.8 Consulting Agreement THIS CONSULTING AGREEMENT (the ?Agreement?) is dated this 16th day of December, 2020 Client (the ?Client?) Hollyweed North Cannabis Inc. 3974 Lexington Ave, Victoria, BC V8N 3Z6 Consultant (the ?Consultant?) Livio Susin 103-2197 west 2nd Ave Vancouver, BC V6K 1H7 BACKGROUND A. The Client is of the opinion that the Consultant has the necessary qualifications, exper

HOLLYWEED NORTH CANNABIS INC. (the “Company”) TABLE OF CONTENTS

Exhibit 3.1 Incorporation number: BC1107805 HOLLYWEED NORTH CANNABIS INC. (the ?Company?) ARTICLES TABLE OF CONTENTS Page PART 1 - Interpretation 1 1.1 Definitions 1 1.2 Business Corporations Act and Interpretation Act Definitions Applicable 1 PART 2 - SHARES AND SHARE CERTIFICATES 2 2.1 Authorized Share Structure 2 2.2 Form of Share Certificate 2 2.3 Shareholder Entitled to Certificate or Acknowl

THIS SHORT-TERM LOAN AGREEMENT (this "Note") is entered into as of the date above written, by and between Hollyweed North Cannabis Inc. (the "

Exhibit 10.14 February 19, 2019 SHORT-TERM LOAN $330,000 THIS SHORT-TERM LOAN AGREEMENT (this "Note") is entered into as of the date above written, by and between Hollyweed North Cannabis Inc. (the "Borrower"), and Livio Susin (the "Lender"), WHEREAS, the Borrower wishes to borrow from the Lender, and the Lender wishes to lend to the Borrower up to the sum of THREE HUNDRED AND THIRTY THOUSAND DOLL