Why did Zelda give 50% of their equity to a startup (Ilera)

Many people were bamboozled why ZLD would merge with an unknown private company (unlisted) in Philadelphia, USA.

The company Ilera Therapeutics (not be confused with Ilera Healthcare LLC which was sold to TerrAscend) was a new startup launched in 2019 and was very much an afterthought.

ZLD was worth over $50m before the merger and then the number of shares/ options on issue were basically doubled to "purchase" Ilera Therapeutics implying there was a substantial tangible value to it.

The reality was it was a complete startup which hadn't even filed a tax return before.

Here is the date of registration from the Philadelphia Business Registration website. It hasn't even traded for more than half a year prior to Ilera being handed 50% of a $50m company.

Based on this, I see ZLD's market cap almost halving.