Preheat the oven to 325° F. Grease two rimmed metal baking sheets and set aside.
In a large heavy-bottomed pot, heat the sugar, butter and honey over medium-high, stirring until they are well incorporated. Cook the caramel until you smell the caramelized sugar and see it turn a light amber/beige color.
Remove the pot from the heat and whisk in the baking soda, then whisk in the bourbon, salt, lemon zest and cinnamon. (be careful, the caramel will release a lot of steam, so guard your hands.)
When all the ingredients are incorporated, fold in the popcorn using a heatproof spatula or wooden spoon. Keep folding, pulling caramel up from the bottom and over the popcorn, until it is well coated.
Spread the popcorn out on the baking sheet and bake for 20 minutes, pulling it out every 5 minutes to fold and toss to better coat the popcorn with caramel. Remove from the oven and let cool completely (this takes about 20 minutes) then serve or seal in airtight bags.
The caramel corn will last up to 5 weeks when kept in an air-tight bag away from humidity.