NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
TORONTO, Dec. 21, 2020 /CNW/ — Mind Medicine (MindMed) Inc. (NEO: MMED) (OTCQB: MMEDF) (DE: MMQ) (“MindMed” or the “Company“) is pleased to announce that further to its previously announced offering (the “Offering“) on December 14 and December 15, 2020, it has filed a preliminary short form prospectus (the “Preliminary Prospectus“) with the securities commissions or similar authorities in each province of Canada, other than Québec. Pursuant to the underwriting agreement among the Company, Canaccord Genuity Corp. (the “Lead Underwriter“) and Eight Capital (together with the Lead Underwriter, the “Underwriters“), the Underwriters have agreed to purchase 18,200,000 units of the Company (the “Units“), on a “bought deal” basis, at a price per Unit of CAD$4.40 (the “Issue Price“) for gross proceeds of CAD$80,080,000.
The Company has also granted the Underwriters an over-allotment option to purchase up to an additional 15% of the Units at the Issue Price, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing of the Offering. If this option is exercised in full, an additional CAD$12,012,000 will be raised pursuant to the Offering and the aggregate proceeds of the Offering will be approximately CAD$92,092,000.
Each Unit will be comprised of one subordinate voting share of the Company (a “Subordinate Voting Share“) and one-half of one Subordinate Voting Share purchase warrant (each whole warrant, a “Warrant“). Each Warrant shall entitle the holder thereof to purchase one Subordinate Voting Share at an exercise price of CAD$5.75, for a period of 36 months following the closing of the Offering. If, at any time following the closing of the Offering, the daily volume weighted average trading price of the Subordinate Voting Shares on the NEO Exchange Inc. is greater than $9.00 per Subordinate Voting Share for the preceding 5 consecutive trading days, the Company may, upon providing written notice to the holders of Warrants, accelerate the expiry date of the Warrants to the date that is at least 30 days following the date of such written notice.
The Company intends to use the net proceeds of the Offering for investment in its digital medicine division, for further investments in its experiential therapy program for anxiety disorders (“Project Lucy“), its development of a non-hallucinogenic version of the psychedelic ibogaine to address the opioid crisis (“Project Layla“), and its LSD micro-dosing trials for adult ADHD, as well as for general working capital and corporate purposes.
The Offering is scheduled to close on or about January 5, 2020 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Neo Exchange Inc. and the applicable securities regulatory authorities.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.
The Preliminary Prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in each province of Canada, other than Québec. The Preliminary Prospectus is still subject to completion or amendment. A copy of the Preliminary Prospectus can be obtained under the Company’s corporate profile on SEDAR at www.sedar.com. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final short form prospectus has been issued.
MindMed is a leading psychedelic medicine biotech company that discovers, develops and deploys psychedelic inspired medicines and experiential therapies to address addiction and mental illness. The Company is assembling a compelling drug development pipeline of innovative treatments based on psychedelic substances including Psilocybin, LSD, MDMA, DMT and an Ibogaine derivative, 18-MC. The MindMed executive team brings extensive biopharmaceutical experience to the Company’s groundbreaking approach to developing the next-generation of psychedelic inspired medicines and therapies.
MindMed trades on the Neo Exchange Inc. under the symbol MMED. MindMed is also traded in the United States under the symbol MMEDF and in Germany under the symbol MMQ. For more information: www.mindmed.co.
Certain statements in this news release related to the Company are forward-looking statements and are prospective in nature. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements in this news release include statements regarding the closing of the Offering, regulatory approvals and the intended use of proceeds of the Offering. There are numerous risks and uncertainties that could cause actual results and MindMed’s plans and objectives to differ materially from those expressed in the forward-looking information. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, the Company does not intend to update these forward-looking statements.
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