Mindset Pharma Announces $5 Million Bought Deal Financing
Mindset Pharma Inc (CNSX:MSET) (OTCMKTS:MSSTF) is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp, as sole bookrunner and lead underwriter (the “Lead Underwriter“) pursuant to which the Lead Underwriter has agreed, on behalf of a syndicate of underwriters (together with the Lead Underwriter, the “Underwriters“), to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, an aggregate of 6,670,000 units of the Company (each, a “Unit“) at a price of $0.75 per Unit (the “Issue Price“) for aggregate gross proceeds to the Company of $5,002,500 (the “Offering“).
Each Unit shall consist of one common share in the capital of Mindset (each, a “Common Share“) and one Common Share purchase warrant of Mindset (each, a “Warrant“). Each Warrant shall entitle the holder thereof to acquire one Common Share at an exercise price of $1.10 per Common Share for a period of thirty-six (36) months from the Closing Date (as defined herein).
The Company has granted the Underwriters an option (the “Over-Allotment Option“) to purchase up to an additional 1,000,500 Units (the “Over-Allotment Units“) at the Issue Price, to cover over-allotments, if any, and for market stabilization purposes. The Over-Allotment Option is exercisable at any time, in whole or in part, for a period of thirty (30) days after and including the Closing Date (as defined herein), which, if exercised in full, would result in additional gross proceeds of $750,375 to the Company.
As consideration for their services to be provided in connection with the Offering, the Underwriters will receive a cash commission equal to 7.0% of the gross proceeds of the Offering and such number of broker warrants of the Company (the “Underwriters’ Warrants“) as is equal to 7.0% of the number of Units sold pursuant to the Offering. Each Underwriters’ Warrant shall entitle the holder thereof to acquire one Unit at the Issue Price for a period of thirty-six (36) months from the Closing Date (as defined herein).
The Units (including the Over-Allotment Units issuable upon exercise of the Over-Allotment Option) will be offered by way of a short form prospectus to be filed in all Provinces of Canada, except Quebec, pursuant to National Instrument 44-101 – Short Form Prospectus Distributions. The Offering is expected to close on or about April 8, 2021 (the “Closing Date“), and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the Canadian Securities Exchange and the applicable regulatory authorities.
The net proceeds of the Offering will be used for the expansion of Mindset’s current pipeline of propriety compounds, further pre-clinical testing of its current compounds, advancement of Mindset’s psilocybin synthesis process, formulation development chemistry and for general working capital purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933 (the “U.S. Securities Act“) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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