FSD Pharma Inc. Announces C$10.125 Million Private Placement
June 04 2020 - 9:40AM
Business Wire
FSD Pharma Inc. (NASDAQ: HUGE) (“FSD Pharma” or the “Company”),
today announced it has entered into definitive agreements with
certain institutional investors for the purchase and sale of
1,500,000 shares of the Company’s Class B Subordinate Voting Shares
(“Shares”) at a price of C$6.75 per Share pursuant to a private
placement resulting in gross proceeds of approximately C$10.125
million. The Company has also agreed to issue common share purchase
warrants to purchase 1,500,000 Shares of the Company. The warrants
will have a five year-term and an exercise price of C$9.65 per
share. The closing of the offering is expected to occur on or about
June 8, 2020, subject to the satisfaction of customary closing
conditions including applicable exchange approvals. The Company has
granted the investors an option to acquire up to an additional
C$10.125 million of units on the terms set forth above for a period
of 30 days following the initial closing.
The proceeds are expected to be used for working capital and
other general corporate purposes.
The securities to be sold in this private placement have not
been registered under the Securities Act of 1933, as amended (the
"Securities Act"), or applicable state securities laws, and
accordingly may not be offered or sold in the United States except
pursuant to an effective registration statement or an applicable
exemption from the registration requirements of the Securities Act
and such applicable state securities laws.
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
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About FSD Pharma
FSD Pharma Inc. (Nasdaq: HUGE; CSE: HUGE.CN; FRA: 0K9A) is a
publicly traded holding company, since May 2018.
FSD BioSciences Inc., a wholly-owned subsidiary, is a specialty
biotech pharmaceutical R&D company focused on developing over
time a robust pipeline of FDA-approved synthetic compounds
targeting the endocannabinoid system of the human body to treat
certain diseases of the central nervous system and autoimmune
disorders of the skin, GI tract and the musculoskeletal system.
Through our acquisition of Prismic Pharmaceuticals in 2Q19, the
Company is also making an effort to help address the opioid crisis
by developing opioid-sparing prescription drugs utilizing the
ultramicronized formulation of palmitoylethanolamide (PEA).
The Company has a Phase 1 first-in-human safety and tolerability
trial for its lead candidate, FSD-201, currently underway in
Australia.
FSD's wholly-owned subsidiary, FV Pharma, is a licensed producer
under Canada's Cannabis Act and Regulations, having received its
cultivation license on October 13, 2017, and its full Sale for
Medical Purposes license on June 21, 2019 . The Company is licensed
to cultivate cannabis in approximately 25,000 square feet of its
facility in Cobourg, Ontario.
Forward-Looking Statements
Neither the Canadian Securities Exchange nor its regulation
services provider accept responsibility for the adequacy or
accuracy of this release.
Certain statements contained in this press release constitute
"forward-looking information" and "forward-looking statements"
within the meaning of applicable Canadian and U.S. securities laws
(collectively, "Forward-Looking Information"). Forward-Looking
Information includes, but is not limited to, information with
respect to FSD Pharma's strategy, plans or future financial or
operating performance, receipt of any U.S. Food and Drug
Administration ("FDA") approvals, the costs associated with such
planned trials, our ability to obtain required funding and the
terms and timing thereof, development of any FDA approved synthetic
compounds, the successful treatment of diseases by such compounds,
the ability to address the opioid crisis, the development of opioid
sparing prescription drugs utilizing the micronized formulations of
palmitoylethanolamide ("PEA"), and the objectives and timing of the
initiation of Phase 1 first-in-human safety and tolerability trials
for FSD 201 micro-PEA and statements regarding the closing of the
offering. The use of words such as "budget", "intend",
"anticipate", "believe", "expect", "plan", "forecast", "future",
"target", "project", "capacity", "could", "should", "focus",
"proposed", "scheduled", "outlook", "potential", "estimate" and
other similar words, and similar expressions and statements
relating to matters that are not historical facts, or statements
that certain events or conditions "may" or "will" occur, are
intended to identify Forward-Looking Information and are based on
FSD Pharma's current beliefs or assumptions as to the outcome and
timing of such future events. Such beliefs or assumptions
necessarily involve known and unknown risks and uncertainties that
could cause actual results to differ materially from those
expressed or implied in such Forward-Looking Information. Certain
of these risks and uncertainties are described in the Company's
continuous disclosure filings available under the Company's SEDAR
profile at www.sedar.com. Forward-Looking Information is not a
guarantee of performance. The Forward-Looking Information contained
in this press release is made as of the date hereof, and FSD Pharma
is not obligated to update or revise any Forward-Looking
Information, whether as a result of new information, future events
or otherwise, except as required by law. Because of the risks,
uncertainties and assumptions contained herein, investors should
not place undue reliance on Forward Looking-Information. The
foregoing statements expressly qualify any Forward-Looking
Information contained herein.
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version on businesswire.com: https://www.businesswire.com/news/home/20200604005472/en/
Contacts for FSD Pharma:
For further information: Sandy Huard, Head of
Communications, FSD Pharma, Inc. sandy@fsdpharma.com (647)
864-7969
Investor Relations IR@fsdpharma.com www.fsdpharma.com
Or
LHA Investor Relations Sanjay M. Hurry shurry@lhai.com
(212) 838-3777
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