Clearmind Medicine Announces Pricing of US$3.5 Million Public Offering
April 04 2023 - 9:00AM
Clearmind Medicine Inc. (NASDAQ: CMND) (CSE: CMND), (FSE: CWY)
(“Clearmind”), a biotech company focused on the discovery and
development of novel psychedelic-derived therapeutics to solve
major under-treated health problems, today announced the
pricing of its United States only public offering made on a
reasonable best efforts basis with gross proceeds to the Company
expected to be approximately US$3.5 million, before deducting
placement agent fees and other expenses payable by the Company. The
offering consists of 4,505,718 common shares and pre-funded
warrants and 4,505,718 common warrants. The common warrants are
immediately exercisable, will expire five years from the date of
issuance and will have an exercise price of US$0.78 per common
share. Each common share (or pre-funded warrant in lieu thereof) is
being sold together with one common warrant at a combined purchase
price of US$0.78 per share (or US$0.779 per pre-funded warrant
after reducing US$0.001 attributable to the exercise price of the
pre-funded warrants) but will be issued separately. The common
warrants and pre-funded warrants will not be listed on any
exchange.
The offering is expected to close on April 6, 2023, subject to
the satisfaction of customary closing conditions.
The Company expects to use the net proceeds from the offering,
for general corporate purposes, which may include operating
expenses, research and development, including clinical and
pre-clinical testing of our product candidates, working capital,
future acquisitions and general capital expenditures.
The offering is not being made in Canada and residents of Canada
may not purchase any securities being offered in the
offering.
Aegis Capital Corp. is acting as exclusive
placement agent for the offering.
A registration statement on Form F-1 (File No. 333-270859)
relating to the offering of the securities was filed with the U.S.
Securities and Exchange Commission (SEC) and declared effective by
the SEC on April 3, 2023. The offering is being made only by means
of a prospectus. A final prospectus describing the terms of
the proposed transaction may be obtained, when available, on the
SEC's website, www.sec.gov or by contacting Aegis Capital
Corp., 1345 Avenue of the Americas, 27th Floor, New York, NY 10105,
by telephone at (212) 813-1010 or by email at
syndicate@aegiscap.com. This press release shall not constitute an
offer to sell or a 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 Clearmind Medicine Inc.
Clearmind is a psychedelic pharmaceutical biotech company
focused on the discovery and development of novel
psychedelic-derived therapeutics to solve widespread and
underserved health problems, including alcohol use disorder. Its
primary objective is to research and develop psychedelic-based
compounds and attempt to commercialize them as regulated medicines,
foods or supplements.
The company’s intellectual portfolio currently consists of 13
patent families. The company intends to seek additional patents for
its compounds whenever warranted and will remain opportunistic
regarding the acquisition of additional intellectual property to
build its portfolio.
Shares of Clearmind are listed for trading on Nasdaq and the
Canadian Securities Exchange under the symbol "CMND" and the
Frankfurt Stock Exchange under the symbol “CWY.”
For further information
visit: https://www.clearmindmedicine.com or
contact:
Investor Relations:
invest@clearmindmedicine.com
Telephone: (604) 260-1566
General Inquiries
Info@Clearmindmedicine.com
www.Clearmindmedicine.com
FORWARD-LOOKING STATEMENTS:
This press release contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act and
other securities laws. Words such as “expects,” “anticipates,”
“intends,” “plans,” “believes,” “seeks,” “estimates” and similar
expressions or variations of such words are intended to identify
forward-looking statements. Forward-looking statements are not
historical facts, and are based upon management’s current
expectations, beliefs and projections, many of which, by their
nature, are inherently uncertain. Such expectations, beliefs and
projections are expressed in good faith. However, there can be no
assurance that management’s expectations, beliefs and projections
will be achieved, and actual results may differ materially from
what is expressed in or indicated by the forward-looking
statements. In addition, we cannot assure that any patent will
issue as a result of a pending patent application or, if issued,
whether it will issue in a form that will be advantageous to us.
Forward-looking statements are subject to risks and uncertainties
that could cause actual performance or results to differ materially
from those expressed in the forward-looking statements. For a more
detailed description of the risks and uncertainties affecting the
Company, reference is made to the Company’s reports filed from time
to time with the Securities and Exchange Commission (“SEC”),
including, but not limited to, the risks detailed in the Company’s
annual report on Form 20-F filed with the SEC on February 6, 2023
and the Company's preliminary prospectus (Registration No.
333-270859), filed with the SEC on March 31, 2023. Forward-looking
statements speak only as of the date the statements are made. The
Company assumes no obligation to update forward-looking statements
to reflect actual results, subsequent events or circumstances,
changes in assumptions or changes in other factors affecting
forward-looking information except to the extent required by
applicable securities laws. If the Company does update one or more
forward-looking statements, no inference should be drawn that the
Company will make additional updates with respect thereto or with
respect to other forward-looking statements. References and links
to websites have been provided as a convenience, and the
information contained on such websites is not incorporated by
reference into this press release. Clearmind is not responsible for
the contents of third-party websites.
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