InMed Pharmaceuticals Announces $6 Million Private Placement Priced at a Premium to Market
September 09 2022 - 5:00PM
InMed Pharmaceuticals Inc. (“
InMed” or the
“
Company”) (
Nasdaq: INM), a
leader in the research, development and manufacturing of rare
cannabinoids, today announced that it has entered into a securities
purchase agreement with two healthcare-focused institutional
investors for the issuance and sale of 691,245 of its common shares
at a purchase price of $8.68 per share (or pre-funded warrant in
lieu thereof) in a private placement priced at-the-market under
Nasdaq rules. In addition, the Company has agreed to issue to the
investors in the offering unregistered preferred investment options
(the “investment options”) to purchase up to an aggregate of
1,382,490 common shares. The aggregate gross proceeds to the
Company from the private placement is expected to be approximately
$6 million. The offering is expected to close on or about September
13, 2022, subject to the satisfaction of customary closing
conditions. The Company intends to use the net proceeds from the
offering to continue pipeline development of its pharmaceutical
drug candidates, advance manufacturing know-how of cannabinoids and
cannabinoid analogs, support intellectual property development and
other commercial activities, and for general working capital
purposes.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering.
The unregistered investment options to be issued
in the offering will be exercisable immediately upon issuance at an
exercise price of $8.44 per share and will expire seven years from
the date of issuance.
In addition, an investor in the private
placement agreed to cancel preferred investment options to purchase
up to an aggregate of 412,331 common shares of the Company which
were previously issued to the investor.
The unregistered common shares, pre-funded
warrants and investment options sold in the offering described
above were offered in a private placement under Section 4(a)(2) of
the Securities Act of 1933, as amended (the “Act”) and Regulation D
promulgated thereunder and, along with the common shares underlying
the pre-funded warrants and investment options, have not been
registered under the Act or applicable state securities laws.
Accordingly, the common shares, the pre-funded warrants, the
investment options and the common shares underlying the pre-funded
warrants and investment options may not be offered or sold in the
United States absent registration with the Securities and Exchange
Commission (“SEC”) or an applicable exemption from such
registration requirements. The securities were offered only to
accredited investors. Pursuant to a registration rights agreement
with the investors, the Company has agreed to file one or more
registration statements with the SEC covering the resale of the
unregistered common shares and the shares issuable upon exercise of
the unregistered pre-funded warrants and investment options.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
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 InMed:
InMed Pharmaceuticals is a global leader in the
research, development and manufacturing of rare cannabinoids,
including clinical and preclinical programs targeting the treatment
of diseases with high unmet medical needs. We also have significant
know-how in developing proprietary manufacturing approaches to
produce cannabinoids for various market sectors. For more
information, visit www.inmedpharma.com.
Investor Contact: Colin ClancyVice President,
Investor RelationsT: +1.604.416.0999E: cclancy@inmedpharma.com
Cautionary Note Regarding Forward-Looking
Information:
This news release contains "forward-looking
information" and "forward-looking statements" (collectively,
"forward-looking information") within the meaning of applicable
securities laws. Forward-looking information is based on
management's current expectations and beliefs and is subject to a
number of risks and uncertainties that could cause actual results
to differ materially from those described in the forward-looking
statements. Forward-looking information in this news release
includes statements about: the closing of the offering; the use of
the net proceeds of the offering; the filing of a registration
statement by InMed with the SEC covering the resale of the
unregistered common shares and the shares issuable upon exercise of
the unregistered pre-funded warrants and investment options; being
a global leader in the research, development, manufacturing and
development of rare cannabinoids; and delivering new treatment
alternatives to patients that may benefit from cannabinoid-based
pharmaceutical drugs.
With respect to the forward-looking information
contained in this news release, InMed has made numerous assumptions
regarding, among other things: the ability to obtain all necessary
regulatory approvals on a timely basis, or at all; the closing of
the offering on a timely basis on the terms described herein, or at
all; and continued economic and market stability. While InMed
considers these assumptions to be reasonable, these assumptions are
inherently subject to significant business, economic, competitive,
market and social uncertainties and contingencies.
Additionally, there are known and unknown risk
factors which could cause InMed's actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking information contained herein. A complete discussion
of the risks and uncertainties facing InMed’s business is disclosed
in InMed’s Annual Report on Form 10-K and other filings with the
SEC on www.sec.gov.
All forward-looking information herein is
qualified in its entirety by this cautionary statement, and InMed
disclaims any obligation to revise or update any such
forward-looking information or to publicly announce the result of
any revisions to any of the forward-looking information contained
herein to reflect future results, events or developments, except as
required by law.
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