MindMed Announces Filing of Preliminary Base Shelf Prospectus and F-10 with the SEC under MJDS

Rhea-AI Summary

Mind Medicine (MindMed) Inc. has filed a preliminary short form base shelf prospectus with Canadian securities regulators and a corresponding registration statement with the U.S. SEC, allowing it to offer up to CAD$500 million in securities over the next 25 months. This initiative aims to provide the company with flexibility for various strategic initiatives aligned with its growth strategy. The registration statement is not yet effective, inhibiting any sales or offers related to the securities until then.

Positive

• Filed a preliminary base shelf prospectus allowing for offerings up to CAD$500 million.
• Provides flexibility for strategic initiatives in line with growth strategy.

Negative

• Registration statement with the SEC has not yet become effective, delaying potential capital influx.

TORONTO, March 30, 2021 /PRNewswire/ -- Mind Medicine (MindMed) Inc. ("MindMed" or the "Company") (NEO: MMED), (OTCQB: MMEDF), (DE: MMQ) is pleased to announce that it has filed a new preliminary short form base shelf prospectus (the "Base Shelf Prospectus") with securities regulators in each of the provinces and territories of Canada, and a corresponding registration statement on Form F–10 (the "Registration Statement") with the United States Securities and Exchange Commission ("SEC") in accordance with the Multijurisdictional Disclosure System established between Canada and the United States.

The Base Shelf Prospectus and Registration Statement, when made final or effective, will permit the Company to offer and sell subordinate voting shares, multiple voting shares, warrants, subscription receipts, units or any combination thereof ("Securities") in various offerings having an aggregate value of up to CAD$500 million during the 25-month period that the Base Shelf Prospectus remains effective. The specific terms of any offering of Securities, including the use of proceeds from any offering, will be set forth in a shelf prospectus supplement. Management believes the filing of this Base Shelf Prospectus and Registration Statement provides the Company with flexibility to pursue various strategic initiatives in accordance with the Company's growth strategy.

The Registration Statement filed with the SEC has not yet become effective. No Securities may be sold, nor may offers to buy be accepted, prior to the time the Registration Statement becomes effective. 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 province, territory, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, territory state or jurisdiction.

The Base Shelf Prospectus and the Registration Statement contain important detailed information about the Company. A copy of the Base Shelf Prospectus can be found on SEDAR at www.sedar.com and a copy of the Registration Statement can be found on EDGAR at www.sec.gov. A copy of the Base Shelf Prospectus and Registration Statement may also be obtained from the Secretary of the Company at One World Trade Center, Suite 8500, New York, NY 10007.

About MindMed
MindMed is a psychedelic medicine biotech company seeking to discover, develop and deploy psychedelic inspired medicines and therapies to address addiction and mental illness. The Company is assembling a drug development pipeline of innovative treatments based on psychedelic substances including Psilocybin, LSD, MDMA, DMT and an Ibogaine derivative, 18-MC.

MindMed trades on the Canadian exchange NEO under the symbol MMED. MindMed is also traded in the United States under the symbol MMEDF and in Germany under the symbol MMQ.

Forward-Looking Statements
Certain statements in this news release related to the Company constitute "forward-looking information" within the meaning of applicable securities laws and are prospective in nature. Forward-looking information is 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 "will", "may", "should", "could", "intend", "estimate", "plan", "anticipate", "expect", "believe", "potential" or "continue", or the negative thereof or similar variations. Forward-looking information in this news release include statements regarding the Base Shelf Prospectus being made final, the Registration Statement becoming effective, the pursuit of strategic initiatives, and the Company's intended future business plans and operations, including the development of psychedelic inspired medicines and experiential therapies. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company. There are numerous risks and uncertainties that could cause actual results and the Company's plans and objectives to differ materially from those expressed in the forward-looking information, including history of negative cash flows; limited operating history; incurrence of future losses; availability of additional capital; lack of product revenue; compliance with laws and regulations; difficulty associated with research and development; risks associated with clinical trials or studies; heightened regulatory scrutiny; early stage product development; clinical trial risks; regulatory approval processes; novelty of the psychedelic inspired medicines industry; as well as those risk factors discussed or referred to herein and the risks described under the headings "Risk Factors" in each of the Base Shelf Prospectus and annual information form for the year ended December 31, 2020 filed with the securities regulatory authorities in all provinces and territories of Canada and available under the Company's profile on SEDAR at www.sedar.com and as described in the Registration Statement filed with the SEC on EDGAR at www.sec.gov. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results and future events could differ materially from those anticipated in such information. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. 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 and does not assume any obligation to update this forward-looking information.

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SOURCE Mind Medicine (MindMed) Inc.

FAQ

What is MindMed's recent filing with the SEC?

MindMed filed a preliminary base shelf prospectus and a registration statement allowing for offerings up to CAD$500 million.

How much capital can MindMed raise from this prospectus?

The prospectus allows MindMed to raise up to CAD$500 million over a 25-month period.

What does the new shelf prospectus mean for investors in MMEDF?

It provides MindMed with flexibility to pursue various strategic initiatives and offers potentially lucrative investment opportunities.

When will the securities from MindMed be available for sale?

The securities cannot be sold until the registration statement becomes effective.