Mydecine Innovations Group Closes Sale of Its Wholly-Owned Subsidiary, Mindleap Health Inc.

Rhea-AI Summary

Mydecine Innovations Group (NEO:MYCO) has successfully sold its subsidiary, Mindleap Health Inc., to PanGenomic Health Inc. for C$3,600,000. The sale allows Mydecine to concentrate on developing innovative psychedelic pharmaceuticals for addiction and mental health. In addition to the sale, Mydecine will provide transition support to PanGenomic for C$100,000. Following the transaction, Mydecine holds approximately 19.4% of PanGenomic's common shares, aligning with its strategy to meet significant patient needs globally.

Positive

• Strategic sale of Mindleap Health allows Mydecine to focus on core pharmaceutical development.
• Mydecine retains 19.4% ownership in PanGenomic, offering potential for future financial benefits.
• Transaction includes a consulting agreement worth C$100,000, providing immediate revenue.

Negative

• None.

DENVER, Dec. 12, 2022 (GLOBE NEWSWIRE) -- Mydecine Innovations Group Inc. (“Mydecine” or the “Company”) (NEO:MYCO) (OTC:MYCOF) (FSE:0NFA) a biotechnology company engineering the next wave of innovative medications and treatment protocols to directly address addiction and mental health, is pleased to announce that, further to its news release dated September 1, 2022, it has closed the sale of all of the issued and outstanding shares of its wholly-owned subsidiary, Mindleap Health Inc. (“Mindleap”), to PanGenomic Health Inc. (“PanGenomic”), a company listed on the Canadian Stock Exchange (the “CSE”).

The sale of Mindleap is a significant step towards refocusing the Company's resources on its primary strategy of discovering and developing innovative pharmaceutical psychedelic substances to meet the unmet needs of millions of patients worldwide.

“We are extremely proud of what we built with the Mindleap App”, said Josh Bartch, Chairman & CEO of Mydecine. “Mindleap fills a necessary void in mental health and gives users the tools they need to improve their overall health and wellbeing. The Mydecine team looks forward to watching the application flourish and grow and will provide support at every step of the way. We spoke with numerous parties when we made the decision to part ways with Mindleap, and ultimately we decided the team at PanGenomic shared the same vision and had the team and the expertise to take the application to the next level.”

“We are excited about the acquisition of Mindleap as it represents a strategic addition to our PanGenomic portfolio of subsidiary businesses”, said Maryam Marissen, President & CEO of PanGenomic. "We believe Mindleap’s technological know-how, mental health content library and marketing footprint will help us expand our reach to more users that align with PanGenomic’s Nara and PlantGx business strategies.”

Transaction Details

PanGenomic acquired all of Mindleap's outstanding shares for a purchase price of C$3,600,000, payable by the issuance of units (each a "Unit") of PanGenomic at a price of C$0.20 per Unit. Each Unit was comprised of one Class A Common Share of PanGenomic (a "Common Share") and one share purchase warrant to purchase one additional Common Share (a "Unit Warrant Share") at a price of C$0.30 per Unit Warrant Share until December 8, 2024.

In support of the Transaction, the Company and PanGenomic entered into a transition services agreement whereby PanGenomic engaged Mydecine to assist in the transition, transfer, and integration of Mindleap's technologies into PanGenomic's technology platform (the "Services") for two months. In return for the Services, PanGenomic will pay to Mydecine a consulting fee of C$100,000, payable on January 8, 2023.

Upon completion of the Transaction, Mydecine holds approximately 19.4% of the issued and outstanding Common Shares.

About Mydecine Innovations Group Inc.

Mydecine Innovations Group™ (NEO: MYCO) (OTC: MYCOF) (FSE: 0NFA) is a biotechnology company developing the next generation of innovative medications and therapies to address addiction and mental health. The core strategy blends advanced technology with an elaborate infrastructure for drug discovery and development. Mydecine's dedicated multinational team constantly develops new paths for breakthrough treatment solutions in areas with considerable unmet needs. By collaborating with some of the world's leading specialists, the Company aspires to responsibly speed up the development of breakthrough medications to provide patients with safer and more effective treatment solutions. At the same time, Mydecine's approach focuses on the next generation of psychedelic medicine by creating innovative compounds with unmatched therapeutic potential through its clinical trial efforts with world-class scientific and regulatory expertise. Founded in 2020, Mydecine is based out of Colorado, USA, with extended offices in Alberta, Canada, and Leiden, Netherlands.

Learn more at: https://www.mydecine.com/ and follow the company on Twitter, LinkedIn, YouTube, and Instagram.

About PanGenomic Health Inc.

PanGenomic is a precision health company that has developed a self-care digital platform to deliver personalized, evidence-based information about natural treatments. PanGenomic’s initial focus is to support mental health. Registered as a British Columbia benefit company, PanGenomic’s mission is to promote and improve the health and wellness of people and society by providing a technology platform that identifies plant-based solutions tailored to the health profile of each individual.

For more information, please contact:

Media Contact
pr@mydecineinc.com

Investor Relations
investorrelations@mydecineinc.com

On behalf of the Board of Directors

Joshua Bartch, Chief Executive Officer
contact@mydecineinc.com

For further information about Mydecine, please visit the Company’s profile on SEDAR at https://sedar.com/ or visit the Company’s website at https://www.mydecine.com/.

Forward-Looking Statements

Certain statements in this news release constitute “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking statements and information are provided for the purpose of providing information about management’s expectations and plans relating to the future. All of the forward-looking information made in this news release is qualified by the cautionary statements below and those made in our other filings with the securities regulators in Canada. Forward-looking information contained in forward-looking statements can be identified by the use of words such as “are expected,” “is forecast,” “is targeted,” “approximately,” “plans,” “anticipates,” “projects,” “anticipates,” “continue,” “estimate,” “believe” or variations of such words and phrases or statements that certain actions, events or results “may,” “could,” “would,” “might,” or “will” be taken, occur or be achieved. All statements, other than statements of historical fact, may be considered to be or include forward-looking information. Readers are cautioned that these forward-looking statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information.

The forward-looking information set forth herein reflects the Company’s reasonable expectations as at the date of this news release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law. The forward-looking information contained in this news release is expressly qualified by this cautionary statement.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.

FAQ

What is the significance of Mydecine's sale of Mindleap Health Inc.?

The sale enables Mydecine to refocus resources on developing innovative psychedelic pharmaceuticals for mental health and addiction.

How much did Mydecine receive from the sale of Mindleap Health?

Mydecine received C$3,600,000 from the sale, payable in units of PanGenomic Health Inc.

What percentage of PanGenomic does Mydecine now own?

Following the transaction, Mydecine holds approximately 19.4% of PanGenomic's common shares.

What additional arrangement did Mydecine enter into after the sale?

Mydecine will provide transition services to PanGenomic for two months, receiving a consulting fee of C$100,000.

When was the sale of Mindleap Health Inc. finalized?

The sale was officially closed following the announcement made on December 12, 2022.