Acquisition will help create a comprehensive digital mental health platform for psychedelic drugs; Former Director of Digital Medicine at Pfizer, Dr. Daniel R. Karlin and former Google AI / ML industry veteran Bradford Cross added to the MindMed management team
NEW YORK, February 26, 2021 / PRNewswire / – Mind Medicine (MindMed) Inc. (NEO: MMED, OTCQB: MMEDF, DE: MMQ) (“MindMed“), a leading biotechnology and psychedelic medicine company, is pleased to announce that it has completed the previously announced acquisition of HealthMode, a digital medicine and therapy start-up that uses metrics digital technologies based on artificial intelligence (AI) to increase the accuracy and speed of clinical analyzes. patient research and monitoring (the “Acquisition“).
Co-founder and CEO of MindMed JR Rahn said, “The acquisition of HealthMode marks the start of MindMed 2.0 as we seek not only to build a drug development company for psychedelic drugs, but also a comprehensive mental health technology platform to potentially launch. these transformative drugs for patients in an evolutionary way. “
In consideration for the acquisition of HealthMode, MindMed issued 81,497 multiple voting shares of MindMed (equivalent to 8,149,700 subordinate voting shares) and the payment of approximately CA $ 286,000 in liquid. All multiple voting shares issued in connection with the acquisition were issued at a price of CAD $ 385.87, which equals CAD $ 3.8587 per underlying subordinate voting share. The CAD $ 3.8587 the market price was calculated using the five-day volume weighted average price of MindMed’s subordinate voting shares, as reported by Neo Exchange Inc. (“NEO Exchange”) at the close of business on January 19, 2021, which was the date the parties entered into a non-binding letter of intent.
As part of the acquisition, MindMed has agreed to assume 7,891 outstanding HealthMode options in an exchange ratio of one HealthMode option for 4,260451 MindMed options that may be issued under the option plan. purchase of MindMed shares. Each MindMed option issued will be fully vested and may be exercised in one subordinate voting share at an exercise price of $ 0.02 per share (taking into account the exchange ratio).
In connection with the Acquisition, Dr. Daniel R. Karlin, co-founder of HealthMode, has been appointed medical director of MindMed and Bradford Cross, co-founder of HealthMode, has been appointed Chief Technology Officer of MindMed.
All shares that may be issued by virtue of the acquisition will be subject to a statutory retention period of four months and one day from the closing date, during which they may not be traded or sold by the beneficiaries. All issued shares will also be subject to time-limited escrow, based on the following release times: (1) for holders of HealthMode convertible notes, 50% on July 1, 2021 and 50% on January 1, 2022; and (2) for all other shareholders of HealthMode, one third of July 1, 2021, a third on January 1, 2022 and a third on September 1, 2022.
The acquisition of HealthMode has been accepted by the NEO Exchange.
HealthMode promotes the progression into next-generation clinical trials by developing and delivering digital AI-based measurement methods for clinical trials. Its client partners represent a diverse set of stakeholders, from clinical researchers and drug developers in large pharmaceutical companies to academic medical centers, to startups entering the space. HealthMode’s measurement techniques improve understanding of phenotype; streamline and ensure screening and eligibility; ensure the early detection and mitigation of adverse events; and serve as sensitive, specific, objective and low participant load criteria. These measures allow significant integration of clinical trial data with real-world evidence and form the basis for a move towards patient-specific measures. Better measurement tools and the platforms to support them help HealthMode partners make data-informed decisions, reduce uncertainty around recruitment and results, reduce development risk and increase the speed at which new therapies reach patients in need.
MindMed is a biotechnology and psychedelic medicine company that discovers, develops and deploys psychedelically inspired drugs and therapies to fight addiction and mental illness. The company is assembling a compelling drug development pipeline of innovative therapies based on psychedelics, including psilocybin, LSD, MDMA, DMT and an ibogaine derivative, 18-MC. MindMed’s management team brings extensive biopharmaceutical experience to the company’s revolutionary approach to developing the next generation of psychedelically inspired drugs and therapies.
MindMed trades on the Canadian stock exchange NEO under the symbol MMED. MindMed is also marketed United States under the symbol MMEDF and in Germany under the symbol MMQ. For more information: www.mindmed.co
MindMed forward-looking statements
This press release includes forward-looking statements that involve risks and uncertainties relating to the future events and performance of Mind Medicine (MindMed) Inc. (“MindMed”), and actual events or results may differ materially from such forward-looking statements. Words such as “anticipate”, “expect”, “intend”, “plan”, “believe”, “seek”, “estimate”, variations of these words and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements relate to, and these risks and uncertainties include, among others, the ability of MindMed and its collaborators to continue to conduct research and clinical programs, the ability of MindMed to manage its supply chain, sales of marketed products. by MindMed and / or its associates (collectively, the “Products”) and the global economy; the nature, timing, potential success and therapeutic applications of the Products and Product candidates and of the research and clinical programs currently underway or planned; the likelihood, timing and extent of potential regulatory approval and commercial launch of product candidates and new indications for the products; unforeseen safety concerns resulting from the administration of products and product candidates to patients, including serious complications or side effects associated with the use of MindMed’s products and product candidates in clinical trials; decisions by government regulatory and administrative authorities that may delay or restrict MindMed’s ability to continue to develop or market Products; current regulatory obligations and oversight affecting the Products, research and clinical programs, and activities, including those relating to patient privacy; uncertainty as to the market acceptance and commercial success of the Product and Product candidates and the impact of studies on the commercial success of the Product and Product candidates; the availability and extent of reimbursement for Products by third party payers, including health care and insurance programs from private payers, health maintenance organizations, drug benefit management companies, and government programs such as Medicare and Medicaid; competing drug and product candidates that may be superior to the product and product candidates; the extent to which the results of research and development programs carried out by MindMed or its collaborators can be replicated in other studies and lead to therapeutic applications; MindMed’s ability to manufacture and manage supply chains for multiple product and product candidates; the ability of MindMed collaborators, suppliers or other third parties (if applicable) to perform the manufacturing, filling, finishing, packaging, labeling, distribution and other steps related to MindMed’s products and product candidates ; unforeseen expenses; the costs of developing, producing and selling products; MindMed’s ability to comply with any of its financial projections or orientations and changes made to the assumptions underlying these projections or orientations; the possibility that a license or collaboration agreement may be canceled or terminated without further product success; and the risks associated with the intellectual property of other parties and with pending or future litigation relating thereto, other litigation and other governmental proceedings and investigations relating to MindMed and its operations, the end result of such proceedings and investigations , and the impact of all of the foregoing may have on the business, outlook, results of operations and financial condition of MindMed. Any forward-looking statement is made based on the current beliefs and judgment of management. MindMed does not undertake to publicly update any forward-looking statement.
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SOURCE Mind Medicine (MindMed) Inc.