Mind Cure Health Inc. (“Mind Cure” or the “Company”), a mental health and wellness company with a mission to identify and develop products that ease suffering, increase productivity, and enhance mental health, is pleased to announce that it has entered into an amended agreement with a syndicate of underwriters led by Canaccord Genuity Corp. to increase the size of the previously announced bought deal financing. Pursuant to the amended terms, the Underwriters have agreed to purchase, on a bought deal basis, an aggregate of 33,334,000 units (the “Units”) of the Company at a price of C$0.60 per Unit (the “Offering Price”) for aggregate gross proceeds to the Company of approximately C$20 million (the “Offering”).
Each Unit shall consist of one common share (each a “Common Share”) and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, a “Warrant”). Each Warrant shall be exercisable to acquire one common share of the Company for a period of 60 months from the closing of the transaction at an exercise price of C$0.80 per Warrant, subject to acceleration and adjustment in certain events.
The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 5,000,100 Units at the Offering Price, exercisable at any time, for a period of 30 days following the closing of the Offering to cover over-allotments, if any, and for market stabilization purposes. In the event the Over-Allotment Option is exercised in full, the aggregate gross proceeds of the Offering will be approximately C$23 million.
If at any time following the closing of the Offering, the daily volume-weighted average trading price of the Common Shares on the Canadian Securities Exchange (the “CSE”) is greater than C$1.50 per Common Share for the preceding 10 consecutive trading days, the Company shall have the right to accelerate the expiry date of the Warrants to a date that is at least 30 trading days following the date of the Company issuing a press release disclosing such acceleration.
The Units will be offered by way of a short form prospectus to be filed in all provinces of Canada except Quebec. The Offering is expected to close on or about February 12, 2021, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the CSE and the applicable securities regulatory authorities.
The Company will use best efforts to obtain the necessary approvals to list the Common Shares, Warrants, and the Common Shares issuable upon exercise of the Warrants on the CSE.
The net proceeds of the Offering will be used by the Company for product research, development and expansion, to further the Company’s technological offerings and capabilities, including the build-out of its iSTRYM application and refinement of its bioinformatics statistical analysis platform PsyCollage, marketing expenditures related to company investor relations and product awareness, as well as working capital and general corporate purposes.
ON BEHALF OF THE BOARD OF Mind Cure HEALTH INC.
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