MagicMed Industries Announces Closing of Upsized and Oversubscribed $8.1 Million Private Placement of Units Led by Gravitas Securities Due to Significant Investor Demand
MagicMed is pleased to announce the closing of its upsized and oversubscribed previously announced private placement of units of the Company (the “Units“) for aggregate gross proceeds of approximately $8.1M (the “Offering“). The offering has been upsized from the previously announced $2.5M following significant investor interest. The Offering was conducted concurrently on a brokered and non-brokered basis by Gravitas Securities Inc. (the “Agent“) as lead agent and sole bookrunner in respect of the brokered offering and financial advisor in respect of the non-brokered offering.
The Conscious Fund, a leading global early stage venture fund investing in psychedelic medicine companies, has made a significant contribution to the round. Founding Partner, Henri Sant-Cassia, commented, “We are very proud to be joining President and CEO Dr. Joseph Tucker and his team on this important journey, as MagicMed is one of the few next generation innovators in the space”.
A total of 16,183,766 Units were sold pursuant to the Offering at a price per Unit of $0.50 (the “Offering Price“). Each Unit is comprised of one (1) common share in the capital of the Company (a “Common Share“) and one-half of one (1/2) Common Share purchase warrant (each whole warrant, a “Warrant“). Each Warrant will entitle the holder thereof to purchase one (1) additional Common Share, at an exercise price of $0.75 (the “Exercise Price“) for a period of two (2) years from the date of a liquidity event resulting in the Common Shares becoming listed for trading on the Canadian Securities Exchange (the “CSE“), TSX Venture Exchange, Toronto Stock Exchange or any other stock exchange as may be agreed by the Company and the Agent (the “Liquidity Event Date“).
Dr. Joseph Tucker, President and CEO of MagicMed, commented, “We are pleased to have completed this offering and will be able to focus these additional resources on accelerating our growth strategy. We will continue to build on the already strong foundation of the Psybrary™, our patent-pending portfolio of novel pharmaceutical candidates derivatized from generic, un-patentable psychedelic molecules such as psilocybin, dimethyltryptamine, and LSD.”
The Company intends to use the net proceeds from the Offering for working capital expenditures, general corporate purposes and the further development of the MagicMed Psybrary™.
The Offering was made by way of private placement in Canada pursuant to exemptions from prospectus requirements under applicable securities laws. All securities issued in connection with the Offering are subject to resale restrictions in accordance with applicable securities laws.
The Agents received a cash commission equal to 8.0% of the gross proceeds from the sale of Units pursuant to the Offering. In addition to the Commission, the Corporation issued to the Agent compensation warrants equal to 8.0% of the aggregate number of Units (the “Agent’s Compensation Warrants“) sold under the Offering. Each Agent’s Compensation Warrant will be exercisable at the Offering Price for a period of two (2) years from the Liquidity Event Date, to acquire one (1) Unit.
Following the completion of the Offering, MagicMed intends to file a non-offering prospectus with certain Canadian securities regulatory authorities and apply to list on the CSE. MagicMed has reserved the ticker symbol “MGIC” in connection therewith.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States. Any securities referred to herein have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the “U.S. Securities Act“) or any state securities laws, and may not be offered or sold in the United States or to a U.S. Person absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act, and applicable state securities laws.
MagicMed Industries intends to partner with pharmaceutical and other companies to develop and commercialize psychedelic-derived pharmaceutical candidates. MagicMed’s psychedelic derivatives library, the Psybrary™, is anticipated to be an essential building block from which industry can develop new patented products. The initial focus of the Psybrary™ is on psilocybin derivatives, and it is then expected to be expanded to other psychedelics such as MDMA, LSD, mescaline, and ibogaine.
Forward Looking Statements
This press release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and assumptions and accordingly, actual results and future events could differ materially from those expressed or implied in such statements. You are hence cautioned not to place undue reliance on forward-looking statements. All statements other than statements of present or historical fact are forward-looking statements, including statements with respect to MagicMed’s future business plans and partnerships, MagicMed’s proposed listing on the CSE and the proposed filing of its non-offering prospectus, the use of proceeds from the Offering, and the anticipated uses of MagicMed’s patents and the development of the Psybrary™. Forward-looking statements include words or expressions such as “proposed”, “anticipated”, “will”, “subject to”, “near future”, “in the event”, “would”, “expect”, “prepared to” and other similar words or expressions.
Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. Some of the risks and other factors could cause results to differ materially from those expressed in the forward-looking statements which include, but are not limited to: the ability of MagicMed to secure financing on the terms set out in this press release or at all; the ability of MagicMed to secure patent protection; the regulatory environment in which MagicMed operates; the ability of MagicMed to enter into partnership agreements or other arrangements; the ability of MagicMed to carry out its business plans (including but not limited to its plans to file a non-offering prospectus and apply to list on a stock exchange) and unforeseen challenges in carrying out such plans; the development and expansion of the Psybrary™; trends in the future use of psilocybin; general business, economic, competitive, political and social uncertainties; the state of capital markets; risks relating to general economic, market and business conditions; and other unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately being inaccurate or irrelevant. The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We disclaim any obligation to update or revise these forward-looking statements, except as required by applicable law.