InMed Pharmaceuticals Announces Closing of $5 Million Registered Direct and Private Placement Offerings Priced At-The-Market Under Nasdaq Rules
June 06 2022 - 6:49PM
InMed Pharmaceuticals Inc. (“
InMed” or the
“
Company”) (
Nasdaq: INM), a
leader in the research, development, manufacturing and
commercialization of rare cannabinoids, today announced the closing
of its previously announced registered direct offering and
concurrent private placement with a single healthcare-focused
institutional investor priced at-the-market under Nasdaq rules. The
Company issued 4,079,256 of its common shares at a purchase price
of $0.858 per share (or pre-funded warrant in lieu thereof) in the
registered direct offering. In the concurrent private placement,
InMed has also issued and sold to the investor 1,748,250 common
shares (or pre-funded warrant in lieu thereto) at the same purchase
price as in the registered direct offering. In addition, the
Company issued to the investor in the offerings unregistered
preferred investment options (the “investment options”) to purchase
up to an aggregate of 5,827,506 common shares. The aggregate gross
proceeds to the Company of both offerings were approximately $5
million. The Company intends to use the net proceeds from the
offerings to continue pipeline development, advance commercial
activities and for general working capital purposes.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offerings.
The unregistered investment options issued in
the offerings are exercisable immediately upon issuance at an
exercise price of $0.74 per share and will expire six and one-half
years from the date of issuance.
The Company also amended certain existing
warrants to purchase up to an aggregate of 4,480,771 common shares
of the Company that were previously issued to the investor, with
exercise prices ranging from $2.848 to $5.11 per share and
expiration dates ranging from July 2, 2026 to November 16, 2026,
effective upon the closing of the registered direct offering so
that the amended warrants have a reduced exercise price of $0.74
per share, are not exercisable until six months following the
closing of the registered direct offering and expire seven years
following the closing of the registered direct offering.
The common shares, pre-funded warrants and
common shares underlying the pre-funded warrants (but excluding the
common shares and pre-funded warrants sold in the private placement
and the investment options and the common shares underlying the
investment options sold in the offerings) were offered and sold by
InMed pursuant to a “shelf” registration statement on Form S-3
(333-262532), including a base prospectus, previously filed with
the Securities and Exchange Commission (“SEC”) on February 4, 2022
and declared effective by the SEC on February 11, 2022. The
offering of the common shares and the pre-funded warrants issued in
the registered direct offering were made only by means of a
prospectus supplement that forms a part of the registration
statement. A final prospectus supplement and an accompanying base
prospectus relating to the registered direct offering was filed
with the SEC and is available at the SEC’s website located at
http://www.sec.gov. Electronic copies of the prospectus supplement
and the accompanying base prospectus may also be obtained from H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York,
New York 10022, by phone at (212) 856-5711 or e-mail at
placements@hcwco.com.
The unregistered common shares, pre-funded
warrants and investment options sold in the offerings described
above were offered in a private placement under Section 4(a)(2) of
the Securities Act of 1933, as amended (the “Act”) and Regulation D
promulgated thereunder and, along with the common shares underlying
the pre-funded warrants and investment options, have not been
registered under the Act or applicable state securities laws.
Accordingly, the common shares, the pre-funded warrants, the
investment options and the common shares underlying the pre-funded
warrants and investment options may not be offered or sold in the
United States absent registration with the SEC or an applicable
exemption from such registration requirements. The securities were
offered only to an accredited investor. Pursuant to a registration
rights agreement with the investor, the Company has agreed to file
one or more registration statements with the SEC covering the
resale of the unregistered common shares and the shares issuable
upon exercise of the unregistered pre-funded warrants and
investment options.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About InMed: InMed
Pharmaceuticals is a global leader in the research, development,
manufacturing and commercialization of rare cannabinoids. Together
with its subsidiary BayMedica LLC, the Company has unparalleled
cannabinoid manufacturing capabilities to serve a spectrum of
consumer markets, including pharmaceutical and health and wellness.
InMed is also a clinical-stage company developing a pipeline of
rare cannabinoid therapeutics and dedicated to delivering new
treatment alternatives to patients that may benefit from
cannabinoid-based pharmaceutical drugs. For more information,
visit www.inmedpharma.com and www.baymedica.com.
Investor Contact: Colin ClancyVice President,
Investor Relationsand Corporate CommunicationsT: +1.604.416.0999E:
cclancy@inmedpharma.com
Cautionary Note Regarding Forward-Looking
Information:
This news release contains "forward-looking
information" and "forward-looking statements" (collectively,
"forward-looking information") within the meaning of applicable
securities laws. Forward-looking information is based on
management's current expectations and beliefs and is subject to a
number of risks and uncertainties that could cause actual results
to differ materially from those described in the forward-looking
statements. Forward-looking information in this news release
includes statements about: the use of the net proceeds of the
offerings; the filing of a registration statement by InMed with the
SEC covering the resale of the unregistered common shares and the
shares issuable upon exercise of the unregistered pre-funded
warrants and investment options; being a global leader in the
research, development, manufacturing and development of rare
cannabinoids; and delivering new treatment alternatives to patients
that may benefit from cannabinoid-based pharmaceutical drugs.
With respect to the forward-looking information
contained in this news release, InMed has made numerous assumptions
regarding, among other things: the ability to obtain all necessary
regulatory approvals on a timely basis, or at all; and continued
economic and market stability. While InMed considers these
assumptions to be reasonable, these assumptions are inherently
subject to significant business, economic, competitive, market and
social uncertainties and contingencies.
Additionally, there are known and unknown risk
factors which could cause InMed's actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking information contained herein. A complete discussion
of the risks and uncertainties facing InMed’s stand-alone business
is disclosed in InMed’s Annual Report on Form 10-K and other
filings with the Security and Exchange Commission on
www.sec.gov.
All forward-looking information herein is
qualified in its entirety by this cautionary statement, and InMed
disclaims any obligation to revise or update any such
forward-looking information or to publicly announce the result of
any revisions to any of the forward-looking information contained
herein to reflect future results, events or developments, except as
required by law.
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