MindMed Announces $25 Million Bought Deal Public Offering

/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./

NEW YORKNov. 25, 2020 /CNW/ – Mind Medicine (MindMed) Inc. (NEO: MMED) (OTCQB: MMEDF) (“MindMed” or the “Company”), the leading neuro-pharmaceutical company for psychedelic inspired medicines, is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. (the “Lead Underwriter”) pursuant to which the Lead Underwriter has agreed, on behalf of a syndicate of underwriters (collectively, the “Underwriters”), to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, an aggregate of 13,158,000 units of the Company (the “Units”) at a price of C$1.90 per Unit (the “Issue Price”) for aggregate gross proceeds to the Company of C$25,000,200 (the “Offering”).

Each Unit shall consist of one subordinate voting share (each a “Subordinate Voting Share”) and one-half of one Subordinate Voting Share purchase warrant of the Company (each whole warrant, a “Warrant”). Each Warrant shall be exercisable to acquire one Subordinate Voting Share at an exercise price of C$2.45 per Subordinate Voting Share for a period of 3 years from the closing of the Offering, subject to a Warrant acceleration right exercisable by the Company if the daily volume weighted average trading price of the Company’s Subordinate Voting Shares on the NEO Exchange is greater than C$4.00 per Subordinate Voting Share for the preceding 20 consecutive trading days.

The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 1,973,700 Units at the Issue Price, exercisable at any time, for a period of 30 days after and including the Closing Date, which would result in additional proceeds of C$3,750,030. The Over-Allotment Option is exercisable to acquire Units, Subordinate Voting Shares, and/or Warrants (or any combination thereof) at the discretion of the Lead Underwriter.

The Underwriters are to be paid a cash commission equal to 6% of the gross proceeds of the Offering and to receive Unit purchase warrants of the Company (the “Underwriters’ Warrants”) equal to 6% of the number of Units sold under the Offering, with each Underwriters’ Warrant being exercisable to acquire one Unit at the Issue Price for a period of 36 months from the closing of the Offering.

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 December 15, 2020 (the “Closing Date”), 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 NEO Exchange and the applicable securities regulatory authorities. The Company will use best efforts to obtain the necessary approvals to list the Subordinate Voting Shares and the Warrant Shares on the NEO Exchange.

The net proceeds of the Offering will be used for investment in the digital medicine division, additional microdosing R&D as well as general working capital.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933 (the “U.S. Securities Act“) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About MindMed

MindMed is a psychedelic medicine biotech company that discovers, develops and deploys psychedelic inspired medicines and therapies to address addiction and mental illness. The company is assembling a compelling drug development pipeline of innovative treatments based on psychedelic substances including Psilocybin, LSD, MDMA, DMT and an Ibogaine derivative, 18-MC. The MindMed executive team brings extensive biopharmaceutical experience to the company’s groundbreaking approach to developing the next-generation of psychedelic inspired medicines and therapies.

MindMed trades on the Canadian exchange NEO under the symbol MMED. MindMed is also traded in the 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 future events and performance of Mind Medicine (MindMed) Inc. (“MindMed”), and actual events or results may differ materially from these forward-looking statements. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “estimate,” variations of such words, and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements concern, and these risks and uncertainties include, among others, MindMed’s and its collaborators’ ability to continue to conduct research and clinical programs, MindMed’s ability to manage its supply chain, product sales of products marketed by MindMed and/or its collaborators (collectively, ” Products”), and the global economy; the nature, timing, and possible success and therapeutic applications of Products and Product candidates and research and clinical programs now underway or planned; the likelihood, timing, and scope of possible regulatory approval and commercial launch of Product candidates and new indications for Products; unforeseen safety issues resulting from the administration of Products and Product candidates in patients, including serious complications or side effects in connection with the use of MindMed’s Products and product candidates in clinical trials; determinations by regulatory and administrative governmental authorities which may delay or restrict MindMed’s ability to continue to develop or commercialize Products; ongoing regulatory obligations and oversight impacting Products, research and clinical programs, and business, including those relating to patient privacy; uncertainty of market acceptance and commercial success of Products and Product candidates and the impact of studies on the commercial success of Products and Product candidates; the availability and extent of reimbursement of Products from third-party payers, including private payer healthcare and insurance programs, health maintenance organizations, pharmacy benefit management companies, and government programs such as Medicare and Medicaid; competing drugs and product candidates that may be superior to Products and Product candidates; the extent to which the results from the research and development programs conducted by MindMed or its collaborators may be replicated in other studies and lead to therapeutic applications; the ability of MindMed to manufacture and manage supply chains for multiple products and product candidates; the ability of MindMed’s collaborators, suppliers, or other third parties (as applicable) to perform manufacturing, filling, finishing, packaging, labelling, distribution, and other steps related to MindMed’s Products and product candidates; unanticipated expenses; the costs of developing, producing, and selling products; the ability of MindMed to meet any of its financial projections or guidance and changes to the assumptions underlying those projections or guidance; the potential for any license or collaboration agreement to be cancelled or terminated without any further product success; and risks associated with intellectual property of other parties and pending or future litigation relating thereto, other litigation and other proceedings and government investigations relating to MindMed and its operations, the ultimate outcome of any such proceedings and investigations, and the impact any of the foregoing may have on MindMed’s business, prospects, operating results, and financial condition. Any forward-looking statements are made based on management’s current beliefs and judgment. MindMed does not undertake any obligation to update publicly any forward-looking statement.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities of the Company will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act, and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act)

MindMed Upsizes Previously Announced Bought Deal Public Offering

/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./

NEW YORKNov. 25, 2020 /CNW/ – Mind Medicine (MindMed) Inc. (NEO: MMED) (OTCQB: MMEDF) (“MindMed” or the “Company”), the leading neuro-pharmaceutical company for psychedelic inspired medicines, is pleased to announce that it has agreed to increase the size of its previously announced bought deal financing led by Canaccord Genuity Corp. (the “Lead Underwriter”). The Lead Underwriter has agreed, on behalf of a syndicate of underwriters (collectively, the “Underwriters”), to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, an aggregate of 15,800,000 units of the Company (the “Units”) at a price of C$1.90 per Unit (the “Issue Price”) for aggregate gross proceeds to the Company of C$30,020,000 (the “Offering”).

Each Unit shall consist of one subordinate voting share (each a “Subordinate Voting Share”) and one-half of one Subordinate Voting Share purchase warrant of the Company (each whole warrant, a “Warrant”). Each Warrant shall be exercisable to acquire one Subordinate Voting Share at an exercise price of C$2.45 per Subordinate Voting Share for a period of 3 years from the closing of the Offering, subject to a Warrant acceleration right exercisable by the Company if the daily volume weighted average trading price of the Company’s Subordinate Voting Shares on the NEO Exchange is greater than C$4.00 per Subordinate Voting Share for the preceding 10 consecutive trading days.

The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 2,370,000 Units at the Issue Price, exercisable at any time, for a period of 30 days after and including the Closing Date, which would result in additional proceeds of C$4,503,000. The Over-Allotment Option is exercisable to acquire Units, Subordinate Voting Shares, and/or Warrants (or any combination thereof) at the discretion of the Lead Underwriter.

The Underwriters are to be paid a cash commission equal to 6% of the gross proceeds of the Offering and to receive Unit purchase warrants of the Company (the “Underwriters’ Warrants”) equal to 6% of the number of Units sold under the Offering, with each Underwriters’ Warrant being exercisable to acquire one Unit at the Issue Price for a period of 36 months from the closing of the Offering.

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 December 15, 2020 (the “Closing Date”), 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 NEO Exchange and the applicable securities regulatory authorities. The Company will use best efforts to obtain the necessary approvals to list the Subordinate Voting Shares and the Warrant Shares on the NEO Exchange.

The net proceeds of the Offering will be used for investment in the digital medicine division, additional microdosing R&D as well as general working capital.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act of 1933 (the “U.S. Securities Act“) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About MindMed

MindMed is a psychedelic medicine biotech company that discovers, develops and deploys psychedelic inspired medicines and therapies to address addiction and mental illness. The company is assembling a compelling drug development pipeline of innovative treatments based on psychedelic substances including Psilocybin, LSD, MDMA, DMT and an Ibogaine derivative, 18-MC. The MindMed executive team brings extensive biopharmaceutical experience to the company’s groundbreaking approach to developing the next-generation of psychedelic inspired medicines and therapies.

MindMed trades on the Canadian exchange NEO under the symbol MMED. MindMed is also traded in the 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 future events and performance of Mind Medicine (MindMed) Inc. (“MindMed”), and actual events or results may differ materially from these forward-looking statements. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “estimate,” variations of such words, and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements concern, and these risks and uncertainties include, among others, MindMed’s and its collaborators’ ability to continue to conduct research and clinical programs, MindMed’s ability to manage its supply chain, product sales of products marketed by MindMed and/or its collaborators (collectively, ” Products”), and the global economy; the nature, timing, and possible success and therapeutic applications of Products and Product candidates and research and clinical programs now underway or planned; the likelihood, timing, and scope of possible regulatory approval and commercial launch of Product candidates and new indications for Products; unforeseen safety issues resulting from the administration of Products and Product candidates in patients, including serious complications or side effects in connection with the use of MindMed’s Products and product candidates in clinical trials; determinations by regulatory and administrative governmental authorities which may delay or restrict MindMed’s ability to continue to develop or commercialize Products; ongoing regulatory obligations and oversight impacting Products, research and clinical programs, and business, including those relating to patient privacy; uncertainty of market acceptance and commercial success of Products and Product candidates and the impact of studies on the commercial success of Products and Product candidates; the availability and extent of reimbursement of Products from third-party payers, including private payer healthcare and insurance programs, health maintenance organizations, pharmacy benefit management companies, and government programs such as Medicare and Medicaid; competing drugs and product candidates that may be superior to Products and Product candidates; the extent to which the results from the research and development programs conducted by MindMed or its collaborators may be replicated in other studies and lead to therapeutic applications; the ability of MindMed to manufacture and manage supply chains for multiple products and product candidates; the ability of MindMed’s collaborators, suppliers, or other third parties (as applicable) to perform manufacturing, filling, finishing, packaging, labelling, distribution, and other steps related to MindMed’s Products and product candidates; unanticipated expenses; the costs of developing, producing, and selling products; the ability of MindMed to meet any of its financial projections or guidance and changes to the assumptions underlying those projections or guidance; the potential for any license or collaboration agreement to be cancelled or terminated without any further product success; and risks associated with intellectual property of other parties and pending or future litigation relating thereto, other litigation and other proceedings and government investigations relating to MindMed and its operations, the ultimate outcome of any such proceedings and investigations, and the impact any of the foregoing may have on MindMed’s business, prospects, operating results, and financial condition. Any forward-looking statements are made based on management’s current beliefs and judgment. MindMed does not undertake any obligation to update publicly any forward-looking statement.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities of the Company will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act, and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act).

Vireo Health Announces Third Quarter 2020 Financial Results

— Total revenue of $13.4 million increased 68 percent year-over-year —
— Gross margin of 42.7% reflects improving manufacturing efficiencies in core markets —
— Christian Gonzalez promoted to role of COO; Patrick Peters promoted to EVP of Retail —
— Revenue growth catalysts and cost discipline position Company for future margin improvement —

MINNEAPOLIS, Nov. 25, 2020 /PRNewswire/ — Vireo Health International, Inc. (“Vireo” or the “Company”) (CNSX: VREO; OTCQX: VREOF), the science-focused, multi-state cannabis company with active operations in exclusively medical-only markets and licenses in six states and the Commonwealth of Puerto Rico, today reported financial results for its third quarter ended September 30, 2020. All currency figures referenced in this press release reflect U.S. dollar amounts.

Vireo Logo (PRNewsfoto/Vireo Health, Inc.)

“Our third-quarter results demonstrate the improving nature of our business and success of recent initiatives to improve operating and financial performance,” said Chairman and Chief Executive Officer, Kyle Kingsley, M.D. “For the past several quarters we’ve been focused on positioning our vertically-integrated portfolio of assets to produce sustained and profitable growth, and we believe today’s results are an encouraging indicator that we’re nearing a critical inflection point in cash flow generation from operations.”

Dr. Kingsley continued, “Thanks to the hard work of our teams improving costs and manufacturing efficiencies, Vireo is positioned to improve margins as we continue growing our Green Goods™ retail dispensary footprint and benefit from likely tailwinds of regulatory changes. Each of our current development projects remain on time and budget, and with seven new dispensaries expected to open before the end of Q1 2021 and the potential for a majority of our state-based markets to pass adult-use legislation within the next year, we believe Vireo is poised for strong improvements in revenue growth and profitability.”

Summary of Key Financial Metrics

Three Months Ended

Nine Months Ended

September 30,

September 30,

US $ in millions

2020

2019

Variance

2020

2019

Variance

Total Revenue, Including Disc. Ops

$13.4

$8.0

67.6%

$36.8

$21.0

75.6%

Reported Results

Revenue1

$11.9

$7.1

67.4%

$33.3

$19.1

74.5%

Gross Profit (Before Fair Value Adjustments)

$5.1

$1.8

190.5%

$11.9

$7.5

57.8%

Gross Profit Margin (Before Fair Value Adjustments)

42.7%

24.6%

1,809 bps

35.7%

39.5%

-380 bps

Adjusted Operating Expenses2(non-IFRS)

$6.1

$7.5

-19.2%

$18.2

$15.4

17.9%

Adjusted Operating Expenses (% of Sales) (non-IFRS)

50.8%

105.1%

-5,436 bps

54.7%

81.0%

-2,627 bps

SG&A Expenses

$2.2

$4.1

-46.5%

$6.8

$7.8

-13.0%

SG&A (% of sales)

18.2%

56.9%

-3,869 bps

20.3%

40.8%

-2,044 bps

Adjusted EBITDA (non-IFRS)

($0.7)

($5.2)

-87.1%

($5.6)

($6.6)

-14.4%

Adjusted EBITDA Margin (non-IFRS)

-5.7%

-73.5%

6,788 bps

-16.9%

-34.4%

1,755 bps

1 Reported revenue figures exclude contributions from Vireo’s former Pennsylvania cultivation and processing operations

2 Excludes depreciation and share-based compensation expenses

 

Third Quarter 2020 Financial Highlights

The Company generated revenue in seven states during the third quarter: Arizona, Maryland, Minnesota, New Mexico, New York, Ohio, and Pennsylvania. Total revenue, including contributions from discontinued operations, increased 68 percent year-over-year to $13.4 million. Reported revenue, excluding discontinued operations, was $11.9 million or an increase of 67 percent as compared to Q3 2019.

Retail revenue was approximately $9.9 million in Q3 2020, an increase of 61 percent compared to $6.2 million in Q3 2019. The increase in retail revenue was principally due to greater patient enrollment and average revenue per patient in Minnesota and New Mexico, as well as contributions from retail dispensaries in Pennsylvania. Wholesale revenue of $2.0 million increased by $1.1 million as compared to $980,921 in Q3 2019, with the increase primarily driven by the growth of wholesale operations in Maryland.

Gross profit before biological asset adjustments was $5.1 million, or 43 percent of revenue, as compared to gross profit of $1.8 million or 25 percent of revenue in the same period last year. The improvement in gross profit compared to the prior year was the result of operational efficiency gains in several markets, improved operating leverage through higher sales volumes and production facility upgrades completed last year.

Total operating expenses in the third quarter were $6.9 million, an improvement of $1.3 million or 16 percent as compared to $8.2 million in the third quarter of 2019. The reduction in operating expenses was attributable to lower professional fees and selling, general and administrative expenses including start-up expenses related to buildout and pre-revenue operations in some markets. Excluding depreciation and share-based compensation, operating expenses in the third quarter of 2020 were $6.1 million, or 51 percent of sales, as compared to $7.5 million or 105 percent of sales in the third quarter of 2019.

Total other income was $10.5 million during Q3 2020, compared to an expense of $825,868 in Q3 2019. The significant variance in other income as compared to the prior year quarter was primarily attributable to a one-time gain on the divestiture of the Company’s former Pennsylvania manufacturing and processing operations (“PAMS”) of $16.4 million. This transaction closed on August 11, 2020.

EBITDA, as described in accompanying disclosures and footnotes, was $8.1 million during Q3 2020, compared to a loss of $15.9 million in Q3 2019. Adjusted EBITDA was a loss of $675,808 in Q3 2020, as compared to a loss of $5.2 million in Q3 2019. Please refer to the Supplemental Information and Reconciliation of Non-IFRS Financial Measures at the end of this press release for additional information.

Net income in Q3 2020 was $122,252, as compared to a net loss of $14.6 million in Q3 2019.  The favorable improvement in net income was primarily driven by the one-time gain of $16.4 million on the divestiture of the Company’s former PAMS subsidiary.

Subsequent Events

On October 1, 2020, Vireo announced that it reached a definitive agreement with Ayr Strategies Inc., to sell all the assets and liabilities of its affiliate, Ohio Medical Solutions, Inc. (“OMS”), for total consideration of $4.85 million, including $1.2 million in cash. This transaction is expected to close early next year.

On November 5, 2020, the Company announced that it entered into a non-binding term sheet with Green Ivy Capital and its affiliates for a proposed senior secured, delayed draw term loan with an aggregate principal amount of up to $46,000,000. Vireo management expects definitive loan documents for the funding of the first tranche to be executed in December 2020.

On November 9, 2020, the Company announced that it secured a purchase option on an additional 96 acres of land adjacent to its existing facilities in Fulton County, NY for a total purchase price of approximately US $1.3 million. This option could enable the Company to significantly expand its cultivation and processing capacity in the state in the event of favorable regulatory changes.

On November 13, 2020, a subsidiary of Jushi Holdings, Inc. notified Vireo of its intent to exercise its purchase option on Vireo’s subsidiary, Pennsylvania Dispensary Solutions (“PDS”) for $5.0 million cash. Vireo believes the closing of this transaction will occur in December 2020.

On November 16, 2020, the Company announced that it had exercised its right to force the redemption of all subordinate voting share purchase warrants issued to participants in the Company’s private placement offering which closed on March 10, 2020. This forced redemption is expected to result in the issuance of 13,651,574 additional subordinate voting shares and cash proceeds of approximately $10.0 million.

On November 23, 2020, the Company filed a preliminary base shelf prospectus with the securities regulators in each province of Canada, except for the Province of Quebec. The preliminary base shelf prospectus has not yet become final for the purpose of the sale of securities. The intention of the base shelf prospectus is to allow the Company to more efficiently access capital when market opportunities permit. The Company wishes to correct that the base shelf prospectus is for an amount of up to C$200 million not C$260 million as disclosed in the Company’s news release dated November 23, 2020.

This news release does not constitute an offer to sell or the solicitation of an offer to buy in the United States and the securities referred to in this news release may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933 or pursuant to an applicable exemption from the registration requirements under the U.S. Securities Act of 1933 and applicable state securities laws. A copy of the preliminary base shelf prospectus can be found on SEDAR at www.sedar.com.

Leadership Update

Today the Company also announced the promotions of Christian Gonzalez to the role of Chief Operating Officer and Patrick Peters to the role of Executive Vice President of Retail.

As Chief Operating Officer, Mr. Gonzalez will lead the Company’s nationwide manufacturing, retail, and product development teams. Christian joined Vireo in 2018 as General Manager in Pennsylvania and since then has overseen major capacity expansion projects and helped optimized manufacturing efficiencies at Vireo’s cultivation and processing facilities in Minnesota, New York, Maryland, Arizona, and New Mexico. He is an engineer and entrepreneur with over 15 years of manufacturing experience in the medical device, pharmaceutical and aerospace/defense industries.

As Executive Vice President of Retail, Mr. Peters’ responsibilities include the complete oversight of Vireo’s retail, ecommerce, and wholesale sales channels. Mr. Peters joined Vireo in 2019 to lead the Company’s retail growth initiatives which focused on the expansion of Green Goods™ retail store openings and re-brandings nationwide. He has over 20 years of retail marketing experience as an executive leader at brands such as Calvin Klein, Kate Spade, and Juicy Couture.

Planned Transition from IFRS to U.S. GAAP Reporting

The Company is currently in the process of transitioning to becoming a U.S. domestic registrant, and plans to begin presenting its financial statements in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), rather than International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. Beginning in 2021, the Company expects to file Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K with the U.S. Securities and Exchange Commission. The Company anticipates incurring one-time expenses and professional fees related to this transition of approximately $0.5 million during the fourth quarter.

Balance Sheet and Liquidity

As of September 30, 2020, the Company had 37,337,138 equity shares issued and outstanding, and 155,376,287 shares outstanding on an as-converted, fully-diluted basis.

As of September 30, 2020, total current assets were $81.3 million, including cash on hand of $16.3 million, which does not include approximately $16.0 million in expected cash proceeds resulting from the redemption of warrants and divestitures of PDS and OMS. Total current liabilities were $20.7 million, with zero debt currently due within 12 months.

Outlook Commentary

Dr. Kingsley concluded, “As we exit fiscal year 2020, we’re focused on successfully completing our capacity expansion projects in Arizona, Maryland, and New Mexico, as well as our planned dispensary openings in Maryland, Minnesota and New Mexico. However, cash inflows from the forced redemption of warrants and exercise of the PDS purchase option materialized sooner than we anticipated, and our improving liquidity position has enabled us to begin evaluating additional investment opportunities. We expect to provide the investment community with an update on development initiatives and their potential impacts to our long-term operating and financial outlook in the spring of next year.”

Conference Call and Webcast Information

Vireo Health management will host a conference call with research analysts on Wednesday, November 25, 2020 at 8:30 a.m. ET (7:30 a.m. CT) to discuss its financial results for its third quarter ended September 30, 2020. Interested parties may register to attend the conference call via the following link:  http://www.directeventreg.com/registration/event/8084816. Upon registration, each participant will be provided with call details and a registrant ID for Vireo’s conference ID number 8084816.

A live audio webcast of this event will also be available in the Events & Presentations section of the Company’s Investor Relations website at https://investors.vireohealth.com/events-and-presentations/default.aspx and will be archived for one year.

About Vireo Health International, Inc.

Vireo Health International, Inc. (“Vireo” or the “Company”) is a physician-led cannabis company focused on bringing the best of technology, science, and engineering to the cannabis industry. Vireo manufactures proprietary, branded cannabis products in environmentally-friendly, state-of-the-art greenhouses and other facilities and distributes its products through its growing network of Green GoodsTM retail dispensaries and through hundreds of third-party dispensaries in seven states. Vireo’s team of more than 425 employees, led by scientists, engineers, and cultivation experts, is focused on efficiency and the creation of best-in-class products, while driving scientific innovation within the cannabis industry and developing meaningful intellectual property. Today, Vireo is licensed to grow and/or process cannabis in seven markets. The Company is operational in six of those markets – including the core markets of Arizona, Maryland, Minnesota, New Mexico, and New York. The Company holds 29 total retail dispensary licenses, of which 11 are currently open for business. For more information about Vireo, please visit www.vireohealth.com.

Additional Information

Additional information relating to the Company’s third quarter 2020 results is available on SEDAR at www.sedar.com. Vireo refers to certain non-IFRS financial measures such as adjusted net income, Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and adjusted EBITDA (defined as earnings before interest, taxes, depreciation, amortization, less certain non-cash equity compensation expense, one-time transaction fees, and other non-cash items. These measures do not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other issuers. Please see the Supplemental Information and Reconciliation of Non-IFRS Financial Measures at the end of this news release for more detailed information regarding non-IFRS financial measures.

Contact Information

Investor Inquiries:
Sam Gibbons
Vice President, Investor Relations
samgibbons@vireohealth.com 
(612) 314-8995

Media Inquiries:
Albe Zakes
Vice President, Corporate Communications
albezakes@vireohealth.com  
(267) 221-4800

Forward-Looking Statement Disclosure

This press release contains “forward-looking information” within the meaning of applicable United States and Canadian securities legislation. To the extent any forward-looking information in this press release constitutes “financial outlooks” within the meaning of applicable United States or Canadian securities laws, such information is being provided as preliminary financial results and the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such financial outlooks. Forward-looking information contained in this press release may be identified by the use of words such as “plans,” “expects” or “does not expect,” “is expected,” “look forward to,” “budget” “scheduled,” “estimates,” “forecasts,” “will continue,” “intends,” “anticipates,” “does not anticipate,” “believes,” “should,” “should not,” or variations of such words and phrases or indicates that certain actions, events or results “may,” “could,” “would,” “might,” “should,” or “will” “be taken,” “occur,” or “be achieved.”  Forward-looking information may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, milestones, strategies and outlook of Vireo, and includes statements about, among other things, the value of assets, the amount of liabilities, the designation of certain businesses or assets as “core” or “non-core,” decisions about allocation of capital and other resources, future developments, the future operations, potential market opportunities including the potential effects of the approval of adult-use cannabis in one or more markets, potential opportunities to monetize assets, strengths and strategy of the Company. Forward-looking information is provided for the purpose of presenting information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements should not be read as guarantees of future performance or results. Forward-looking information includes statements with respect to the opportunities for the Company to leverage increasing scale to improve sales growth and operating performance; the anticipation that the medical-only state markets in which the Company’s subsidiaries operate could enact recreational-use legislation over the near-to mid-term future; the anticipated benefits of strategic initiatives; the effects of reduction of corporate overhead and SG&A expenses; improvement to unit economics; expansion of retail dispensaries in key markets; the expectation that such expansion will drive stronger revenue growth, operating margins and free cash flow; the anticipated closing of certain divestitures and the timing thereof; the anticipated benefits of the land purchase option acquired by the Company in New York; the Company’s anticipation that it will enter into definitive loan documents with Green Ivy Capital and receive proceeds from a resultant loan; the expectation that a preliminary base shelf prospectus will become final or that any securities will be sold under a base shelf prospectus; the anticipated share issuance and proceeds related to the Company’s redemption of all subordinate voting share purchase warrants issued to participants in the March 10, 2020, private placement; the transition of the Company’s financial reporting from IFRS to U.S. GAAP; and updates on actual and proposed development initiatives, including estimates of the timing of completion of such initiatives. Forward-looking information includes both known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements or information contained in this press release. Financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to various risks as set out herein. Our actual financial position and results of operations may differ materially from management’s current expectations and, as a result, our revenue and cash on hand may differ materially from the revenue and cash values provided in this press release. Forward-looking information is based upon a number of estimates and assumptions of management, believed but not certain to be reasonable, in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment; and the availability of licenses, approvals and permits.

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct, including preliminary financial expectations regarding the annualized reduction of corporate overhead and SG&A expenses. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to, risks related to preliminary financial results being subject to the completion of the Company’s financial closing procedures and not being audited or reviewed by the Company’s independent registered public accounting firm; the timing of recreational-use legislation in markets where the Company currently operates; current and future market conditions, including the market price of the subordinate voting shares of the Company; risks related to the COVID-19 pandemic; federal, state, local and foreign government laws, rules and regulations, including federal and state laws in the United States relating to cannabis operations in the United States; limited operating history; changes in laws, regulations and guidelines; operational, regulatory and other risks; execution of business strategy; management of growth; difficulty to forecast; conflicts of interest; risks inherent in an agricultural business; liquidity and additional financing; foreign private issuer status and the risk factors set out in the Company’s listing statement dated March 19, 2019, filed with the Canadian securities regulators and available under the Company’s profile on SEDAR at www.sedar.com and in the Company’s registration statement on Form 10, filed November 5, 2020 on EDGAR with the U.S. Securities and Exchange Commission.

The statements in this press release are made as of the date of this release. The Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

Supplemental Information

The financial information reported in this press release is based on audited financial statements for the fiscal year ended December 31, 2019 and unaudited condensed interim consolidated financial statements for the third quarter ended September 30, 2020. All financial information contained in this press release is qualified in its entirety with reference to such financial statements. To the extent that the financial information contained in this press release is inconsistent with the information contained in the Company’s audited financial statements, the financial information contained in this press release shall be deemed to be modified or superseded by the Company’s audited financial statements. The making of a modifying or superseding statement shall not be deemed an admission for any purposes that the modified or superseded statement, when made, constituted a misrepresentation for purposes of applicable securities laws.

VIREO HEALTH INTERNATIONAL, INC.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

As at September 30, 2020 and December 31, 2019

September 30,

December 31,

(Unaudited – Expressed in United States Dollars)

2020

2019

ASSETS

Current Assets

Cash

$                16,281,768

$                  7,641,673

Restricted Cash

1,592,500

1,592,500

Note Receivable

3,750,000

Receivables

619,491

1,025,963

Inventories

38,343,055

32,437,308

Biological Assets

13,513,582

6,134,209

Prepaid Expenses

2,365,580

2,285,548

Deferred acquisition costs

28,136

28,136

Assets Held for Sale

4,787,026

81,281,138

51,145,337

Non-Current Assets

Right of Use Asset

19,369,077

25,921,603

Property and Equipment

15,155,239

13,326,337

Deposits

1,648,423

2,651,366

Deferred Loss on Sale Leaseback

30,481

Goodwill

3,132,491

3,132,491

Intangible Asset

8,562,776

9,001,237

47,868,006

54,063,515

Total Assets

$            129,149,144

$            105,208,852

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current Liabilities

Accounts Payable and Accrued Liabilities

$                7,725,246

$                3,140,086

Current portion of Right of Use Liability

776,541

619,827

Warrant Liability

8,587,565

Liabilities Held for Sale

3,637,026

20,726,378

3,759,913

Long-Term Liabilities

Deferred Income Taxes

12,715,000

4,528,000

Right of Use Liability

22,011,662

28,665,681

Long-Term Debt

1,110,000

1,110,000

Convertible debt

833,408

817,446

57,396,448

38,881,040

Shareholders’ Equity

Share Capital

122,511,602

118,453,142

Reserves

20,207,921

7,962,509

Retained Earnings

(70,966,827)

(60,087,839)

71,752,696

66,327,812

Total Liabilities and Equity

$            129,149,144

$            105,208,852

 

 

VIREO HEALTH INTERNATIONAL, INC. 

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

 Three Month 

 Three Month 

 Period Ended 

 Period Ended 

For the Three Months Ended September 30, 2020 and 2019

September 30,

September 30,

(Unaudited – Expressed in United States Dollars)

2020

2019

REVENUE

$             11,942,640

$                           7,136,222

Production Costs

(6,846,390)

(5,381,906)

Gross Profit Before Fair Value Adjustments

5,096,250

1,754,316

Realized Fair Value Amounts Included in Inventory Sold

(5,879,438)

(844,142)

Unrealized Fair Value Gain on Growth of Biological Assets

2,908,834

(7,839,571)

Gross Profit

2,125,646

(6,929,397)

EXPENSES

Depreciation

355,450

515,486

Professional fees

546,128

1,421,033

Salaries and wages

3,347,061

2,023,027

Selling, general and administrative expenses

2,170,871

4,058,524

Share Based Compensation

524,052

229,916

6,943,562

8,247,986

OTHER INCOME (EXPENSE)

Loss on sale of property and equipment

(4,752)

Gain on disposal of assets

16,437,897

Loss on assets held for sale

(446,544)

Interest expense, net

(1,356,834)

(871,781)

Accretion expense

(19,669)

(72,976)

Gain (Loss) on Derivative Liability

(4,066,335)

Inventory adjustment

(151,328)

346,493

Other income (expense)

138,645

(222,852)

Total Other Income (Expense)

10,535,832

(825,868)

 INCOME (LOSS) BEFORE INCOME TAXES 

5,717,916

(16,003,251)

Current income taxes

(2,674,900)

346,000

Deferred income taxes

(3,390,000)

3,160,000

PROVISION FOR INCOME TAXES

(6,064,900)

3,506,000

LOSS AND COMPREHENSIVE LOSS FROM CONTINUING OPERATIONS

(346,984)

(12,497,251)

LOSS AND COMPREHENSIVE LOSS FROM DISCONTINUED OPERATIONS

469,236

(2,068,255)

TOTAL LOSS AND COMPREHENSIVE LOSS

$                  122,252

$                       (14,565,506)

Weighted Average Shares Outstanding – basic and diluted

98,871,038

24,299,953

Net Loss Per Share – basic and diluted

 – Continuing Operations

(0.00)

(0.51)

 – Discontinued Operations

0.00

(0.09)

 

 

VIREO HEALTH INTERNATIONAL, INC.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

Nine Months
Ended

Nine Months

Ended

For the Nine Months Ended September 30, 2020 and 2019

September 30,

September 30,

(Unaudited – Expressed in United States Dollars)

2020

2019

Cash Flows from Operating Activities:

Net Loss

$           (10,878,988)

$        (19,884,720)

Items Not Affecting Cash:

Depreciation and Amortization

1,607,649

2,101,142

Loss on Sale of Property and Equipment

35,449

(5,652)

Share Based Compensation

12,245,412

686,868

Gain on disposal of business

(16,437,897)

Loss on assets held for sale

446,544

Loss on derivative liability

5,032,537

Fair Value Adjustment on Sale of Inventory

18,842,382

11,433,782

Fair Value Adjustment on Growth of Biological Assets

(35,022,153)

(11,994,442)

Interest Expense

3,805,740

1,694,898

Deferred Income Taxes

7,952,000

(1,508,000)

Deferred financing and acquisition costs

1,836,750

Listing expense

2,994,606

Amortization of deferred tenant improvements

(175,341)

Deferred gain/loss on sale leaseback

30,481

1,906

Cash flows used in discontinued Operations

2,363,077

1,624,119

Changes in non-cash working capital

3,889,776

(5,174,015)

Cash Flows Used in Operating Activities

(6,087,991)

(16,368,099)

Cash Flows from Investing Activities:

Purchase of Property and Equipment

(4,017,205)

(6,188,681)

Proceeds on sale of Property and Equipment

982,391

Acquisition Costs

(15,937,223)

Divestitures

16,637,489

Deposits

30,943

(15,222)

Cash flows used in discontinued Operations

(188,718)

(240,910)

Cash Flows from ( Used in) Investing Activities

12,462,509

(21,399,645)

Cash Flows from Financing Activities:

Proceeds from private placement, net of issuance costs

7,613,490

47,542,878

Lease payments

(479,504)

(73,972)

Interest Paid

(3,423,454)

(1,398,298)

Cash flows used in discontinued Operations

(1,291,809)

(1,564,266)

Cash Flows from Financing Activities

2,418,723

44,506,342

Net Change in Cash

$               8,793,241

$            6,738,598

Cash, Beginning of the Period

7,641,673

9,624,110

Cash, End of the Period

$             16,434,914

$          16,362,708

 

Reconciliation of Non-IFRS Financial Measures

EBITDA, Adjusted EBITDA, and Adjusted Operating Expenses are non-IFRS measures and do not have standardized definitions under IFRS. The following information provides reconciliations of the supplemental non-IFRS financial measures, presented herein to the most directly comparable financial measures calculated and presented in accordance with IFRS. The Company has provided the non-IFRS financial measures, which are not calculated or presented in accordance with IFRS, as supplemental information and in addition to the financial measures that are calculated and presented in accordance with IFRS. These supplemental non-IFRS financial measures are presented because management has evaluated the financial results both including and excluding the adjusted items and believe that the supplemental non-IFRS financial measures presented provide additional perspective and insights when analyzing the core operating performance of the business. These supplemental non-IFRS financial measures should not be considered superior to, as a substitute for or as an alternative to, and should be considered in conjunction with, the IFRS financial measures presented.

Reconciliation of Net Loss to Adjusted EBITDA

Three Months Ended

September 30,

2020

2019

Net income (loss)

$            122,252

$    (14,565,506)

Interest expense, net

1,356,834

871,781

Accretion expense

19,669

72,976

Income taxes

6,064,900

(3,506,000)

Depreciation

355,450

515,486

Amortization

153,357

727,731

EBITDA (non-IFRS)

$          8,072,462

$    (15,883,532)

Net fair value adjustments

2,970,604

8,683,713

Gain (Loss) on Derivative Liability

4,066,335

Inventory adjustment

151,328

(346,493)

Share-based compensation

524,052

229,916

(Gain)/Loss from discontinued operations

(469,236)

2,068,255

Loss on assets held for sale

446,544

Gain on sale of discontinued operations

(16,437,897)

Adjusted EBITDA (non-IFRS)

$          (675,808)

$     (5,248,141)

Net Loss Per Share – basic and diluted for the nine months ended September 30, 2020 and 2019 was $(0.12) and $(0.00), respectively.

 

 

Reconciliation of Total Operating Expenses to Adjusted Operating Expenses

Three Months Ended

Nine Months Ended

September 30,

September 30,

2020

2019

2020

2019

Total Operating Expenses

$    6,943,562

8,247,986

$  31,663,589

17,193,745

Depreciation

-355,450

-515,486

-1,200,729

-1,057,566

Share-based compensation

-524,052

-229,916

-12,245,412

-686,868

Adjusted Operating Expenses

6,064,060

7,502,584

18,217,448

15,449,311

% of Revenue

50.8%

105.1%

54.7%

90.1%

 

 

CisionView original content to download multimedia:http://www.prnewswire.com/news-releases/vireo-health-announces-third-quarter-2020-financial-results-301180353.html

SOURCE Vireo Health International, Inc.

Field Trip Health Ltd. Schedules Second Fiscal Quarter 2021 Financial Results Conference Call for Tuesday, December 1, 2020 at 8:00 am E

TORONTO, Nov. 25, 2020 (GLOBE NEWSWIRE) — Field Trip Health Ltd. (CSE: FTRP, OTCBB: FTRPF) (“Field Trip”), a global leader in the development and delivery of psychedelic therapies, announced today that it plans to release financial results for its second fiscal quarter ended September 30, 2020, after market close on Monday, November 30, 2020.

The Company will conduct a conference call and webcast to review its results the following day, Tuesday, December 1, 2020 at 8:00 am ET. To access the call, please dial 1-877-407-9716 or 1-201-493-6779 and provide conference ID 13713475. A live webcast of the conference call can be accessed via the Events and Presentations section of the Field Trip Health Investor Relations website or via the following link: http://public.viavid.com/index.php?id=142525.

For those unable to attend the live call, a telephonic replay will be available until December 15, 2020. To access the replay of the call dial 1-844-512-2921 or 1-412-317-6671 and provide conference ID 13713475. An archived copy of the webcast will be available on the Events and Presentations section of the Field Trip Health Investor Relations website after the conclusion of the call.

About Field Trip Health Ltd.

Field Trip is the global leader in the development and delivery of psychedelic therapies. With our Field Trip Discovery division leading the development of the next generation of psychedelic molecules and conducting advanced research on plant-based psychedelics including psilocybin-producing fungi and our Field Trip Health division building centers for psychedelic therapies opening across North America and Europe along with the digital and technological tools that will enable massive scale, we help people from those in treatment to those seeking accelerated personal growth, with a simple, evidence-based way to heal and heighten engagement with the world.

Learn more at https://www.fieldtriphealth.nlhttps://www.fieldtriphealth.com and https://www.meetfieldtrip.com.

Follow us on Twitter and Instagram: @fieldtriphealth

People interested in learning more about Field Trip Health’s Netherlands location and its truffle programs can do so by email (info.nl@fieldtriphealth.com) or online at www.fieldtriphealth.nl.

To receive company updates about Field Trip and to be added to the email distribution list please sign up here.

For further information, contact Ronan Levy, Executive Chairman and a Director at Field Trip, at 1 (833) 833-1967.

Cautionary Note Regarding Forward-Looking Information.
This release includes forward-looking information within the meaning of Canadian securities laws regarding Field Trip and its business, which may include, but are not limited to, statements with respect to the listing of the common shares of Field Trip on the Canadian Securities Exchange, and the timing of such events. Often but not always, forward-looking information can be identified by the use of words such as “expect”, “intends”, “anticipated”, “believes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would” or “will” be taken, occur or be achieved. Such statements are based on the current expectations and views of future events of the management of Field Trip, and are based on assumptions and subject to risks and uncertainties. Although the management of Field Trip believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the companies, including risks regarding the COVID-19 epidemic, the medical clinic industry, market conditions, economic factors, management’s ability to manage and to operate the business and the equity markets generally. Although Field Trip has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Field Trip does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

The CSE has neither approved nor disapproved the contents of this news release.

Media contacts:
Paige Tatulli
Autumn Communications
212-206-9780
paiget@autumncommunications.com / fieldtrip@autumncommunications.com

Investor contacts:
Elizabeth Barker
KCSA Strategic Communications
212-896-1203
ebarker@kcsa.com

SOURCE Field Trip Health Ltd.

HAVN LIFE SCIENCES ANNOUNCES $5.46 MILLION WARRANT EXERCISE

Vancouver, BC – Havn Life Sciences Inc. (CSE : HAVN) (FSE : 5NP(the “Company” or “Havn Life”) is pleased to announce that 10,927,856 common share purchase warrants (“Warrants”) have been exercised (“Exercise”), resulting in proceeds to the Company of $5.46 million. The Warrants had originally been issued by the Company pursuant to a private placement that closed on June 5, 2020 and were subject to an accelerated exercise period as a result of the Company’s share price remaining above $0.75 for a period of 10 consecutive trading days.

The Company notes that certain of the Warrants were sold by their original holders to third party buyers (the “Buyers”) prior to the Exercise thereof, including, a Buyer introduced by Canaccord Genuity Corp. to which the Company paid a cash commission of $80,000 or 8% of the subject exercise proceeds.

“In addition to the recently announced voluntary escrow agreement, the team is elated to have received such strong support from existing shareholders through the exercise of warrants and from new shareholders through the warrant purchases and immediate exercise,” said CEO, Tim Moore. “This capital will allow Havn Life to continue to push towards its 2021 development strategy. On behalf of the Havn Life team, I would like to thank our dedicated shareholders for the unwavering support.”

On Behalf of The Board of Directors
Tim Moore
Chief Executive Officer


About Havn Life Sciences Inc.

Havn Life Sciences is a biotechnology company on a mission to unlock human potential using evidence-informed research. The Company is focused on standardized, quality-controlled extraction of psychoactive compounds from plants and fungi, and the development of natural health care products from non-regulated compounds. Learn more at: havnlife.com and follow us on FacebookTwitter and Instagram.

Connect

Investor Relations
ir@havnlife.com
604 (687)-7130

Facebook: @havnlife
Twitter: @havnlife
Insta: @havn.life
LinkedIn: @Havn Life

Media Contact
Brittany@exvera.com
778-238-6096

MindMed to Launch Albert, A Digital Medicine Division for Psychedelic Medicines

NEW YORKNov. 24, 2020 /PRNewswire/ — MindMed (NEO: MMED) (OTCQB: MMEDF) (DE: MMQ), a leading psychedelic medicine biotech company, is establishing a digital medicine division known as AlbertAlbert is in the process of assembling and recruiting a leading team of technologists, therapists, and clinical drug development experts to help the company research, develop and build an integrated technical platform and comprehensive toolset aimed at delivering psychedelic inspired medicines and experiential therapies combined with digital therapeutics.

Digital therapeutics are defined as evidence-based therapeutic interventions for patients to prevent, manage, or treat a mental disorder or disease. Pairing digital tools, such as wearables and the latest in machine learning, with psychedelic assisted therapies, can give healthcare providers the ability to optimize and better understand the patient journey and therapeutic outcomes from pre-care through to after-care.

MindMed Co-Founder and Co-CEO J.R. Rahn said, “We believe that the next frontier in psychedelic medicine will be to quantify with great precision psychedelic assisted therapy’s impact on patient populations. This new division will not only build apps, technologies and other platforms to help the patient, but hopefully also make the medical community comfortable with this novel treatment paradigm for mental health and addiction by measuring the potential value to their patient populations and ultimate savings to insurers.”

Recent advancements in digital therapeutics have the potential to enable a real time assessment of efficacy in both clinical trials and real-world settings leading to a more robust understanding of the value of a treatment and long-term impact on patient outcomes.

MindMed’s clinical team under the leadership of President and Head of Clinical Dr. Miri Halperin Wernli is designing an experimental clinical trial that pairs non-hallucinogenic psychedelic inspired medicines such as microdoses of LSD with digital therapeutics to track, engage and influence patient behavior. MindMed intends to announce full details of this clinical trial once MindMed and its scientific collaborators finalize the protocol design for submission to relevant health regulators.

Dr. Miri Halperin Wernli said, “This is a perfect moment for digital medicine solutions to come to patients to help support behavioral change, measure and enhance psychiatric care and health outcomes. Our intention is to use digital therapeutics alongside pharmaceutical medicines to maximize one another’s value to the patient and for the healthcare system. The two classes of medicine, along with psychotherapy and various forms of cognitive behavioral therapies, must be regarded as complementary to enhance outcomes, which will create new opportunities to improve quality of care and patient outcomes and drive behavior change at scale.”

About MindMed

MindMed is a psychedelic medicine biotech company that discovers, develops and deploys psychedelic inspired medicines and therapies to address addiction and mental illness. The company is assembling a compelling drug development pipeline of innovative treatments based on psychedelic substances including Psilocybin, LSD, MDMA, DMT and an Ibogaine derivative, 18-MC. The MindMed executive team brings extensive biopharmaceutical experience to the company’s groundbreaking approach to developing the next-generation of psychedelic inspired medicines and therapies.

MindMed trades on the Canadian exchange NEO under the symbol MMED. MindMed is also traded in the 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 future events and performance of Mind Medicine (MindMed) Inc. (“MindMed”), and actual events or results may differ materially from these forward-looking statements. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “estimate,” variations of such words, and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements concern, and these risks and uncertainties include, among others, MindMed’s and its collaborators’ ability to continue to conduct research and clinical programs, MindMed’s ability to manage its supply chain, product sales of products marketed by MindMed and/or its collaborators (collectively, ” Products”), and the global economy; the nature, timing, and possible success and therapeutic applications of Products and Product candidates and research and clinical programs now underway or planned; the likelihood, timing, and scope of possible regulatory approval and commercial launch of Product candidates and new indications for Products; unforeseen safety issues resulting from the administration of Products and Product candidates in patients, including serious complications or side effects in connection with the use of MindMed’s Products and product candidates in clinical trials; determinations by regulatory and administrative governmental authorities which may delay or restrict MindMed’s ability to continue to develop or commercialize Products; ongoing regulatory obligations and oversight impacting Products, research and clinical programs, and business, including those relating to patient privacy; uncertainty of market acceptance and commercial success of Products and Product candidates and the impact of studies on the commercial success of Products and Product candidates; the availability and extent of reimbursement of Products from third-party payers, including private payer healthcare and insurance programs, health maintenance organizations, pharmacy benefit management companies, and government programs such as Medicare and Medicaid; competing drugs and product candidates that may be superior to Products and Product candidates; the extent to which the results from the research and development programs conducted by MindMed or its collaborators may be replicated in other studies and lead to therapeutic applications; the ability of MindMed to manufacture and manage supply chains for multiple products and product candidates; the ability of MindMed’s collaborators, suppliers, or other third parties (as applicable) to perform manufacturing, filling, finishing, packaging, labelling, distribution, and other steps related to MindMed’s Products and product candidates; unanticipated expenses; the costs of developing, producing, and selling products; the ability of MindMed to meet any of its financial projections or guidance and changes to the assumptions underlying those projections or guidance; the potential for any license or collaboration agreement to be cancelled or terminated without any further product success; and risks associated with intellectual property of other parties and pending or future litigation relating thereto, other litigation and other proceedings and government investigations relating to MindMed and its operations, the ultimate outcome of any such proceedings and investigations, and the impact any of the foregoing may have on MindMed’s business, prospects, operating results, and financial condition. Any forward-looking statements are made based on management’s current beliefs and judgment. MindMed does not undertake any obligation to update publicly any forward-looking statement.

Media Contact: mindmed@crosscutstrategies.com

CHAMPIGNON BRANDS UPDATES INVESTORS ON CHANGES AT THE TOP

VANCOUVER, BRITISH COLUMBIA (November 24, 2020) – Champignon Brands Inc. (the “Company”), (CSE: SHRM) (FWB: 496) (OTCQB: SHRMF), announced today that the Company’s management and governance is undergoing comprehensive change at the top that will extend to the Company’s practices.

In today’s update the Company announces a series of moves now underway as a basis for emphasized priorities on transparency, full and accurate public reporting plus operational readiness to meet the accelerating, pandemic-drive demand for its clinical services.

In this light, the Company reminds investors it is now led by a new Board Chair and CEO and new Vice-Chair, both announced previously (see news release dated October 5, 2020).  Other changes underway include the following:

  • The Company is now actively recruiting a new Chief Financial Officer, Chief General Counsel, and Senior Vice President – Investor and Public Communications.
  • The Company intends to expand its board with additional outside directors to be drawn from business and science.
  • The Company has accepted the resignation of Gareth Birdsall, director, effective November 23, 2020.
  • The Company has re-designed its website to facilitate proper access to current information by investors and the wider public.

The current Board of Directors consists of Dr. Roger McIntyre, Chair and CEO; Bill Wilkerson, Vice-Chair; Matt Fish, President and Secretary; and Jerry Habuda.

Champignon Brands Inc. (https://braxiascientific.com) is a research-driven Company specializing in breakthrough ketamine treatment for depression, and other mental health conditions and its suicidal implications as well as delivery platforms for other health products. The Company works closely with subsidiaries that include AltMed Capital Corp. (“AltMed”), Novo Formulations Ltd., Artisan Growers Ltd., and Tassili Life Sciences Corp. The Canadian Rapid Treatment Center of Excellence is wholly owned by AltMed. 

Investors: info@braxiascientific.com

Media: Victoria Ollers, vollers@rogers.com, 416 822-2288

BETTER PLANT LAUNCHES URBAN JUVE LOYALTY PROGRAM WITH LOYALTYLION

Vancouver, B.C. – November 24, 2020: Better Plant Sciences Inc. (CSE: PLNT) (OTCQB: VEGGF) (FSE: YG3) (“Better Plant”) or (the “Company”) is pleased to announce the launch of  a customer rewards program called “Insider Rewards” for its Urban Juve skin care line.

“Insider Rewards will give our customers the opportunity to collect points to earn free products and also provide access to exclusive promotions,” said Gabriel Villablanca, Director of eCommerce for Better Plant. “Our objective is to turn customers into repeat and loyal customers, and ultimate advocates of the brand and our products.”

LoyaltyLion is a loyalty program platform that supports eCommerce growth by unlocking insights that make it possible to amplify marketing efforts while making customers feel valued. LoyaltyLion has a track record of producing higher customer spend and increasing repeat purchase rates.

“Customers who are members are more likely to purchase more items than nonmember customers without an account,” added Villablanca. “So offering a wide range of rewards in exchange for brand engagement, can pay dividends. Brand engagement activities could include signing up for Urban Juve emails, leaving product reviews, and following Urban Juve on social media platforms.”

The loyalty program also offers a mobile-optimized referral tool to help gain new high value customers at a low acquisition cost. The Company plans to offer Insider Rewards across all brands and will leverage the LoyaltyLion platform for the program.

A 2019 KPMG survey reported that 81% of millennial consumers say they spend more with a company when they are a member of a loyalty program, and 78% say they would switch to a company that offered a better program.

 

About Better Plant Sciences Inc.

Better Plant offers plant-based products for optimum health and wellness. It is a vertically integrated company with a team whose complementary experience enables acquisition, development, manufacturing, and direct-to-consumer distribution of our products. Its  all-natural products vary in use from pain treatment to disease prevention to skin care, all without chemicals or harmful ingredients.  It has an extensive catalogue of over 400 proprietary product formulas.  Better Plant currently has over 60 plant-based products for sale through eCommerce or in retail stores under the brands Jusu, Urban Juve, and Wright & Well. Better Plant also owns approximately 52% of NeonMind Biosciences Inc. NeonMind Biosciences Inc. has manufactured a line of coffees infused with medicinal mushrooms including reishi, cordyceps, lion’s mane and turkey tail mushrooms. NeonMind is also engaged in research into developing a psilocybin (psychedelic mushroom) based product to aid in or cause weight loss and treat obesity and related illnesses.

Health Canada has approved NeonMind’s preclinical trial for research into using psilocybin as a treatment to promote and cause weight loss and NeonMind is currently developing protocols for Phase II human trials to be submitted for approval in early 2021.

NeonMind’s product candidates with psychedelic compounds will not be commercialized prior to applicable regulatory approval, which will only be granted if clinical evidence of safety and efficacy for the intended uses is successfully developed. Psilocybin is currently a Schedule III drug under the Controlled Drugs and Substances Act (CDSA) and it is a criminal offence to possess substances under the CDSA without a prescription. Health Canada has not approved psilocybin as a drug.

For more information about Better Plant, visit betterplantsciences.com or follow @betterplantsciences on Instagram.

Go to urbanjuve.com to join the customer rewards program and to buy Urban Juve products.

 

Investor Relations Contact

Penny White, President & CEO

Ali Dumanski, Investor Relations

invest@betterplantsciences.com 

1-833-514-2677

The Canadian Securities Exchange has not reviewed, approved or disapproved the contents of this news release.

 

Cautionary Statement Regarding Forward-Looking Statements

This press release includes forward-looking information and statements (collectively, “forward looking statements”) under applicable Canadian securities legislation.  Forward-looking statements are necessarily based upon a number of estimates, forecasts, beliefs and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements.  Such risks, uncertainties and factors include, but are not limited to: risks related to the development, testing, licensing, brand development, availability of packaging, intellectual property protection, reduced global commerce and reduced access to raw materials and other supplies due to the spread of COVID-19, the potential for not acquiring any rights as a result of the patent  application and any products making use of the intellectual property may be ineffective or the company may be unsuccessful in commercializing them; and other approvals will be required before commercial exploitation of the intellectual property can happen.  Demand for the company’s products, general business, economic, competitive, political and social uncertainties, delay or failure to receive board or regulatory approvals where applicable, and the state of the capital markets.  Better cautions readers not to place undue reliance on forward-looking statements provided by Better, as such forward-looking statements are not a guarantee of future results or performance and actual results may differ materially. The forward-looking statements contained in this press release are made as of the date of this press release, and Better expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.

PharmaTher Provides Update on its Psychedelic Pharmaceuticals Programs

TORONTO, Nov. 24, 2020 (GLOBE NEWSWIRE) — PharmaTher Inc., a wholly-owned subsidiary of Newscope Capital Corporation (“PharmaTher”) (CSE: PHRM) and a specialty life sciences company focused on the research and development of psychedelic pharmaceuticals, is pleased to provide a corporate update on its psychedelic pharmaceuticals program. Since its inception, the Company has built a unique product pipeline for novel uses of ketamine, psilocybin and undisclosed psychedelics. PharmaTher is positioning itself to partner its psilocybin program and panaceAI™, and focus on advancing its novel ketamine product pipeline in Parkinson’s disease, depression and pain via the U.S. Food and Drug Administration (“FDA”) regulatory pathway.

“We have made tremendous progress over the last several months that saw our product pipeline evolve to focus on the massive opportunity and potential of ketamine, an FDA approved drug with a known safety profile, to treat significant unmet medical needs for Parkinson’s disease, depression and pain,” said Fabio Chianelli, CEO of PharmaTher. “With our focus on ketamine through repurposing, combining it with an FDA approved drug and delivering it with our novel microneedle delivery system, we are now positioned to expedite our clinical development objectives by taking advantage of the FDA’s 505(b)(2) regulatory pathway and commercializing disruptive ketamine treatments for mental health and pain disorders.”

Ketamine for Parkinson’s Disease
The Company entered into an exclusive license agreement with the University of Arizona for the development and commercialization of ketamine in the treatment of Parkinson’s disease. PharmaTher has applied for FDA Orphan Drug Designation for ketamine in the treatment of levodopa-induced dyskinesia associated with Parkinson’s disease, and is expected to be granted in Q1-2021. In addition, PharmaTher will shortly file its pre-investigational new drug (“IND”) request to the FDA with the aim to conduct a Phase II clinical study in the U.S. Prior clinical reports suggest that low-dose ketamine infusions are well tolerated and can improve pain and depression, both often comorbidities in Parkinson’s disease patients. Preclinical data and human case studies in Parkinson’s disease showed that low-dose sub-anesthetic ketamine infusion indicates tolerability, safety and the potential of long-term therapeutic benefit to reduce Levodopa-induced dyskinesia, improve on time, and reduce depression.1-5   The global Parkinson’s Disease market is expected to grow from USD $5 billion in 2019 to USD $7.5 billion by the end of 20256 and it is estimated that the potential market opportunity for LID-PD to be over USD $3 billion in the U.S. alone.

Ketamine Combination Formulation for Depression
The Company is preparing to advance a novel combination formulation with ketamine and an undisclosed FDA approved drug for the treatment of depression. The combination drug has shown in pre-clinical models to enhance the antidepressant effect of ketamine, while attenuating the side effects (i.e., hallucinations, memory defects, addiction, cognitive function, social and motor disorders, etc.), thus offering a potentially safer and effective treatment option that can be used by patients for home use to treat their depression.   The global prevalence of depression is over 300 million patients and the annual cost to the U.S. is $200 billion, with current treatment options being ineffective and sub-optimal. The Company aims to conduct an FDA Phase II study for depression in 2021. In addition, this novel combination formulation paves the way for a distinctive product franchise targeting the multi-billion dollar and underserved market opportunities in mental health disorders.

Ketamine Microneedle Patch for Pain
The Company entered into an exclusive license agreement for the development and commercialization of a proprietary microneedle delivery system, developed in Khademhosseini Lab at the University of California, Los Angeles (“UCLA”), for use with psychedelic pharmaceuticals, including, ketamine.

The microneedle delivery system in the form of a patch, is biocompatible and biodegradable, shown to deliver both water-soluble and insoluble drugs with desirable release profiles, can efficiently penetrate the stratum corneum layer (outer layer of the skin), enable flexible drug load capacity and combinations, and control-release delivery. The microneedle patch is minimally invasive, painless, and may overcome the potential drawbacks of oral administration, subcutaneous injections and other transdermal delivery systems. In addition, it will open up new market opportunities in multi-billion dollar categories such as pain, skin cancer, wounds, mucosal diseases and surgical applications.

PharmaTher is focused on realizing the potential of its proprietary microneedle patch by delivering ketamine to treat pain disorders such as neuropathic pain and post-operative pain. The Company has filed an application with the FDA to receive Orphan Drug Designation for ketamine in the treatment of Postherpetic neuralgia (“PHN”), a chronic neuropathic pain syndrome resulting from an outbreak of the herpes zoster virus, also known as shingles. According to Persistence Market Research, the global PHN market is expected to be valued at USD $908.4 million by 2026.
In addition, the novel ketamine microneedle patch will have the potential to treat the over 25 million chronic pain patients and the over 65 million surgical procedures in the U.S. The ketamine patch aims to overcome the serious side effects and abuse with opioids to treat chronic pain.

panaceAI™ and Psilocybin Partnering Programs
The Company is developing and commercializing panaceAI™, a drug repurposing artificial intelligence (“AI”) platform focusing on psychedelic pharmaceuticals, with the intention to expand PharmaTher’s product pipeline and intellectual property portfolio. The Company has built a psilocybin product pipeline, which includes the potential treatment of traumatic brain injury and stroke, and its recently discovered novel uses of psilocybin in the potential to treat certain cancers, for which a provisional patent was filed with the U.S. Patent and Trademark Office. This discovery led to PharmaTher to enter into an exclusive research collaboration with Revive Therapeutics Ltd. (CSE: RVV, USA: RVVTF) to advance the psilocybin program and to discover novel uses of undisclosed psychedelic compounds using panaceAI™. The research collaboration with Revive is PharmaTher’s first partnership with panaceAI™ and it validates PharmaTher’s business model in discovering novel uses of psychedelics and partnering these discoveries with life sciences companies seeking to expand their product pipeline with psychedelics.

The partnership model for panaceAI™ and psilocybin allows PharmaTher to become a specialty life sciences company focused on its disruptive product pipeline with ketamine.

About PharmaTher Inc.
PharmaTher Inc., a wholly-owned subsidiary of Newscope Capital Corporation (CSE: PHRM), is a specialty life sciences company focused on the research and development of psychedelic pharmaceuticals. PharmaTher repurposes psychedelic pharmaceuticals, such as ketamine and psilocybin, for FDA approval to treat disorders of the brain and nervous system. Our goal is to advance the commercialization of panaceAI™, our drug repurposing artificial intelligence platform, and our ketamine focused product pipeline in the treatment of Parkinson’s Disease, depression, and pain.

Learn more at:  PharmaTher.com and follow us on FacebookTwitter and LinkedIn.

For more information, please contact:
Fabio Chianelli
Chief Executive Officer
PharmaTher Inc.
Tel: 1-888-846-3171
Email: info@pharmather.com
Website: www.pharmather.com

Neither the Canadian Securities Exchange nor its Regulation Services Provider have reviewed or accept responsibility for the adequacy or accuracy of this release.

Cautionary Statement
This press release contains ‘forward-looking information’ within the meaning of applicable Canadian securities legislation. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated”, “potential” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Newscope Capital Corporation’s (the “Company) current belief or assumptions as to the outcome and timing of such future events. Forward-looking information in this press release includes information with respect to U.S. patent application of psilocybin to treat cancer, psychedelic drug repurposing, drug combinations and discovery, U.S. Food and Drug Administration (“FDA”) approval, panaceAI, psilocybin and ketamine programs towards human clinical studies under the FDA regulatory pathway and product developments. Forward-looking information is based on reasonable assumptions that have been made by the Company at the date of the information and is subject to known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those anticipated in the forward-looking information. Given these risks, uncertainties and assumptions, you should not unduly rely on these forward-looking statements. The forward-looking information contained in this press release is made as of the date hereof, and Company is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. The foregoing statements expressly qualify any forward-looking information contained herein. Factors that could cause actual results to differ materially from those anticipated in these forward-looking statements are described under the caption “Risk Factors” in Company’s management’s discussion and analysis for the period of August 30, 2020 (“MD&A”), dated October 1, 2020, which is available on the Company’s profile at www.sedar.com.

References:

  1. UA Clinical Trial to Repurpose Ketamine for Parkinson’s Patients.
  2. US20190060254A1— Compositions and methods for treating motor disorders.
  3. Bartlett, et al, 2020. Preclinical evidence in support of repurposing sub-anesthetic ketamine as a treatment for L-DOPA-induced dyskinesia. Experimental Neurology. Volume 333.
  4. Bartlett, M.J., Joseph, R.M., LePoidevin, L.M., Parent, K.L., Laude, N.D., Lazarus, L.B., Heien, M.L., Estevez, M., Sherman, S.J., Falk, T., 2016. Long-term effect of sub-anesthetic ketamine in reducing L-DOPA-induced dyskinesias in a preclinical model.
  5. Sherman, S.J., Estevez, M., Magill, A.B., Falk, T., 2016. Case reports showing a long-term effect of subanesthetic ketamine infusion in reducing L-DOPA-induced dyskinesias. Case Rep. Neurol. 8, 53–58.
  6. 360iResearch 2020.

Novamind to Participate in MAPS Canada Webinar on Eating Disorders and PTSD

Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws

TORONTO, ON / ACCESSWIRE / November 24, 2020 / Novamind Ventures Inc. (“Novamind”), a leading mental health and wellness company specialized in psychedelic-assisted psychotherapy, today announced that Reid Robison, MD, MBA, Chief Medical Officer of Novamind and Adele Lafrance, PhD, Consulting Research Scientist to Novamind, will present on a panel titled ‘Psychedelic-Assisted Psychotherapy for Eating Disorders and Cognitive Behavioral Therapies for PTSD + MDMA,’ hosted by the Multidisciplinary Association for Psychedelic Studies (“MAPS”) Canada on November 24th from 5:00-6:30 pm PST.

In this webinar, participants will hear from Novamind’s preeminent experts in the field of clinical psychedelic research as they discuss a MAPS-sponsored clinical trial investigating MDMA-assisted psychotherapy for the treatment of eating disorders. Dr. Robison is the coordinating investigator of the trial, and Dr. Lafrance is the clinical investigator and strategy lead.

Dr. Robison co-founded Cedar Psychiatry LLC and Cedar Clinical Research LLC, organizations that were acquired by Novamind in July 2020. He has led over 100 clinical trials in neuropsychiatry and has guided thousands of ketamine-assisted psychotherapy sessions.

Dr. Lafrance is a leader in the research and clinical practice of psychedelic medicine with a focus on ayahuasca, MDMA, and psilocybin. She is the co-developer of Emotion-Focused Family Therapy, a globally recognized treatment modality that supports the involvement of family caregivers in their loved one’s recovery from mental health issues.

The online discussion is part of MAPS Canada’s 15-week long webinar series, ‘Examining The Psychedelic Renaissance!’, featuring scientists, doctors, visionaries, researchers and industry leaders such as Mark Haden, Executive Director, MAPS Canada; Rick Doblin, Founder, MAPS; Dr. Dennis McKenna, Ethnopharmacologist, Founding Member, Heffter Research Institute and Founder of McKenna Academy; and Paul Stamets, Speaker, Author, Mycologist, Medical Researcher, Entrepreneur.

For information on the webinar and participation, please visit https://mapscanada.org/webinar/episode-10/

About Novamind

Founded in 2019, Novamind is building a global network of infrastructure to serve the regulated psychedelics industry. With our wholly-owned subsidiaries, Cedar Psychiatry and Cedar Clinical Research, Novamind is dedicated to providing access to safe and legal psychedelic experiences, while advancing research for psychedelic medicine.

For more information visit www.novamind.ca.

Contact Information

Novamind

Yaron Conforti,

CEO and Director

Telephone: +1 (647) 953 9512

Email: contact@novamind.ca

Media

KCSA Strategic Communications novamind@kcsa.com

This news release contains forward-looking statements. All statements other than statements of historical fact included in this release are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company’s expectations including the risks detailed from time to time in the Company’s public disclosure. The reader is cautioned not to place undue reliance on any forward-looking information. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements as expressly required by applicable laws.