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HAVN Life Closes C$2,000,000 Private Placement With U.S. Institutional Investors

HAVN Life Closes C$2,000,000 Private Placement With U.S. Institutional Investors

Vancouver, BC – Havn Life Sciences Inc. (CSE: HAVN) (OTC: HAVLF) (FSE: 5NP) (the “Company” or “HAVN Life”), a biotechnology company developing natural health products and innovative therapies to support brain health and cognitive function, is pleased to announce that it has closed its previously announced sale of units to U.S. institutional investors, for gross proceeds of approximately C$2,000,000, on a private placement basis in the United States (the “Private Placement”).

Pursuant to the Private Placement, the Company issued 20,537,126 units (the “Units”) at a price of C$0.087 per Unit and 2,451,380 pre-funded units (the “Pre-Funded Units”) at a price of C$0.0869 per Pre-Funded Unit. Each Unit is comprised of one common share of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one Common Share (a “Warrant Share”) at an exercise price of C$0.125 per Warrant Share, subject to adjustment, at any time on or prior to 5:00 p.m. (Eastern Standard Time) on March 3, 2027. Each Pre-Funded Unit is comprised of one pre-funded Common Share purchase warrant (a “Pre-Funded Warrant”) and one Warrant. Each Pre-Funded Warrant entitles the holder thereof to purchase one Common Share (a “Pre-Funded Warrant Share”) at an exercise price of C$0.0001 per Pre-Funded Warrant Share and shall terminate upon exercise in full of the Pre-Funded Warrants.

H.C. Wainwright & Co. (“H.C. Wainwright”) acted as the exclusive placement agent for the Private Placement.

H.C. Wainwright received (i) a cash commission of $160,000 (equal to 8% of the gross proceeds of the Private Placement) and (ii) 1,839,080 compensation warrants (the “Agent Warrants”). Each Agent Warrant entitles the holder thereof to purchase one Common Share at an exercise price of C$0.125 per Common Share at any time on or prior to 5:00 pm (Eastern Standard Time) on March 3, 2027.

The Common Shares, Pre-Funded Warrants and Warrants issued under the Private Placement were qualified by way of a prospectus supplement dated March 2, 2022 under the Company’s short form base shelf prospectus dated October 4, 2021 (the “Prospectus Supplement”) which was filed in the Province of British Columbia. In the United States, the Common Shares, Warrants, Pre-Funded Warrants, Warrant Shares issuable upon exercise of the Warrants and the Pre-Funded Warrant Shares issuable upon exercise of the Pre-Funded Warrants were offered on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”).

The Company intends to use the net proceeds of the Private Placement for general working capital purposes. The Private Placement is subject to customary notices and deliveries to the Canadian Securities Exchange.

This news release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in Canada in connection with the Private Placement.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the “U.S. Securities Act”), or any U.S. state securities laws, and such securities may not be offered or sold within the United States or to any U.S. person absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements. “United States” and “U.S. person” have the respective meanings ascribed to them in Regulation S under the U.S. Securities Act.

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

About HAVN Life Sciences Inc.
HAVN Life Sciences is a biotechnology company pursuing standardized extraction of psychedelic compounds for the creation of APIs, the development of natural health products, and innovative therapies to support brain health and cognitive function.

Through its research division, HAVN Labs, the company has developed an end-to-end supply chain of standardized, naturally derived psychedelic compounds for research that will define the future of modern medicine. With its new line of natural health products, HAVN Life offers a full range of high-quality mushroom and plant extracts that help boost immune function, reduce inflammation and support a healthy lifestyle.

Purchase our products and find out more at yourhavnlife.com, and follow us on Facebook, Twitter, Instagram and Youtube.

Contact:
Investor Relations: ir@havnlife.com 604 687-7130
Media: savi@emergence-creative.com 647 896-8078

Forward-Looking Information: This news release contains “forward-looking information” within the meaning of applicable Canadian securities laws and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. The “forward-looking information” herein may include, but is not limited to, the use of the net proceeds of the Private Placement and the receipt of all necessary regulatory and stock exchange approvals for the Private Placement.

Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance and developments to differ materially from those contemplated by these statements depending on, among other things, the risks and uncertainties relating to direct and indirect material adverse effects from the COVID-19 pandemic; inability to obtain future financing on suitable terms; failure to obtain required regulatory and other approvals; risks inherent in the biotechnology sector; changes in applicable laws and regulations; and failure to comply with applicable laws and regulations.

Except as required by law, the Company expressly disclaims any obligation and does not intend to update any forward-looking statements or forward-looking information in this news release. Although the Company believes that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. The statements in this news release are made as of the date of this release.

The CSE has not reviewed, approved or disapproved the content of this press release

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Clearmind Medicine Secures CAD$1.6 Million in Private Placement

Clearmind Medicine Secures CAD$1.6 Million in Private Placement

Clearmind and Medigus, the investor, intend to form a joint venture in the field of food industry, based on Clearmind’s unique psychedelics IP

TORONTO,February 8, 2022– Clearmind Medicine Inc. (CSE:CMND, FSE: CWY0, OTCMKTS: CMNDF)(“Clearmind” or the “Company“), a psychedelic medicine biotech company focused on the discovery and development of novel psychedelic-derived therapeutics to solve widespread and under-treated health problems, announced today it has signed an agreement for a private placement. With gross proceeds to the Company of approximately CAD$1.6 million (or USD$1.25 million),the investment will be made by Medigus Ltd. (Nasdaq: MDGS), a technology company engaged in advanced medical solutions, innovative internet technologies and electric vehicle and charging solutions.

Clearmind and Medigus intend to form a joint venture in the food industry field, based on Clearmind’s unique psychedelics intellectual property (the “IP”). The joint venture expects to focus on the product development of food supplements (the “Products”),on the basis of the IP, as well as obtaining the necessary regulatory approvals to enable the registration and distribution of the Products in certain targeted countries.  

TheCompany will issue Medigus 1,987,344 units (the “Units”) at a subscription price of CAD$0.80 per Unit (the “Subscription Price”).  Each Unit is comprised of one common share  of the Company (each a “CommonShare”) and one Common Share purchase warrant (each, a “Warrant”)exercisable into one additional Common Share at a price per Common Share ofCAD$2.00, exercisable for a period of 18 months from issuance. approximately CAD$960,000of the gross proceeds will be paid for in cash and approximately CAD$640,000 of the gross proceeds (the “Share Exchange Proceeds”) will be satisfied through the issuance to the Company of that number of American DepositoryShares of Medigus arrived at by dividing the Share Exchange Proceeds by US$1.20. Additionally, Medigus will be entitled to 10% of the initial equity of a potential venture in the area of psychedelics, based on a research project currently conducted according to an agreement between the Company and the commercialization arm of a leading Israeli academic institution.  

About Clearmind Medicine Inc. 

Clearmind is a psychedelic pharmaceutical biotech company focused on the discovery and development of novel psychedelic-derived therapeutics to solve widespread and underserved health problems, including alcohol use disorder. Its primary objective is to research and develop psychedelic-based compounds and attempt to commercialize them as regulated medicines, foods or supplements.

TheCompany’s intellectual portfolio currently consists of four patent families. TheCompany intends to seek additional patents for its compounds whenever warranted and will remain opportunistic regarding the acquisition of additional intellectual property to build its portfolio.

Shares of Clearmind are listed for trading on the Canadian Securities Exchange under the symbol “CMND“, the Frankfurt Stock Exchange under the symbol “CWYO” and on the OTC Markets under the symbol “CMNDF“.

For further information, please contact:

Investor Relations,

Email: invest@clearmindmedicine.com

Telephone: (604) 260-1566

General Inquiries,

Info@Clearmindmedicine.com

www.Clearmindmedicine.com

FORWARD-LOOKING STATEMENTS:

This news release may contain forward-looking statements and information based on current expectations. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Such statements include submission of the relevant documentation within the required timeframe to the satisfaction of the relevant regulators and raising sufficient financing to complete the Company’s business strategy. There is no certainty that any of these events will occur. Although such statements are based on management’s reasonable assumptions, there can be no assurance that such assumptions will prove to be correct. We assume no responsibility to update or revise them to reflect new events or circumstances.

Investing into early-stage companies inherently carries a high degree of risk, and investment into securities of the Company shall be considered highly speculative.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any province in which such offer, solicitation or sale would be unlawful. The securities issued, or to be issued, under the Private Placement have not been, and will not be, registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Neither the Canadian Securities Exchange (the “CSE”)nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

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Novamind Announces Closing of CAD$5 Million Private Placement with Institutional Investor

Novamind Announces Closing of CAD$5 Million Private Placement with Institutional Investor

TORONTO, ON / January 26, 2022 / Novamind Inc. (CSE: NM | OTCQB: NVMDF | FSE: HN2) (“Novamind” or the “Company”), a leading mental health company specialized in psychedelic medicine, is pleased to announce that it has closed its previously announced private placement to an institutional investor of its common shares (“Common Shares”) (or Common Share equivalents) and warrants to purchase Common Shares (“Warrants”) for gross proceeds to the Company of approximately CAD$5 million (the “Private Placement”). Pursuant to the Private Placement, the Company issued 4,750,000 Common Shares, 7,750,000 Common Share equivalents (consisting of pre-funded warrants exercisable into Common Shares) and Warrants to purchase up to an aggregate of 12,500,000 Common Shares, at a purchase price of CAD$0.40 per Common Share and associated Warrant. Each Warrant entitles the holder to purchase Common Shares at an exercise price of CAD$0.50 per Common Share at any time on or prior to January 26, 2027.

H.C. Wainwright & Co. acted as the exclusive placement agent for the Private Placement in the United States. H.C. Wainwright & Co. (or its designees) received (i) a cash commission of CAD$400,000 (equal to 8.0% of the gross proceeds of the Private Placement) and (ii) 1,000,000 compensation warrants (the “Agent Warrants”). The Agent Warrants are exercisable at an exercise price of CAD$0.50 per Common Share at any time on or before January 27, 2025.

The net proceeds of the Private Placement will be used by the Company for general working capital purposes. No securities were offered or sold to Canadian residents in connection with the Private Placement.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and such securities may not be offered or sold within the United States or to any U.S. person absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements. “United States” and “U.S. person” have the respective meanings ascribed to them in Regulation S under the U.S. Securities Act.

About Novamind
Novamind is a leading mental health company enabling safe access to psychedelic medicine through a network of clinics and clinical research sites. Novamind provides ketamine-assisted psychotherapy and other novel treatments through its network of integrative mental health clinics and operates a full-service contract research organization specialized in clinical trials and evidence-based research for psychedelic medicine. For more information on how Novamind is enhancing mental wellness and guiding people through their entire healing journey, visit novamind.ca.

Contact Information
Novamind
Yaron Conforti, CEO and Director
Telephone: +1 (647) 953 9512

Samantha DeLenardo, VP, Communications
Email: media@novamind.ca

Investor Relations
Email: IR@novamind.ca

Forward-Looking Statements
This news release contains forward-looking statements. All statements other than statements of historical fact included in this release, including statements regarding the use of proceeds from the Private Placement, 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 only update or revise publicly any of the included forward-looking statements as expressly required by applicable laws.

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Novamind Announces CAD$5 Million Private Placement with Institutional Investor

Novamind Announces CAD$5 Million Private Placement with Institutional Investor

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO, ON / January 24, 2022 / Novamind Inc. (CSE: NM | OTCQB: NVMDF | FSE: HN2) (“Novamind” or the “Company”), a leading mental health company specialized in psychedelic medicine, is pleased to announce that it has entered into a securities purchase agreement with a single institutional investor for a private placement of its common shares (“Common Shares”) (or Common Share equivalents) and warrants to purchase Common Shares (“Warrants”) for gross proceeds of approximately CAD$5 million (the “Private Placement”). Pursuant to the Private Placement, the Company will issue 12,500,000 Common Shares (or Common Share equivalents) and Warrants to purchase up to an aggregate of 12,500,000 Common Shares at a purchase price of CAD$0.40 per Common Share and associated Warrant. Each Warrant will entitle the holder to purchase one Common Share at an exercise price of CAD$0.50 per Common Share for a period of five years following the issuance date.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the Private Placement.

The net proceeds of the Private Placement will be used by the Company for general working capital purposes. No securities were offered or sold to Canadian residents in connection with the Private Placement. The Private Placement is expected to close on or about January 26, 2022, subject to satisfaction of customary closing conditions.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, (the “U.S. Securities Act”), or any U.S. state securities laws, and such securities may not be offered or sold within the United States or to any U.S. person absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements. “United States” and “U.S. person” have the respective meanings ascribed to them in Regulation S under the U.S. Securities Act.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

About Novamind
Novamind is a leading mental health company enabling safe access to psychedelic medicine through a network of clinics and clinical research sites. Novamind provides ketamine-assisted psychotherapy and other novel treatments through its network of integrative mental health clinics and operates a full-service contract research organization specialized in clinical trials and evidence-based research for psychedelic medicine. For more information on how Novamind is enhancing mental wellness and guiding people through their entire healing journey, visit novamind.ca.

Contact Information
Novamind
Yaron Conforti, CEO and Director
Telephone: +1 (647) 953 9512

Samantha DeLenardo, VP, Communications
Email: media@novamind.ca

Investor Relations
Email: IR@novamind.ca

Forward-Looking Statements
This news release contains forward-looking statements. All statements other than statements of historical fact included in this release, including statements regarding the Private Placement and the anticipated closing thereof and use of proceeds therefrom, 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 failure to satisfy the conditions to closing of the Private Placement and other 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 only update or revise publicly any of the included forward-looking statements as expressly required by applicable laws.

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Braxia Scientific Announces CAD$3 Million Private Placement with Institutional Investors

Braxia Scientific Announces CAD$3 Million Private Placement with Institutional Investors

TORONTO, ONTARIO – Jan. 6, 2022 – Braxia Scientific Corp. (the “Company” or “Braxia”), (CSE: BRAX) (FWB: 4960), a medical research company with clinics providing innovative psychedelic treatments for persons with depression and related disorders, is pleased to announce that it has entered into a securities purchase agreement with institutional investors for a private placement of its common shares (“Common Shares”) and warrants to purchase Common Shares (“Warrants”) for gross proceeds of approximately CAD$3 million (the “Private Placement”). Pursuant to the Private Placement, the Company will issue 30,000,000 Common Shares (or Common Share equivalents) and Warrants to purchase up to an aggregate of 30,000,000 Common Shares at a purchase price of CAD$0.10 per Common Share and associated Warrant. Each Warrant will entitle the holder to purchase one Common Share at an exercise price of CAD$0.125 per Common Share for a period of five years following the issuance date. 

H.C. Wainwright & Co. is acting as the exclusive placement agent for the Private Placement.

The net proceeds of the Private Placement will be used by the Company for the expansion of clinics, certain strategic investments and general working capital purposes. No securities were offered or sold to Canadian residents in connection with the Private Placement. The Private Placement is expected to close on or about January 10, 2022, subject to satisfaction of customary closing conditions.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred in this news release have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and such securities may not be offered or sold to, or for the account or benefit of, any person in the United States or any U.S. person absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements. “United States” and “U.S. person” have the respective meanings ascribed to them in Regulation S under the U.S. Securities Act. 


About Braxia Scientific Corp.

Braxia is a medical research company with clinics that provide innovative ketamine treatments for persons with depression and related disorders. Through its medical solutions, Braxia aims to reduce the illness burden of brain-based mental disorders such as major depressive disorder among others. Braxia is primarily focused on (i) owning and operating multidisciplinary clinics, providing treatment for mental health disorders, and (ii) research activities related to discovering and commercializing novel drugs and delivery methods. Braxia seeks to develop ketamine and derivatives and other psychedelic products from its IP development platform. Through its wholly owned subsidiary, the Canadian Rapid Treatment Center of Excellence Inc., Braxia currently operates multidisciplinary community-based clinics offering rapid-acting treatments for depression located in Mississauga, Toronto, Ottawa, and Montreal.

FOR FURTHER INFORMATION PLEASE CONTACT:

Braxia Scientific Corp.
Tel: 416-762-2138
Email: info@braxiascientific.com
Website: www.braxiascientific.com

The CSE has not reviewed and does not accept responsibility for the accuracy or adequacy of this release.


Forward-looking Information Cautionary Statement 

This news release contains forward-looking statements within the meaning of applicable securities laws. All statements that are not historical facts, future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations, or beliefs of future performance are “forward-looking statements.”

Forward-looking statements include statements about the securities being issued pursuant to the Private Placement, the intended use of proceeds from the Private Placement, the expectation to close the Private Placement, and the expected closing date of the Private Placement. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events, or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Risks and uncertainties applicable to the business of the Company include, among others, the failure of ketamine, psilocybin and other psychedelics to provide the expected health benefits and unanticipated side effects, dependence on obtaining and maintaining regulatory approvals, including acquiring and renewing federal, provincial, municipal, local or other licenses and engaging in activities that could be later determined to be illegal under domestic or international laws. Ketamine and psilocybin are currently Schedule I and Schedule III controlled substances, respectively, under the Controlled Drugs and Substances Act, S.C. 1996, c. 19 (the “CDSA”) and it is a criminal offence to possess such substances under the CDSA without a prescription or a legal exemption. Health Canada has not approved psilocybin as a drug for any indication, however ketamine is a legally permissible medication for the treatment of certain psychological conditions. It is illegal to possess such substances in Canada without a prescription. These factors should be considered carefully, and readers are cautioned not to place undue reliance on such forward-looking statements.

Although the Company has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company’s filings with Canadian securities regulators, including the Amended and Restated Listing Statement dated April 15, 2021, which are available at www.sedar.com. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements.

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Seelos Therapeutics Raises $20 Million in Private Placement of Senior Secured Convertible Note

Seelos Therapeutics Raises $20 Million in Private Placement of Senior Secured Convertible Note

NEW YORK, Nov. 24, 2021 /PRNewswire/ — Seelos Therapeutics, Inc. (Nasdaq: SEEL), a clinical-stage biopharmaceutical company focused on the development of therapies for central nervous system disorders and rare diseases, today announced the placement of a $22.0 million senior secured convertible note (the “Note”) and shares of Seelos common stock (the “Closing Shares”) to Lind Global Asset Management V, LLC, managed by The Lind Partners, a New York institutional fund manager and an existing investor in Seelos. Seelos will receive $20.0 million in gross proceeds.

Seelos intends to use the proceeds for general corporate purposes and to advance the development of its product candidates.

“2021 has been a volatile year for the biotech sector and this financial commitment from the team at Lind further strengthens our balance sheet and provides for additional future funding,” said Raj Mehra, Ph.D., Chairman and CEO of Seelos. “The team at Lind has been a terrific partner for us and their creative and innovative funding solutions are thoughtfully and strategically designed to fit the needs of their partners. We are proud to once again work together, and we look forward to the continued execution of our ongoing and future studies.”  

The following are some of the key features of the Note:

  • 36-month maturity with a 0% coupon for the first year
  • After the first anniversary, the Note shall bear interest at an annual rate of 5% per annum and interest payments will be required monthly thereafter
  • Repayment of principal in 24 monthly payments beginning in November 2022 equal to the then-outstanding principal amount of the Note, divided by the number of months remaining until the Note’s maturity date
  • Any principal and interest repayments may be made, at the Company’s sole discretion, in cash, common stock, or a combination of both
  • Starting 9 months after the date of issuance of the Note, convertible at Lind’s option into shares of Seelos common stock at a fixed conversion price of $6.00 per share
  • Seelos has the right to prepay (i) up to 66 2/3% of the outstanding principal amount of the Note prior to the nine-month anniversary of the issuance date of the Note, and (ii) up to the entire outstanding principal amount of the Note on or after the nine-month anniversary (or, if Seelos prepays any amount of the Note during the first nine months, the 12 month anniversary) of the issuance date of the Note, subject to Lind’s right to convert a portion of the Note at $6.00 per share in certain circumstances
  • The agreement includes up to an additional $30.0 million of funding in senior secured convertible notes based on achievement of certain future milestones, which may be either at the option of Seelos or with the mutual agreement of Seelos and Lind depending on the milestone

“Lind is once again pleased to increase our investment in Seelos to help fund multiple registrational studies,” said Phillip Valliere, Managing Director at The Lind Partners. “Raj and the Seelos team have continued to execute at a very high level since our initial funding last December and we are glad to re-invest to fund further development of their pipeline.” 

The Note and the Closing Shares 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 shares of common stock underlying the Note, have not been registered under the Act or applicable state securities laws. Accordingly, the Note, the Closing Shares and the underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, 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 the registration or qualification under the securities laws of any such state or jurisdiction.

About The Lind Partners

The Lind Partners manages institutional funds that are leaders in providing growth capital to small- and mid-cap companies publicly traded in the US, Canada, Australia and the UK. Lind’s funds make direct investments ranging from US$1 to US$30 million, invest in syndicated equity offerings and selectively buy on market. Having completed more than 100 direct investments totaling over US$1 Billion in transaction value, Lind’s funds have been flexible and supportive capital partners to investee companies since 2011.

About Seelos Therapeutics

Seelos Therapeutics, Inc. is a clinical-stage biopharmaceutical company focused on the development and advancement of novel therapeutics to address unmet medical needs for the benefit of patients with central nervous system (CNS) disorders and other rare disorders. The Company’s robust portfolio includes several late-stage clinical assets targeting psychiatric and movement disorders, including orphan diseases. Seelos is based in New York, New York. For more information, please visit our website: http://seelostherapeutics.com, the content of which is not incorporated herein by reference.

Forward Looking Statements

Statements made in this press release, which are not historical in nature, constitute forward-looking statements for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. These statements include, among others, those related to Seelos’ expectations on the anticipated use of proceeds from the financing and the additional potential $30.0 million of funding and achievement of milestones thereunder. These statements are based on Seelos’ current expectations and beliefs and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Risks associated with Seelos’ business and plans described herein include, but are not limited to, the risks associated with the implementation of Seelos’ business strategy, the risks related to raising capital to fund its development plans and ongoing operations, risks related to Seelos’ current stock price and general market conditions, risks related to the global impact of COVID-19, as well as other factors expressed in Seelos’ periodic filings with the U.S. Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws 

Contact Information:

Anthony Marciano
Chief Communications Officer 
Seelos Therapeutics, Inc. (Nasdaq: SEEL)
300 Park Avenue
New York, NY 10022
(646) 293-2136
anthony.marciano@seelostx.com 
https://seelostherapeutics.com/
https://twitter.com/seelostx
https://www.linkedin.com/company/seelos

SOURCE Seelos Therapeutics, Inc.

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PharmaTher Announces Closing of CAD$10 Million Private Placement with Institutional Investors

PharmaTher Announces Closing of CAD$10 Million Private Placement with Institutional Investors

TORONTO, Sept. 28, 2021 (GLOBE NEWSWIRE) — PharmaTher Holdings Ltd. (the “Company” or “PharmaTher”) (CSE: PHRM)(OTCQB: PHRRF), a clinical-stage psychedelics biotech company, is pleased to announce that it has closed its previously announced private placement with institutional investors of its common shares (“Common Shares”) and warrants to purchase common shares (“Warrants”) for gross proceeds of CAD$10 million (the “Private Placement”). Pursuant to the Private Placement, the Company issued 15,625,000 Common Shares and Warrants to purchase 15,625,000 Common Shares at a purchase price of CAD$0.64 per Common Share and associated Warrant. Each Warrant will entitle the holder to purchase one Common Share at an exercise price of CAD$0.80 per Common Share for a period of five years following the closing date of the Private PlacementH.C. Wainwright & Co. acted as the exclusive placement agent for the Private Placement.

The Company expects to use the net proceeds of the Private Placement for the advancement of its microneedle patch program, its proprietary ketamine product, and for general corporate purposes.

H.C. Wainwright & Co., LLC received (i) a cash commission equal to 8% of the gross proceeds of the Private Placement and (ii) 1,250,000 placement agent warrants (the “Agent Warrants”). Each Agent Warrant entitles the holder to purchase one Common Share at an exercise price of CAD$0.80 per Common Share for a period of five years following the closing date of the Private Placement.

No securities were offered or sold to Canadian residents in connection with the Private Placement. The securities issued under the Private Placement are subject to resale restrictions in the United States under applicable U.S. federal and state securities laws with no resale restrictions in Canada.

The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws. Accordingly, the securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About PharmaTher Holdings Ltd.

PharmaTher Holdings Ltd. is a clinical-stage psychedelics biotech company focused on the research, development and commercialization of novel uses, formulations and delivery methods of psychedelics, such as ketamine, to treat mental health, neurological and pain disorders.  PharmaTher is currently initiating an FDA approved phase 2 clinical study with ketamine to treat Parkinson’s disease and is developing a novel microneedle patch for the intradermal delivery of psychedelics.
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Learn more at: PharmaTher.com and follow us on Twitter and LinkedIn.
For more information about PharmaTher, please contact:

Fabio Chianelli
Chief Executive Officer
PharmaTher Holdings Ltd.
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”, “aim” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on PharmaTher Holdings Ltd. (the “Company”) current belief or assumptions as to the outcome and timing of such future events. 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, including market and other conditions, 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 the 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, including, without limitation, statements relating to the use of proceeds from the Private Placement. 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 May 31, 2021 (“MD&A”), dated September 7, 2021, which is available on the Company’s profile at www.sedar.com.
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This news release does not constitute an offer to sell or the solicitation of an offer to buy, and shall not constitute an offer, solicitation or sale in any state, province, territory 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, province, territory or jurisdiction.

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PharmaTher Announces Cad$10 Million Private Placement With Institutional Investors

PharmaTher Announces Cad$10 Million Private Placement With Institutional Investors

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATE

TORONTO, Ontario, September 24, 2021 – PharmaTher Holdings Ltd. (the “Company” or “PharmaTher”) (CSE: PHRM), a clinical-stage psychedelics biotech company, is pleased to announce that it has entered into a securities purchase agreement with institutional investors for a private placement of its common shares (“Common Shares”) and warrants to purchase common shares (“Warrants”) for gross proceeds of CAD$10 million (the “Private Placement”).  Pursuant to the Private Placement, the Company will issue 15,625,000 Common Shares and Warrants to purchase up to 15,625,000 Common Shares at a purchase price of CAD$0.64 per Common Share and associated Warrant.  Each Warrant will entitle the holder to purchase one Common Share at an exercise price of CAD$0.80 per Common Share and will be immediately exercisable upon issuance for a period of five years following the issuance date.
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H.C. Wainwright & Co. is acting as the exclusive placement agent for the Private Placement.

The Company expects to use the net proceeds of the Private Placement for the advancement of its microneedle patch program, its proprietary ketamine product, and for general corporate purposes.

The Private Placement is expected to close on or about September 28, 2021, and is subject to receipt of all applicable approvals and other customary closing conditions, including the approval of the Canadian Securities Exchange.

No securities were offered or sold to Canadian residents in connection with the Private Placement.

The securities being offered have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws. Accordingly, the securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About PharmaTher Holdings Ltd.
PharmaTher Holdings Ltd. is a clinical-stage psychedelics biotech company focused on the research, development and commercialization of novel uses, formulations and delivery methods of psychedelics, such as ketamine, to treat mental health, neurological and pain disorders.  PharmaTher is currently initiating an FDA approved phase 2 clinical study with ketamine to treat Parkinson’s disease and is developing a novel microneedle patch for the intradermal delivery of psychedelics.
Learn more at:  PharmaTher.com and follow us on Twitter and LinkedIn.
For more information about PharmaTher, please contact:

Fabio Chianelli
Chief Executive Officer
PharmaTher Holdings Ltd.
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”, “aim” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on PharmaTher Holdings Ltd. (the “Company”) current belief or assumptions as to the outcome and timing of such future events. 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, including market and other conditions, 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, including, without limitation, statements relating to the closing of the Private Placement, the gross proceeds to the Company from the Private Placement and the use of proceeds from the Private Placement. 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 May 31, 2021 (“MD&A”), dated September 7, 2021, which is available on the Company’s profile at www.sedar.com.
This news release does not constitute an offer to sell or the solicitation of an offer to buy, and shall not constitute an offer, solicitation or sale in any state, province, territory 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, province, territory or jurisdiction.

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Clearmind Medicine Inc. Announces Closing of Previously Announced Private Placements for Aggregate Gross Proceeds of CAD$6.225 Million at CAD $0.75 per Unit

Clearmind Medicine Inc. Announces Closing of Previously Announced Private Placements for Aggregate Gross Proceeds of CAD$6.225 Million at CAD $0.75 per Unit

Toronto, Ontario–(Newsfile Corp. – June 30, 2021) – Clearmind Medicine Inc. (CSE: CMND) (“Clearmind” or the “Company“), a psychedelic medicine biotech company focused on the discovery and development of novel psychedelic-derived therapeutics to solve widespread and under-served health problems, today announced that (further to its press releases of May 27, 2021, and June 20, 2021) that it has closed its previously announced private placement (the “Offering“) for an aggregate amount of $6,225,000 (the “Gross Proceeds“). The Offering resulted in the issuance of an aggregate of 8,300,000 units of the Company (“Units“) at a price of $0.75 per Unit. Each Unit consisted of one common share of the Company (“Common Share“) and one common share purchase warrant (“Warrant“), with each Warrant being exercisable to acquire one additional Common Share of the Company (a “Warrant Share“) at an exercise price of $1.25 per Warrant Share until December 30, 2022.

Cleramind Medicine CEO, Gadi Levin, said, “We are extremely pleased to have the continued support of the investment community. This financing is critical to the fast-growing psychedelic medicine industry. Clearmind Medicine is committed to develop solutions for the millions suffering from mental illness and addiction globally.”

Net proceeds from the Offering will be mainly used by the Company for the implementation of its R&D plan.

Common Shares and Warrants issued pursuant to the Offering will be subject to a statutory hold period, expiring on October 31, 2021, in accordance with applicable securities legislation.

The Company paid finder’s fees in association with this financing, payable in cash, of up to 10% of the Gross Proceeds.

About Clearmind Medicine Inc.

Clearmind is a psychedelic medicine biotech company focused on the discovery and development of novel psychedelic derived therapeutics to solve widespread and under-served health problems including alcohol use disorder. Its primary objective is to research and develop compounds derived from psychedelics and attempt to commercialize them as regulated medicines, foods or supplements.

The Company’s intellectual portfolio currently consists of two patent families, one for binge behavior regulators and the other for an alcoholic beverage substitute. Within these two families the Company has two U.S. patents, one European patent, and allowed applications in China and India and pending divisional applications in Europe and the US related to binge behavior regulators; and a European patent and pending applications in the US, China and India related to the alcohol beverage substitute family.

For further information, please contact:

Investor Relations
Contact – Edge Communications Group
Email: invest@clearmindmedicine.com
Telephone: (778) 400-5347

For other inquiries
Info@Clearmindmedicine.com

FORWARD-LOOKING STATEMENTS:

This news release may contain forward-looking statements and information based on current expectations. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance, or achievements to be materially different from those implied by such statements. Such statements include submission of the relevant documentation within the required timeframe to the satisfaction of the relevant regulators and raising sufficient financing to complete the Company’s business strategy. There is no certainty that any of these events will occur. Although such statements are based on management’s reasonable assumptions, there can be no assurance that such assumptions will prove to be correct. We assume no responsibility to update or revise them to reflect new events or circumstances.

Investing into early-stage companies inherently carries a high degree of risk and investment into securities of the Company shall be considered highly speculative.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any province in which such offer, solicitation or sale would be unlawful. The securities issued, or to be issued, under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

Not for distribution to U.S. newswire services or dissemination in the United States.