Cybin (NEO: CYBN), a life sciences company focused on psychedelic pharmaceutical therapies, is pleased to announce that Adelia Therapeutics Inc., a wholly-controlled subsidiary of Cybin, has achieved the earn-out milestones for the period commencing Nov. 15, 2020, as contemplated by the terms of a contribution agreement (the “ transaction agreement”) dated Dec. 4, 2020. According to the update, the agreement is among Cybin, Cybin Corp., Cybin US Holdings Inc. (“ Acquiror ”), a wholly-controlled subsidiary of Cybin, and all of the previous shareholders of Adelia (the “ Adelia Shareholders ”). Per the terms of the agreement, an aggregate of 51,163.1 Class B common shares in the capital of the Acquiror (the “ Class B Shares ”) shall be issued to the Adelia Shareholders in satisfaction of the CDN$1,018,145.43 (approximately US$803,418.56) due to them on meeting the relevant milestone. The Class B Shares issued by the Acquiror to the Adelia Shareholders are exchangeable for common shares in the capital of Cybin (the “ Cybin Shares ”) on a 10 Cybin Shares for 1 Class B Share basis, at the option of the holder thereof, subject to customary adjustments. No Class B Shares are exchangeable prior to the first anniversary of closing of the contribution transaction pursuant the transaction agreement (the “ transaction ”) that closed on Dec. 14, 2020, and not more than: (i) 33 1/3% of the Class B Shares will be exchangeable prior to the second anniversary of the Transaction; (ii) 66 2/3% of the Class B Shares will be exchangeable prior to the third anniversary of the Transaction; and (iii) thereafter, 100% of the Class B Shares will be exchangeable. The Class B Shares issued to the Adelia Shareholders are exchangeable for a total of 511,631 Cybin Shares, resulting in an effective issue price of CDN$1.99 per Cybin Share.
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About Cybin Inc.
Cybin is a life sciences company advancing psychedelic pharmaceutical treatments for various psychiatric and neurological conditions. Cybin is developing technologies and delivery systems, aiming to improve bioavailability, to potentially achieve the desired medicinal effects of psychedelics at low dosage levels. The new delivery systems are expected to be studied through clinical trials to confirm safety and efficacy. For more information, visit the company’s website at www.Cybin.com.
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