Optimi Health Corp. (CSE: OPTI) (OTCQX: OPTHF) (FRA: 8BN)
(“
Optimi” or the “
Company”), a
Health Canada licensed drug researcher and formulator specializing
in controlled psychedelic substances such as natural psilocybin and
MDMA, announces it intends to complete a non-brokered private
placement of up to 5,000,000 units (each a “
Unit”)
at CAD$0.30 per Unit for gross proceeds of up to CAD$1,500,000 (the
“
Offering”). Each Unit comprised of one (1) common
share in the capital of the Company (each a "
Common
Share") and one-half of one (1/2) transferable Common
Share purchase warrant (each whole warrant a
“
Warrant”). Each Warrant entitles the holder to
acquire one (1) Common Share at CAD$0.40 for two (2) years from the
date of issuance, subject to an accelerated expiry provision,
whereby in the event the closing price of the Company’s Common
Shares on the Canadian Securities Exchange (the
“
Exchange”) exceeds CAD$0.50 for a period of 20
consecutive trading days, at the Company’s election, the period
within which the Warrants are exercisable, will be reduced and the
holders of the Warrants will be entitled to exercise their Warrants
for a period of 30 days commencing on the day the Company provides
notice, any outstanding Warrants not exercised during the 30 day
period will expire.
It is anticipated that insiders of the Company
may participate in the Offering for up to $605,000. The issuance of
Units to insiders will be considered a "related party transaction"
within the meaning of Multilateral Instrument 61-101 – Protection
of Minority Security Holders in Special Transactions ("MI
61-101"). The Company is relying on exemptions from the
formal valuation requirements of MI 61-101 pursuant to section
5.5(a) and the minority shareholder approval requirements of MI
61-101 pursuant to section 5.7(1)(a) in respect of such insider
participation as the fair market value of the transaction, insofar
as it involves interested parties, does not exceed 25% of the
Company's market capitalization.
The Company intends to use the net proceeds from
the Offering to obtain its Drug Establishment License,
commercialization, and for general working capital.
All securities issued under the Offering,
including securities issuable on exercise thereof, will be subject
to a hold period expiring 4 months and 1 day after issuance, in
accordance with the rules and policies of the Exchange and
applicable Canadian securities laws.
For media inquiries, please contact Michael
Kydd:
michaelk@optimihealth.ca 902.880.6121
For investor inquiries, please contact:
investors@optimihealth.ca
www.optimihealth.ca
ABOUT OPTIMI (CSE: OPTI) (OTCQX: OPTHF) (FRA:
8BN)
Optimi Health Corp. an end-to-end drug
researcher and formulator licensed by Health Canada to produce and
supply, for clinical research purposes, psychedelic substances such
as 3,4-Methylenedioxymethamphetamine (“MDMA”),
natural GMP-grade psilocybin, as well as functional mushrooms that
focus on the health and wellness markets. Built with the purpose of
producing scalable psychedelic formulations for transformational
human experiences, the Company’s goal is to be the number one
trusted, compassionate supplier of safe drug candidates throughout
the world. Optimi’s products are grown and manufactured at its two
facilities comprising a total of 20,000 square feet in Princeton,
British Columbia.
FORWARD‐LOOKING
STATEMENTS
This news release contains forward-looking
statements and forward-looking information within the meaning of
Canadian securities legislation (collectively, “forward-looking
statements”) that relate to Optimi’s current expectations and views
of future events. Any statements that express, or involve
discussions as to, expectations, beliefs, plans, objectives,
assumptions or future events or performance (often, but not always,
through the use of words or phrases such as “will likely result,”
“are expected to,” “expects,” “will continue,” “is anticipated,”
“anticipates,” “believes,” “estimated,” “intends,” “plans,”
“forecast,” “projection,” “strategy,” “objective,” and “outlook”)
are not historical facts and may be forward-looking statements and
may involve estimates, assumptions and uncertainties which could
cause actual results or outcomes to differ materially from those
expressed in such forward-looking statements. forward-looking
statements made in this news release include the proposed use of
the proceeds of the Offering. No assurance can be given that these
expectations will prove to be correct and such forward-looking
statements included in this news release should not be unduly
relied upon. These statements speak only as of the date of this
news release.
Forward-looking statements are based on a number
of assumptions and are subject to a number of risks and
uncertainties, many of which are beyond Optimi’s control, which
could cause actual results and events to differ materially from
those that are disclosed in or implied by such forward-looking
statements. Optimi undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required by law. New
factors emerge from time to time, and it is not possible for Optimi
to predict all of them or assess the impact of each such factor or
the extent to which any factor, or combination of factors, may
cause results to differ materially from those contained in any
forward-looking statement. Any forward-looking statements contained
in this news release are expressly qualified in their entirety by
this cautionary statement.
Neither the Canadian Securities Exchange nor the
Investment Industry Regulatory Organization of Canada accepts
responsibility for the adequacy or accuracy of this release.
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