Field Trip Health Ltd. (TSX: FTRP, Nasdaq: FTRP) ("
Field
Trip", the "
Company"), a global leader in
the development and delivery of psychedelic therapies, is pleased
to announce that the TSX Venture Exchange (the
"
TSXV") has issued its conditional listing
approval for the previously announced spinout transaction of its
clinics business into Field Trip Health & Wellness Ltd.
("
Field Trip H&W") pursuant to the plan of
arrangement involving Field Trip and Field Trip H&W (the
"
Arrangement"). Details of the Arrangement were
described in the Company's information circular dated May 20, 2022,
and the supplement related thereto dated June 14, 2022 (the
"
Circular"), which was mailed to its shareholders
and filed on the Company's SEDAR profile available at
www.sedar.com. Closing of the Arrangement is expected to occur on
August 11, 2021 (the "
Effective Date" or the
"
Distribution Date") which would also constitute
the distribution date of the common shares of Field Trip H&W
("
FTHW Shares") to the Field Trip shareholders
under the Arrangement.
Holders of record of Field Trip common shares
("FT Shares") as of the close of business on the
day immediately prior to the Distribution Date (the "Record
Date") will receive one new Field Trip common share
("New FT Share") and 0.85983356 of a FTHW Shares
for every one FT Share held on the Record Date. Computershare
Investor Services Inc. ("Computershare") will
forward replacement certificates to each Field Trip shareholder
that is entitled to receive certificates, representing their
allotted number of New FT Shares and FTHW Shares in accordance with
the Arrangement. Letters of transmittal have been mailed to
registered holders of FT Shares, which must be completed and
returned to Computershare together with the share certificates of
FT Shares at the address specified in the letter of transmittal, in
order for FT shareholders to receive New FT Shares and FTHW Shares
following the Effective Date. A copy of the letter of transmittal
is also available under the Company's profile on SEDAR at
www.sedar.com. For more information, see the Circular filed under
the Company's profile on SEDAR at www.sedar.com.
The Company expects the FTHW Shares to begin
trading on or about August 17, 2022, under the symbol "FTHW".
Listing of the FTHW Shares on the TSXV is subject to a number of
customary conditions which are expected to be fulfilled by the
Effective Date or shortly thereafter.
Concurrent with closing of the Arrangement,
Field Trip H&W is expected to complete a series of private
placement financings for gross proceeds of approximately $20.0
million, led by Oasis Management Company and Field Trip.
On the closing of the Arrangement, Field Trip
will be renamed "Reunion Neurosciences Inc." and remain listed on
the NASDAQ Stock Market and Toronto Stock Exchange under the ticker
symbol "REUN". Field Trip H&W will be operated as a separate
company with separate management teams and Boards of Directors. For
further details on the Arrangement and the business of Field Trip
H&W following the Arrangement, please refer to the Circular
that is available on the Company’s profile on SEDAR at
www.sedar.com and the Listing Application to be filed on or about
the Effective Date on Field Trip H&W's profile on SEDAR at
www.sedar.com. Field Trip H & W expects to file a Listing
Application on or about August 12, 2022, which will also be
available on Field Trip H & W’s SEDAR profile.
Joseph del Moral, Field Trip’s Co-founder and
Chief Executive Officer, said, “We are confident that Reunion and
Field Trip Health & Wellness are well positioned to operate
successfully as separate companies, executing on their distinct
visions and strategic priorities. The future of both companies is
exciting, with Reunion currently progressing the Phase 1 Clinical
Study of FT-104, and Field Trip Health & Wellness continuing to
deliver innovative psychedelic-assisted treatments. We believe the
separation is in the best interest of shareholders and both
companies, as it will allow each company to focus management
efforts and capital to better execute on their own business
priorities.”
For additional details, shareholders are
encouraged to read the Circular, which is available under the
Company's profile on SEDAR at www.sedar.com and with the U.S.
Securities and Exchange Commission on EDGAR at www.sec.gov as well
as at: Field Trip Health Ltd. – Governance Documents
(https://www.meetfieldtrip.com/governance/governance-documents/default.aspx).
About Field Trip Health
Ltd.
Field Trip is a 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 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 in need with a
simple, evidence-based way to heal and heighten engagement with the
world.
Learn more
at https://www.meetfieldtrip.com, https://www.fieldtriphealth.com
and https://www.fieldtriphealth.nl.
Follow us on Twitter and Instagram:
@fieldtriphealth.
To receive updates about Field Trip and to be
added to the email distribution list please sign up here.
Cautionary Note Regarding
Forward-Looking Information
This release includes forward-looking
information (within the meaning of Canadian securities laws and
within the meaning of the United States Private Securities
Litigation Reform Act of 1995) regarding Field Trip and its
business. 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, but not limited
to, the receipt of the requisite regulatory and stock exchange
approvals in connection with the Arrangement and listing of the
FTHW Shares on the TSXV and the ability to fulfill the conditions
of the TSXV. 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. Additional information relating to
Field Trip, including its annual information form, can be located
on the SEDAR website at www.sedar.com and on the EDGAR section
of the SEC’s website at www.sec.gov.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy securities.
Neither the Toronto Stock Exchange, the TSX
Venture Exchange, or their Regulation Services Provider, have
approved the contents of this release or accept responsibility for
the adequacy or accuracy of this release.
CONTACTS:
Field Trip Health & Wellness:Ronan
Levyronan@fieldtriphealth.com
Media Contacts:McKenna Miller /
Nick OpichKCSA Strategic Communicationsfieldtrip@kcsa.com
Investor contacts:Kathleen
Heaney / Sophia BashfordKCSA Strategic
CommunicationsfieldtripIR@kcsa.com
SOURCE Field Trip Health Ltd.
Field Trip Health (NASDAQ:FTRP)
過去 株価チャート
から 6 2024 まで 7 2024
Field Trip Health (NASDAQ:FTRP)
過去 株価チャート
から 7 2023 まで 7 2024