Cybin Announces Results of Annual and Special Meeting of Shareholders and Share Consolidation
1. Appointment of Auditor
Votes For |
Votes Withheld |
||
# |
% |
# |
% |
447,888,253 |
99.29 |
3,192,685 |
0.71 |
2. Election of Directors
Each of the nominees for election as director listed in Cybin’s management information circular dated
|
Votes For |
Votes Withheld |
||
|
# |
% |
# |
% |
|
294,246,457 |
99.30 |
2,068,215 |
0.70 |
|
291,239,267 |
98.29 |
5,075,405 |
1.71 |
|
294,405,593 |
99.36 |
1,909,079 |
0.64 |
|
289,686,724 |
97.76 |
6,627,948 |
2.24 |
|
291,772,251 |
98.47 |
4,542,420 |
1.53 |
Eric So |
294,108,045 |
99.26 |
2,206,627 |
0.74 |
|
289,376,032 |
97.66 |
6,938,640 |
2.34 |
3. Consolidation of Common Shares
The resolution to approve the consolidation of the issued and outstanding common shares of the Company by a ratio of up to 50:1 was approved by at least two-thirds of votes cast by the shareholders who voted in respect of the resolution present or represented by proxy at the Meeting. Voting results are set out below:
Votes For |
Votes Against |
||
# |
% |
# |
% |
430,616,168 |
95.46 |
20,464,958 |
4.54 |
4. Amendments to Equity Incentive Plan
The resolution to approve certain amendments to Cybin’s equity incentive plan was approved by a majority of votes cast by the shareholders who voted in respect of the resolution present or represented by proxy at the Meeting. Voting results are set out below:
Votes For |
Votes Against |
||
# |
% |
# |
% |
204,933,530 |
69.16 |
91,381,142 |
30.84 |
5. Amendments to Shareholder Rights Plan
The resolution to approve certain amendments to Cybin’s shareholder rights plan was approved by a majority of votes cast by the shareholders who voted in respect of the resolution present or represented by proxy at the Meeting. Voting results are set out below:
Votes For |
Votes Against |
||
# |
% |
# |
% |
285,100,993 |
96.22 |
11,213,679 |
3.78 |
6. Amendments to Common Share Purchase Warrants
The resolution to approve certain amendments to the outstanding common share purchase warrants of the Company was approved by a majority of votes cast by the disinterested shareholders who voted in respect of the resolution present or represented by proxy at the Meeting. Voting results are set out below:
Votes For |
Votes Against |
||
# |
% |
# |
% |
252,224,216 |
94.06 |
15,927,910 |
5.94 |
Share Consolidation
The Company also announces that the board of directors of the Company has approved the consolidation ratio for the proposed consolidation of the Company’s issued and outstanding common shares on the basis one new common share for every 38 existing common shares (the “Consolidation”).
As a result of the Consolidation, the 759,692,495 common shares issued and outstanding prior to the Consolidation will be reduced to approximately 19,991,907 common shares. Each shareholder’s percentage ownership in the Company and proportional voting power remains unchanged after the Consolidation, except for minor changes and adjustments resulting from the treatment of any fractional common shares.
Furthermore, 148,656,000 options and 106,255,498common share warrants, prior to the Consolidation have been reduced to approximately 3,912,000 options, and approximately 2,796,197 common share warrants, respectively, as a result of the Consolidation.
The Company will not be issuing fractional post-Consolidation common shares. Where the Consolidation would otherwise result in a shareholder being entitled to a fractional common shares, the number of post-Consolidation common shares issued to such shareholder shall be rounded either up or down to the next highest or lowest number of the whole consolidated Common Shares, as the case may be.
Shareholder approval of the Consolidation was obtained at the Meeting. In connection with the Consolidation, the Company expects to send letters of transmittal to registered holders of its common shares for use in transmitting their existing share certificates (“Existing Certificates”) to the Company’s registrar and transfer agent,
The Consolidation is subject to the approval of the CBOE Canada. The Company expects the Consolidation to be effective and the trading of the common shares of the Company reflecting the Consolidation to commence on or about
About
Cybin’s goal of revolutionizing mental healthcare is supported by a network of world-class partners and internationally recognized scientists aimed at progressing proprietary drug discovery platforms, innovative drug delivery systems, novel formulation approaches and treatment regimens.
Headquartered in
Cautionary Notes and Forward-Looking Statements
Certain statements in this news release relating to the Company are forward-looking statements and are prospective in nature. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements in this news release include statements regarding the Consolidation, and the Company’s plans to engineer proprietary drug discovery platforms, innovative drug delivery systems, novel formulation approaches and treatment regimens for mental health conditions.
These forward-looking statements are based on reasonable assumptions and estimates of management of the Company at the time such statements were made. Actual future results may differ materially as forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of the Company to materially differ from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such factors, among other things, include: fluctuations in general macroeconomic conditions; fluctuations in securities markets; expectations regarding the size of the psychedelics market; the ability of the Company to successfully achieve its business objectives; plans for growth; political, social and environmental uncertainties; employee relations; the presence of laws and regulations that may impose restrictions in the markets where the Company operates; implications of disease outbreaks on the Company's operations; and the risk factors set out in each of the Company's management's discussion and analysis for the three months ended
Neither the Cboe Canada, nor the
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Investor & Media Contact:
Chief Legal Officer
1-866-292-4601
irteam@cybin.com – or – media@cybin.com
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