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TORONTO, ON / January 18, 2022 / Novamind Inc. (CSE: NM | OTCQB: NVMDF | FSE: HN2) (“Novamind” or the “Company”), a leading mental health company specialized in psychedelic medicine, announces that, further to its press release dated December 23, 2021, it has closed its acquisition (the “Acquisition”) of Arizona-based Foundations for Change, Inc. (“Foundations”), a mental health practice specialized in ketamine-assisted psychotherapy.
“We’re thrilled to welcome the team from Foundations,” commented Novamind CEO and Director, Yaron Conforti. “The Acquisition is an exciting opportunity for Novamind to expand the reach of our clinic network, bringing our model for innovative mental healthcare to a new market in Arizona.”
With the closing of the Acquisition, Foundations founder Jeff Edelman, MSN, APRN, PMHNP-BC, PMHCNS-BC, assumes the role of Medical Director at the Peoria and Phoenix clinic locations.
Mr. Edelman commented: “Joining Novamind is the right fit for our team and aligns with our mission to provide innovative and compassionate mental healthcare. I would like to thank our patients, partners and community for their ongoing support over the years. We look forward to integrating our team and operations with Novamind and benefiting from its deep expertise and infrastructure as we continue to serve a growing patient population.”
In connection with the Acquisition, the Company issued 441,261 common shares in the capital of the Company (the “Shares”) pursuant to the terms of debt settlement agreements entered into with certain holders of debt of Foundations (the “Debtholders”), at a deemed price per share equal to CAN$0.468 per Share. The Shares are subject to a statutory hold period expiring on May 18, 2022 in accordance with applicable Canadian securities laws and the policies of the Canadian Securities Exchange. The Company also paid to the Debtholders an aggregate of US$336,955 cash. The Company’s news release dated December 23, 2021 provides additional details for the consideration payable by the Company pursuant to the Acquisition.
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.
Yaron Conforti, CEO and Director
Telephone: +1 (647) 953 9512
Samantha DeLenardo, VP, Communications
This news release contains forward-looking statements. All statements other than statements of historical fact included in this release 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 completion of the Transaction, including the failure to obtain requisite third party consents and regulatory approvals, and other risks detailed from time to time in the Company’s public disclosure. As a result, there can be no assurance that the Transaction will be completed as proposed or at all. 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.
The securities of the Company referred to in this press release 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 of the Company may not be offered or sold within the United States 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 press release does not constitute an offer to sell or a solicitation of any offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Neither the Canadian Securities Exchange nor its regulation services provider accepts responsibility for the adequacy or accuracy of this news release.