Mydecine closes spin-out of U.S. cannabis assets

October 8, 2021

On October 1, 2021, Mydecine Innovations Group (NEO:MYCO; OTC:MYCOF; FSE:0NFA) (“Mydecine”) announced the completion of its spin-out transaction (the “Transaction”) of ALT House Cannabis Inc. (“SpinCo”), a wholly-owned subsidiary of Mydecine which held its U.S. cannabis assets.

SpinCo was incorporated on August 9, 2021 for the purposes of the Transaction, enabling Mydecine to transfer to SpinCo all of the its interests in: (i) 1176392 BC Ltd; (ii) Alternative Distribution Company, LLC; (iii) Drink Fresh Water, LLC; (iv) Tealief Brands, LLC; (v) Relyfe Brands, LLC; (vi) We are Kured, LLC; and (vii) Trellis Holdings Oregon OP, LLC (collectively, the “U.S. Cannabis Subsidiaries”) in exchange for 2,500,000 common shares of SpinCo (the “SpinCo Shares”). Mydecine’s current shareholders received for each common share of Mydecine held: (a) one new Mydecine common share; and (b) 0.010300 SpinCo Shares. The new Mydecine common shares are expected to continue trading on the NEO Exchange on October 1, 2021. Holders of Mydecine warrants (NEO: MYCO.WT) who validly exercise such warrants following the Transaction shall receive, for each warrant held, one whole Mydecine common share and, for no additional consideration, 0.010300 SpinCo Shares. The CUSIP numbers for the new Mydecine Shares and the SpinCo Shares will be 62849F101 and 021242102, respectively.

Mydecine is a clinical-stage biopharmaceutical company aiming to transform the treatment of mental health disorders and addiction.

Miller Thomson advised Mydecine on the Transaction with a team led by Lawrence Wilder (Capital Markets and Securities) and comprised of Mack Hosseinian and Mark Milanetti (Capital Markets and Securities); Bryan Hicks (Litigation and Court Approval); as well as Manjit Singh (Corporate Tax).