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Cybin And Small Pharma Shareholders Green Light Acquisition Resolution: Results & Expected Dates

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Cybin and Small Pharma Shareholders Approve Acquisition: Results and Expected Dates

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Psychedelics biotechs Cybin Inc. (NYSE: CYBN) and Small Pharma Inc. (OTCQB: DMTTF) recently held their respective annual general and special shareholders meetings on October 12. The voting results favored the arrangement plan for Small Pharmaโ€™s acquisition by Cybin.

The TSX Venture Exchange has conditionally approved the arrangement. Pending approval from BCโ€™s Supreme Court and other customary closing conditions, the effective date of the arrangement is expected to be on or around October 23, 2023.

After the acquisition is completed, Small Pharma will no longer trade on TSXV and the OTCQB venture market. They will also apply to the Canadian securities authorities to cease being a reporting issuer.

Cybinโ€™s Results

The acquisition of Small Pharma was approved with 99.41% of the votes in favor and 0.590% opposing. There were a total of 66 shareholders represented, holding 39.16% of Cybinโ€™s total issued and outstanding common shares.

Other issues discussed included the appointment of Zeifmans LLP as company auditor, the selection of six company directors, and the proposed list of directors, which were all approved.

Notably, the appointment of Zeifmans LLP as company auditor received 99.292% votes in favor and 0.708% against. The special resolution setting six directors received 98.705% votes in favor and 1.295% against.

The elected directors for the upcoming year include Theresa Firestone, Grant Foese, Paul Glavine, ร‰ric Hoskins, Mark Lawson, and Eric So, with majority support ranging from 91.289% to 99.003% votes.

Small Pharmaโ€™s Numbers

At the special shareholders meeting, around 99.99% of the votes cast approved the agreementโ€™s resolution, along with all other matters presented.

If the arrangement becomes effective, shareholders (excluding dissenting parties) will receive 0.2409 of a Cybin common share, referred to as a โ€œconsideration share,โ€ for every Small Pharma share held. No shareholders exercised dissent rights regarding the arrangement.

Holders of outstanding options to purchase Small Pharma shares that are โ€œin-the-moneyโ€ based on the sharesโ€™ volume weighted average trading price on the TSXV will receive a number of shares equal to the number of options held multiplied by the excess of the share value over the exercise price of the options, divided by the share value.

These newly issued Small Pharma shares will be acquired by Cybin on the same terms as the other shares. Out-of-the-money options will be handed to Small Pharma for $0.001 and canceled.

Image by Gerd Altmann from Pixabay

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