Field Trip Health Ltd. Receives Conditional Approval for Listing of Common Shares of Field Trip Health & Wellness Ltd. on the TSX Venture Exchange
Aug 4, 2022
Toronto, Ontario, CANADA
– Field Trip Health & Wellness Ltd. to list on the TSX Venture Exchange, with first day of trading expected to occur on or about August 17, 2022. – Field Trip Discovery to be renamed Reunion Neuroscience Inc., remaining listed on the NASDAQ Stock Market and Toronto Stock Exchange. TORONTO, Aug. 04, 2022 (GLOBE NEWSWIRE) -- 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.