MindMed Files Preliminary Prospectus In Connection With Bought Deal Equity Financing

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO, May 11, 2020 /CNW/ — Mind Medicine (MindMed) Inc. (NEO:MMED)(OTC:MMEDF) (“MindMed” or the “Company”) is pleased to announce that further to its previously announced offering (the “Offering“) on May 5, 2020 and May 6, 2020, it has filed a preliminary short form prospectus (the “Preliminary Prospectus“) with the securities commissions or similar authorities in each province of Canada, other than Québec. Pursuant to the underwriting agreement with Eight Capital (the “Underwriter“), the Underwriter has agreed to purchase, as sole bookrunner and underwriter, 21,699,000 units of the Company (the “Units“), on a “bought deal” basis, at a price per Unit of $0.53 CAD (the “Issue Price“) for gross proceeds of $11,500,470.

The Company has also granted the Underwriter an over-allotment option to purchase up to an additional 15% of the Units at the Issue Price, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing of the Offering. If this option is exercised in full, an additional $1,725,070.50 will be raised pursuant to the Offering and the aggregate proceeds of the Offering will be approximately $13,225,540.50.

Each Unit will be comprised of one subordinate voting share of the Company (a “Subordinate Voting Share“) and one-half of one Subordinate Voting Share purchase warrant (each whole warrant, a “Warrant“). Each Warrant shall entitle the holder thereof to purchase one Subordinate Voting Share at an exercise price of $0.79, for a period of 24 months following the closing of the Offering. If, following the closing of the Offering, the daily volume weighted average price of the Subordinate Voting Shares on the NEO Exchange is equal to or greater than $1.13 for any 10 consecutive trading days, the Company may, upon providing written notice to the holders of Warrants, accelerate the expiry date of the Warrants to the date that is 30 days following the date of such written notice.

The Company intends to use the net proceeds of the Offering to fund its collaboration with University Hospital Basel’s Liechti Laboratory and for general corporate purposes.

The Offering is scheduled to close on or about May 22, 2020 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Neo Exchange and the applicable securities regulatory authorities.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.

The Preliminary Prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in each province of Canada, other than Québec. The Preliminary Prospectus is still subject to completion or amendment. A copy of the Preliminary Prospectus can be obtained under the Company’s corporate profile on SEDAR at www.sedar.com. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final short form prospectus has been issued.

About MindMed

Mind Medicine (MindMed) Inc. (NEO:MMED)(OTC:MMEDF) is a neuro-pharmaceutical company that discovers, develops and deploys psychedelic inspired medicines to improve health, promote wellness and alleviate suffering. The company’s immediate priority is to address the opioid crisis by developing a non-hallucinogenic version of the psychedelic ibogaine. In addition, the company has established a microdosing division to conduct clinical trials of LSD microdosing for adult ADHD. The MindMed executive team brings extensive biopharmaceutical industry experience to this groundbreaking approach to the development of next-generation psychedelic medicines. For more information: www.mindmed.co. MindMed trades on the NEO Exchange under the symbol MMED. MindMed can also be traded in the US under the symbol OTCQB: MMEDF and in Germany under the symbol DE:BGHM.

Forward-Looking Statements

Certain statements in this news release related 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 closing of the Offering, regulatory approvals and the intended use of proceeds of the Offering. There are numerous risks and uncertainties that could cause actual results and MindMed’s plans and objectives to differ materially from those expressed in the forward-looking information. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, the Company does not intend to update these forward-looking statements.

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6) The Article contains "forward-looking information" and “forward-looking statements” within the meanings of applicable securities laws, which may include, but is not limited to, statements with respect to anticipated business plans or strategies of MindMed, the anticipated date(s) of and results(s) of clinical trials that may be conducted by MindMed and/or its partners or affiliates, uses and viability of MindMed’s products, anticipated date(s) of and result(s) of obtaining legal status or approval of any of MindMed’s products, if at all, the ability of MindMed to use information relating to, or obtain patents or other intellectual property protection on, other data and clinical trials conducted by MindMed or its partners or affiliates, the future business, operations or capital of MindMed, and the future results and performance of the sectors and industries in which MindMed operates. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of MindMed to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements contained herein are made as of the date of this press release and Market Jar Media Inc. and MindMed disclaim, other than as required by law, any obligation to update any forward-looking statements whether as a result of new information, results, future events, circumstances, or if estimates or opinions should change, or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.

7) Readers are urged to consult MindMed’s publicly-filed disclosure documents, available at its profile on www.sedar.com, including the risks described under the caption "Risk Factors" in MindMed's management's discussion and analysis for the period from May 30, 2019, date of incorporation, to December 31, 2019, dated March 30, 2020, which is available on MindMed's website and the company's profile at www.sedar.com.

8) This Article is not, and under no circumstances is it to be construed as, a prospectus or an advertisement and the communication of this release is not, and under no circumstances is it to be construed as, an offer to sell or an offer to purchase any securities of MindMed.­