Cybin Acquires Small Pharma in All-Share Deal

Toronto-based Cybin Inc. and UK-based Small Pharma Inc. have announced a definitive agreement for Cybin to acquire all outstanding securities of Small Pharma in an all-share transaction. The move will combine the two companies’ efforts in developing psychedelic-based treatments for mental health conditions.

The combined portfolio will include 28 granted patents and 158 pending patents, creating “strong synergies” by combining key assets, personnel, and capabilities.

The new entity will have a comprehensive clinical program that includes testing the safety and effectiveness of intravenous (IV) DMT for major depression, collecting extensive data from initial trials of IV DMT and deuterated DMT (dDMT), and exploring easier and more comfortable ways for patients to receive these drugs.

Results from the initial trials of dDMT are expected by the end of 2023, which will help in making an informed decision to start a more advanced Phase 2 trial in the United States at the start of 2024 to test the effectiveness of dDMT in treating specific conditions.

The deal will also help scale the development of Cybin’s CYB003, its synthetic psilocybin, to Phase 3 in early 2024, following a planned Phase 2 safety and efficacy readout in late 2023. The company said earlier this month that CYB003, in its sixth batch of patient testing of up to 12 milligrams, thus far has “shown to have a favorable safety and tolerability profile” with “no serious adverse events.”

“This transaction creates a clear market leader in novel psychedelic therapeutics,” Cybin CEO Doug Drysdale said in a statement Monday. “The synergy of Cybin’s and Small Pharma’s development programs, intellectual property, and robust datasets enhances our leadership and expertise in developing potentially best-in-class, optimized psychedelic therapeutics, and positions the combined company to generate long-term value for all stakeholders.”

Under the terms of the transaction, Small Pharma shareholders will receive nearly a quarter of Cybin shares for each Small Pharma share held, representing a 43.6% premium based on the 30-day volume weighted average prices as of August 25, 2023. Upon completion, Cybin and Small Pharma holders will own approximately 74.5% and 25.5% of the combined company, respectively.

Both companies’ boards of directors have unanimously approved the agreement, and the transaction is expected to close in late October 2023, subject to shareholder and regulatory approvals.

The combined company will continue to be headquartered in Toronto and will trade on the NYSE American and the Cboe Canada under the ticker “CYBN”.

“Cybin shares both our vision and confidence in the potential of our programs,” said Small Pharma CEO George Tziras. “Cybin’s senior listing on the NYSE American can also provide increased access to the broader and deeper capital markets of the United States.”

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