FSD Pharma Inc. (NASDAQ: HUGE) (CSE: HUGE) (FRA: 0K9A) (“FSD
Pharma” or the “Company”), a biopharmaceutical company
dedicated to building a portfolio of innovative assets and biotech
solutions for the treatment of challenging neurodegenerative,
inflammatory and metabolic disorders, announced today the results
of its annual general and special meeting of shareholders
(“AGSM”), held online and in virtual-only format on June 29,
2023.
There were 148 shareholders represented in person or by proxy at
the AGSM holding 48 Class A multiple voting shares (“Class A
Shares”) and 8,176,402 Class B subordinate voting shares
(“Class B Shares”), representing 66.67% and 20.94% of the
votes attached to the Class A Shares and Class B Shares,
respectively, with each Class A Share entitling the holder to
276,660 votes on all matters.
The detailed results of the vote for the election of directors
of the Company are set out below.
Nominee
Votes For
% Votes For
Anthony Durkacz
21,442,510
99.94%
Zeeshan Saeed
21,418,876
99.83%
Dr. Lakshmi P. Kotra
18,027,894
84.02%
Adnan Bashir
18,463,181
86.05%
Nitin Kaushal
17,032,284
79.38%
Michael (Zappy) Zapolin
18,610,144
86.74%
Dr. Eric Hoskins
18,599,259
86.69%
As a result, the nominees for election as directors set out
above were elected as directors of the Company to serve until the
close of the next annual meeting of shareholders or until their
successors are elected or appointed.
In addition, at the AGSM, the shareholders also re-appointed MNP
LLP as the Company’s auditor and authorized the directors to fix
the auditor’s remuneration, approved the Equity Incentive Plan
originally adopted by the board on May 16, 2022, and re-approved
the Stock Option Plan originally adopted by the board on February
9, 2018 and last approved by the Company’s shareholders on March
15, 2018, and approved the special resolution to amend the
Company's articles of incorporation to change the name of the
Company from “FSD Pharma Inc.” to such name as may be approved by
the board of directors of the Company (including the changing of
the Company’s stock symbol to reflect its new name) in its sole
discretion, without further approval of the shareholders of the
Company (the "Name Change").
For more information on these matters and capitalized terms used
in this press release but not defined herein, please refer to the
Company’s management information circular dated May 19, 2022, on
SEDAR at www.sedar.com. Details of Company's report of voting
results are available under the Company's profile SEDAR.
Name Change
In the event that the Company proceeds with a Name Change,
letters of transmittal will be made available to shareholders of
the Company for use in depositing their certificates representing
their Class A Shares or Class B Shares to the Company’s transfer
agent in exchange for new certificates representing the new name of
the Company. Shareholders are not required to take any action at
this time. Non-Registered Shareholders holding their Class A Shares
or Class B Shares through an Intermediary should note that
Intermediaries may have different procedures for processing a name
change than those that will be put in place by the Company for
Registered Shareholders. If you hold your Class A Shares or Class B
Shares with an Intermediary and you have questions in this regard,
you are encouraged to contact your intermediary. Shareholders
should not destroy any share certificates and should not submit any
certificates until requested to do so, if required.
You may contact the transfer agent, Marrelli Trust Company
Limited by mail at c/o Marrelli Transfer Services Corp., 82
Richmond Street East, Toronto, Ontario M5C 1P1, by telephone at
416-361-0737 or over email at info@marrellitrust.ca.
About FSD Pharma
FSD Pharma Inc. is a biotechnology company with three drug
candidates in different stages of development. FSD BioSciences,
Inc., a wholly owned subsidiary, is focused on pharmaceutical
research and development of its lead compound, FSD201, a
proprietary ultra-micronized PEA formulation, for the treatment of
inflammatory diseases. Lucid Psychss Inc., a wholly owned
subsidiary, is focused on the research and development of its lead
compounds, Lucid-Psych and Lucid-MS. Lucid-Psych is a molecular
compound identified for the potential treatment of mental health
disorders, and expanding this category, the Company is
investigating other products addressing acute medical needs due to
the abuse of drugs such as alcohol. Lucid-MS is a molecular
compound identified for the potential treatment of
neurodegenerative disorders.
Forward Looking Information
This press release contains forward-looking statements and
forward-looking information (collectively, "forward-looking
statements") within the meaning of applicable securities laws.
Any statements that are contained in this press release that are
not statements of historical fact may be deemed to be
forward-looking statements. Forward-looking statements are often
identified by terms such as “plans,” “expects,” “expected,”
“scheduled,” “estimates,” “intends,” “anticipates,” “hopes,”
“planned” or “believes,” or variations of such words and phrases,
or states that certain actions, events or results “may,” “could,”
“would,” “might,” “potentially” or “will” be taken, occur or be
achieved. More particularly, and without limitation, this press
release contains forward-looking statements contained in this press
release include statements concerning the future of FSD Pharma Inc.
and are based on certain assumptions that FSD Pharma has made in
respect thereof as of the date of this press release. FSD Pharma
cannot give any assurance that such forward-looking statements will
prove to have been correct.
Since forward-looking statements relate to future events and
conditions, by their very nature they require making assumptions
and involve inherent risks and uncertainties. The Company cautions
that although it believes the expectations and material factors and
assumptions reflected in these forward-looking statements are
reasonable as of the date hereof, there can be no assurance that
these expectations, factors and assumptions will prove to be
correct and these risks and uncertainties give rise to the
possibility that actual results may differ materially from the
expectations set out in the forward-looking statements. These
forward-looking statements are not guarantees of future performance
and are subject to a number of known and unknown risks and
uncertainties including, but not limited to: the fact that the drug
development efforts of both Lucid and FSD BioSciences are at a very
early stage; the fact that preclinical drug development is
uncertain, and the drug product candidates of Lucid and FSD
BioSciences may never advance to clinical trials; the fact that
results of preclinical studies and early-stage clinical trials may
not be predictive of the results of later stage clinical trials;
the uncertain outcome, cost, and timing of product development
activities, preclinical studies and clinical trials of Lucid and
FSD BioSciences; the uncertain clinical development process,
including the risk that clinical trials may not have an effective
design or generate positive results; the potential inability to
obtain or maintain regulatory approval of the drug product
candidates of Lucid and FSD BioSciences; the introduction of
competing drugs that are safer, more effective or less expensive
than, or otherwise superior to, the drug product candidates of
Lucid and FSD BioSciences; the initiation, conduct, and completion
of preclinical studies and clinical trials may be delayed,
adversely affected, or impacted by COVID-19 related issues; the
potential inability to obtain adequate financing; the potential
inability to obtain or maintain intellectual property protection
for the drug product candidates of Lucid and FSD BioSciences; and
other risks. Accordingly, readers should not place undue reliance
on the forward-looking statements contained in this press release,
which speak only as of the date of this press release.
Further information regarding factors that may cause actual
results to differ materially are included in the Company’s annual
and other reports filed from time to time with the Canadian
Securities Administrators on SEDAR (www.sedar.com) and with the
U.S. Securities and Exchange Commission on EDGAR (www.sec.gov),
including the Company’s Annual Report on Form 20-F for the fiscal
year ended December 31, 2021, under the heading “Risk Factors.”
This list of risk factors should not be construed as exhaustive.
Readers are cautioned that events or circumstances could cause
results to differ materially from those predicted, forecasted or
projected. The forward-looking statements contained in this
document speak only as of the date of this document. FSD Pharma
does not undertake any obligation to publicly update or revise any
forward-looking statements or information contained herein, except
as required by applicable laws. The forward-looking statements
contained in this document are expressly qualified by this
cautionary statement.
Neither the Canadian Securities Exchange nor its regulation
services provider accept responsibility for the adequacy or
accuracy of this release.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230630367374/en/
Zeeshan Saeed, Founder, President and Executive Co-Chairman of
the Board, FSD Pharma Inc. Email: Zsaeed@fsdpharma.com Telephone:
(416) 854-8884
Investor Relations: Email: ir@fsdpharma.com, info@fsdpharma.com
Website: www.fsdpharma.com
ClearThink Email:
nyc@clearthink.capital Telephone: (917) 658-7878
FSD Pharma (NASDAQ:HUGE)
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