This press release is issued pursuant to Multilateral Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
BOCA RATON, Florida, Feb. 22, 2021 (GLOBE NEWSWIRE) — Mr. Evan Levine, the Chief Executive Officer of PsyBio Therapeutics Corp. (formerly Leo Acquisitions Corp.) (the “Company“), has acquired control and direction over 12,704.958 multiple voting shares of the Company (“Multiple Voting Shares“) and 2,970,000 options (“Options“) to purchase subordinate voting shares of the Company (“Subordinate Voting Shares“) in connection with the Company’s recently completed reverse takeover (the “RTO“) of PsyBio Therapeutics, Inc. (“PsyBio“).
The Multiple Voting Shares were issued to Levance Prospects, LLC (“Levance“) in exchange for shares of PsyBio for aggregate deemed consideration of $4,446,735.30 (or $0.35 per PsyBio share). Mr. Levine exercises control and direction over the Multiple Voting Shares held by Levance. Each Multiple Voting Share entitles the holder thereof to convert such Multiple Voting Share into 1,000 Subordinate Voting Shares at any time for no additional consideration, subject to certain conditions. Each Option entitles the holder thereof to purchase one Subordinate Voting Share at an exercise price of $0.35 per Subordinate Voting Share for a period of five years from the date of grant.
As a result of the RTO, Mr. Levine has control and direction over 12,704.958 Multiple Voting Shares and owns 2,970,000 Options, representing approximately 18.92% of the issued and outstanding Multiple Voting Shares, or 13.89% of the Subordinate Voting Shares on a partially diluted basis (assuming the exercise of all Options held by Mr. Levine and the conversion of all Multiple Voting Shares held by Levance, and that no other securities, including those convertible into, or exercisable for, the Company’s securities, are issued, converted or exercised). Prior to the closing of the RTO, Mr. Levine held nil securities of the Company.
The securities referred to above were acquired in connection with the RTO and Mr. Levine and/or Levance may, depending on market and other conditions, increase or decrease their ownership of Multiple Voting Shares, Subordinate Voting Shares, Options or other securities of the Company whether in the open market, by privately negotiated agreement or otherwise.
The Company is located at 4400 Sample Road, Suite 138, Coconut Creek, Florida 33073, United States. Mr. Levine is located at the same address. A copy of the early warning report to which this news release relates can be obtained from Mr. Levine at 513-449-9585 or on the Company’s SEDAR profile at www.sedar.com.