Mr. Gabriel Fahel reports
CYBIN ANNOUNCES RESULTS OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS AND SHARE CONSOLIDATION
Cybin Inc. has released the voting results for each of the matters presented at the company's annual and special meeting of shareholders, held on Aug. 27, 2024. There were 87 shareholders represented in person or by proxy at the meeting holding 453,195,063 common shares, representing 59.66 per cent of Cybin's total issued and outstanding common shares as at the record date for the meeting. The voting results for each matter presented at the meeting are set out herein.
1. Appointment of auditor
Zeifmans LLP was appointed auditor of Cybin until the next annual meeting of shareholders at renumeration to be fixed by the directors of Cybin. Voting results are set out herein.
Votes for Votes withheld
Number % Number %
447,888,253 99.29 3,192,685 0.71
2. Election of directors
Each of the nominees for election as director listed in Cybin's management information circular dated July 24, 2024, was elected as a director of Cybin for the ensuing year or until a successor is elected or appointed. Voting results are set out herein.
Votes for Votes withheld
Number % Number %
Theresa Firestone 294,246,457 99.30 2,068,215 0.70
Grant Froese 291,239,267 98.29 5,075,405 1.71
Paul Glavine 294,405,593 99.36 1,909,079 0.64
Eric Hoskins 289,686,724 97.76 6,627,948 2.24
Mark Lawson 291,772,251 98.47 4,542,420 1.53
Eric So 294,108,045 99.26 2,206,627 0.74
George Tziras 289,376,032 97.66 6,938,640 2.34
3. Consolidation of common shares
The resolution to approve the consolidation of the issued and outstanding common shares of the company by a ratio of one for up to 50 was approved by at least two-thirds of votes cast by the shareholders who voted in respect of the resolution present or represented by proxy at the meeting. Voting results are set out herein.
Votes for Votes against
Number % Number %
430,616,168 95.46 20,464,958 4.54
4. Amendments to equity incentive plan
The resolution to approve certain amendments to Cybin's equity incentive plan was approved by a majority of votes cast by the shareholders who voted in respect of the resolution present or represented by proxy at the meeting. Voting results are set out herein.
Votes for Votes against
Number % Number %
204,933,530 69.16 91,381,142 30.84
5. Amendments to shareholder rights plan
The resolution to approve certain amendments to Cybin's shareholder rights plan was approved by a majority of votes cast by the shareholders who voted in respect of the resolution present or represented by proxy at the meeting. Voting results are set out herein.
Votes for Votes against
Number % Number %
285,100,993 96.22 11,213,679 3.78
6. Amendments to common share purchase warrants
The resolution to approve certain amendments to the outstanding common share purchase warrants of the company was approved by a majority of votes cast by the disinterested shareholders who voted in respect of the resolution present or represented by proxy at the meeting. Voting results are set out herein.
Votes for Votes against
Number % Number %
252,224,216 94.06 15,927,910 5.94
Share consolidation
The company also announces that the board of directors of the company has approved the consolidation ratio for the proposed consolidation of the company's issued and outstanding common shares on the basis one new common share for every 38 existing common shares.
As a result of the consolidation, the 759,692,495 common shares issued and outstanding prior to the consolidation will be reduced to approximately 19,991,907 common shares. Each shareholder's percentage ownership in the company and proportional voting power remain unchanged after the consolidation, except for minor changes and adjustments resulting from the treatment of any fractional common shares
Furthermore, 148,656,000 options and 106,255,498
common share warrants, prior to the consolidation, have been reduced to approximately 3,912,000 options and approximately 2,796,197 common share warrants, respectively, as a result of the consolidation.
The company will not be issuing fractional postconsolidation common shares. Where the consolidation would otherwise result in a shareholder being entitled to a fractional common shares, the number of postconsolidation common shares issued to such shareholder shall be rounded either up or down to the next highest or lowest number of the whole consolidated common shares, as the case may be.
Shareholder approval of the consolidation was obtained at the meeting. In connection with the consolidation, the company expects to send letters of transmittal to registered holders of its common shares for use in transmitting their existing share certificates to the company's registrar and transfer agent, Odyssey Trust Company, in exchange for new certificates, representing the number of postconsolidation common shares to which such shareholder is entitled as a result of the consolidation. No delivery of a new certificate to a shareholder will be made until the shareholder has surrendered existing certificates. Until surrendered, each existing certificate shall be deemed for all purposes to represent the number of postconsolidation common shares to which the holder is entitled as a result of the consolidation.
The consolidation is subject to the approval of the Cboe Canada. The company expects the consolidation to be effective and the trading of the common shares of the company reflecting the consolidation to commence on or about Sept. 19, 2024.
About Cybin
Inc.
Cybin is a clinical-stage breakthrough neuropsychiatry company on a mission to create safe and effective next-generation therapeutics to address the large unmet need for new and innovative treatment options for people who suffer from mental health conditions.
Cybin's goal of revolutionizing mental health care is supported by a network of world-class partners and internationally recognized scientists aimed at progressing proprietary drug discovery platforms, innovative drug delivery systems, novel formulation approaches and treatment regimens. Cybin is currently developing CYB003, a proprietary deuterated psilocybin analogue program for the treatment of major depressive disorder, and CYB004, a proprietary deuterated dimethyltryptamine molecule for generalized anxiety disorder, and has a research pipeline of investigational psychedelic-based compounds.
Headquartered in Canada and founded in 2019, Cybin is operational in Canada, the United States, the United Kingdom, the Netherlands and Ireland.
We seek Safe Harbor.
© 2025 Canjex Publishing Ltd. All rights reserved.