Основная статистика
| CIK | 1865482 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Reunion Neuroscience Inc
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| August 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTION 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-40635 Reunion Neuroscience Inc. (Exact name of registrant as specified i |
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| August 1, 2023 |
Reunion Neuroscience Inc. and MPM BioImpact Announce Completion of Plan of Arrangement Exhibit 99.1 Reunion Neuroscience Inc. and MPM BioImpact Announce Completion of Plan of Arrangement TORONTO, August 1, 2023 – Reunion Neuroscience Inc. (TSX: REUN, NASDAQ: REUN) ("Reunion" or the "Company"), a clinical-stage biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health conditions and MPM BioImpact ("MPM") are pleased |
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| August 1, 2023 |
REUN / Reunion Neuroscience Inc / MPM Oncology Impact Management LP - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 REUNION NEUROSCIENCE INC. (Name of Issuer) Common shares, no par value per share (Title of Class of Securities) 76134G103 (CUSIP Number) Ansbert Gadicke Managing Partner BioImpact Capital LLC 399 Boylston Street, Suite 1100 Boston, Massachusetts |
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| August 1, 2023 |
As filed with the Securities and Exchange Commission on August 1, 2023 As filed with the Securities and Exchange Commission on August 1, 2023 Registration No. |
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| August 1, 2023 |
Reunion Neuroscience Inc. and MPM BioImpact Announce Completion of Plan of Arrangement EX-99.18 2 d525703dex9918.htm EX-99.18 Exhibit 99.18 Reunion Neuroscience Inc. and MPM BioImpact Announce Completion of Plan of Arrangement TORONTO, August 1, 2023 – Reunion Neuroscience Inc. (TSX: REUN, NASDAQ: REUN) (“Reunion” or the “Company”), a clinical-stage biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health condition |
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| August 1, 2023 |
As filed with the Securities and Exchange Commission on August 1, 2023 As filed with the Securities and Exchange Commission on August 1, 2023 Registration No. |
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| August 1, 2023 |
As filed with the Securities and Exchange Commission on August 1, 2023 As filed with the Securities and Exchange Commission on August 1, 2023 Registration No. |
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| August 1, 2023 |
Form 25 |
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| August 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower Nort |
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| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| July 19, 2023 |
Reunion Neuroscience Inc. Obtains Final Court Order for Proposed Plan of Arrangement Exhibit 99.1 Reunion Neuroscience Inc. Obtains Final Court Order for Proposed Plan of Arrangement TORONTO, July 14, 2023 – Reunion Neuroscience Inc. (TSX: REUN, NASDAQ: REUN) ("Reunion" or the "Company"), a clinical-stage biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health conditions is pleased to announce that, earlier toda |
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| July 13, 2023 |
REUNION NEUROSCIENCE INC. (the "Corporation") July 13, 2023 REPORT OF VOTING RESULTS Exhibit 99.2 REUNION NEUROSCIENCE INC. (the "Corporation") July 13, 2023 REPORT OF VOTING RESULTS This report is submitted for and on behalf of the Corporation pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations and relates to the results of voting at the special meeting (the "Meeting") of the holders of common shares of the Corporation held on July 12, 2023 |
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| July 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| July 13, 2023 |
Reunion Neuroscience Inc. Shareholders Approve Proposed Plan of Arrangement Exhibit 99.1 Reunion Neuroscience Inc. Shareholders Approve Proposed Plan of Arrangement TORONTO, July 13, 2023 – Reunion Neuroscience Inc. (TSX: REUN, NASDAQ: REUN) ("Reunion" or the “Company”), a clinical-stage biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health conditions is pleased to announce the voting results of the s |
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| July 7, 2023 |
Exhibit 99.3 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) AUDITED CONSOLIDATED FINANCIAL STATEMENTS (expressed in Canadian Dollars, unless otherwise noted) FOR THE FISCAL YEARS ENDED March 31, 2023 AND 2022 1 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Reunion Neuroscience Inc. Opinion on the Financial Statements We have |
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| July 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| July 7, 2023 |
Exhibit 99.2 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE FISCAL YEARS ENDED MARCH 31, 2023 AND 2022 (Expressed in Canadian dollars, unless otherwise noted) 1 MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE FISCAL YEAR ENDED MARCH 31, 2023 AND 2022 DATED: JUNE 28, 2023 This Management’s Discussion and Analysis (“MD&A”) for the fiscal year en |
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| July 7, 2023 |
Exhibit 99.1 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) Annual Information Form For the Fiscal Year Ended March 31, 2023 Date: June 29, 2023 TABLE OF CONTENTS GENERAL 2 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 2 MARKET AND INDUSTRY DATA 5 GLOSSARY OF TERMS 5 CORPORATE STRUCTURE 10 GENERAL DEVELOPMENT OF THE BUSINESS 12 DESCRIPTION OF THE BUSINESS 15 RISK FACTORS 24 DIV |
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| June 29, 2023 |
Exhibit 99.7 Reunion Neuroscience Reports Fiscal Fourth Quarter and Full Year 2023 Financial Results and Provides a Corporate Update Common Shareholders to Receive Consideration of US$1.12 Per Share in Cash from the Arrangement Agreement with MPM BioImpact; Special Shareholder Meeting Scheduled July 12 Presented Encouraging Phase 1 Final Analysis at American Society of Clinical Psychopharmacology |
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| June 29, 2023 |
EXHIBIT 99.5 CERTIFICATION REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a), PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Gregory Mayes, certify that: 1. I have reviewed this annual report on Form 40-F of Reunion Neuroscience Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the stateme |
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| June 29, 2023 |
Exhibit 99.3 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE FISCAL YEARS ENDED MARCH 31, 2023 AND 2022 (Expressed in Canadian dollars, unless otherwise noted) 1 MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE FISCAL YEAR ENDED MARCH 31, 2023 AND 2022 DATED: JUNE 28, 2023 This Management’s Discussion and Analysis (“MD&A”) for the fiscal year en |
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| June 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 40-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 40-F ☐ Registration Statement pursuant to Section 12 of the Securities Exchange Act of 1934 or ☒ Annual Report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended March 31, 2023 Commission File Number: 001-40635 REUNION NEUROSCIENCE INC. (Exact name of registrant as specifie |
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| June 29, 2023 |
Exhibit 99.2 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) AUDITED CONSOLIDATED FINANCIAL STATEMENTS (expressed in Canadian Dollars, unless otherwise noted) FOR THE FISCAL YEARS ENDED March 31, 2023 AND 2022 1 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Reunion Neuroscience Inc. Opinion on the Financial Statements We have |
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| June 29, 2023 |
Table of Contents Exhibit 99.1 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) Annual Information Form For the Fiscal Year Ended March 31, 2023 Date: June 29, 2023 Table of Contents TABLE OF CONTENTS GENERAL 2 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 2 MARKET AND INDUSTRY DATA 5 GLOSSARY OF TERMS 5 CORPORATE STRUCTURE 10 GENERAL DEVELOPMENT OF THE BUSINESS 12 DESCRIPTION OF |
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| June 29, 2023 |
Consent of Independent Registered Public Accounting Firm EXHIBIT 99.4 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: 1. Registration Statement Form F-10 No. 333-261515 of Reunion Neuroscience Inc. 2. Registration Statement Form S-8 No. 333-268481 of Reunion Neuroscience Inc. 3. Registration Statement Form S-8 No. 333-260071 of Reunion Neuroscience Inc. and t |
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| June 29, 2023 |
EXHIBIT 99.6 CERTIFICATION REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a), PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Edward Smith, certify that: 1. I have reviewed this annual report on Form 40-F of Reunion Neuroscience Inc. 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statemen |
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| June 20, 2023 |
Exhibit 99.3 THIS LETTER OF TRANSMITTAL IS FOR USE IN CONNECTION WITH THE PLAN OF ARRANGEMENT INVOLVING REUNION NEUROSCIENCE INC., 20231089 PARENT, LLC, AND 1000548481 ONTARIO INC. THIS LETTER OF TRANSMITTAL MUST BE VALIDLY COMPLETED, DULY EXECUTED AND RETURNED TO THE DEPOSITARY, COMPUTERSHARE INVESTOR SERVICES INC. IT IS IMPORTANT THAT YOU VALIDLY COMPLETE, DULY EXECUTE AND RETURN THIS LETTER OF |
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| June 20, 2023 |
Exhibit 99.1 REUNION NEUROSCIENCE INC. NOTICE OF SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 12, 2023 AND MANAGEMENT INFORMATION CIRCULAR JUNE 13, 2023 THE BOARD OF DIRECTORS OF REUNION NEUROSCIENCE INC. UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS OF THE CORPORATION VOTE FOR THE ARRANGEMENT RESOLUTION. LETTER TO SHAREHOLDERS June 13, 2023 Dear Shareholders, You are invited to attend a special |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| June 20, 2023 |
Exhibit 99.2 123 SAMPLES STREET SAMPLETOWN SS X9X X9X CANADA NWEQ 000001 SAM SAMPLE Security Class COMMON SHARES Holder Account Number C9999999999 IND Form of Proxy - Special Meeting to be held on July 12, 2023 This Form of Proxy is solicited by and on behalf of Management. Notes to proxy 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holde |
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| June 20, 2023 |
REUN / Reunion Neuroscience Inc / Beryl Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Reunion Neuroscience Inc. (Name of Issuer) Common Shares, no par value (Title of Class of Securities) 76134G103 (CUSIP Number) June 8, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| June 12, 2023 |
Exhibit 99.8 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.10 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.6 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North S |
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| June 12, 2023 |
Exhibit 99.4 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrent |
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| June 12, 2023 |
Exhibit 99.2 Execution Version ARRANGEMENT AGREEMENT between 20231089 Parent, LLC and 1000548481 Ontario Inc. and Reunion Neuroscience Inc. May 31, 2023 Table of Contents ARTICLE 1 - INTERPRETATIONS 2 1.01 Defined Terms 2 1.02 Certain Rules of Interpretation 21 1.03 Company Disclosure Schedule 22 1.04 Subsidiaries to Comply 22 1.05 Schedules 22 ARTICLE 2 - T |
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| June 12, 2023 |
Exhibit 99.15 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.12 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.9 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.17 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.14 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.13 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
FORM 51-102F3 MATERIAL CHANGE REPORT Exhibit 99.1 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 Name and Address of the Company Reunion Neuroscience Inc. (the "Company") 30 Duncan Street, Lower North Suite Toronto, Ontario M5V 2C3 Item 2 Date of Material Change May 31, 2023 Item 3 News Release A news release with respect to the material change referred to in this Material Change Report was disseminated by the Company through Globe News |
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| June 12, 2023 |
Exhibit 99.5 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.11 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.3 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
Exhibit 99.16 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 12, 2023 |
EX-99.17 EXHIBIT 99.17 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that this Statement is being jointly filed, and all amendments thereto will be jointly filed, by BioImpact Capital LLC, as the main and designated filer, on behalf of each of the persons and entities named below that is na |
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| June 12, 2023 |
REUN / Reunion Neuroscience Inc / MPM Oncology Impact Management LP - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 REUNION NEUROSCIENCE INC. (Name of Issuer) Common shares, no par value per share (Title of Class of Securities) 76134G103 (CUSIP Number) Ansbert Gadicke Managing Partner BioImpact Capital LLC 399 Boylston Street, Suite 1100 Boston, Massachusetts 02116 Telephone: (61 |
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| June 12, 2023 |
Exhibit 99.7 May 31, 2023 Dear Sirs/Madams: Re: Support and Voting Agreement 20231089 Parent, LLC, a limited liability company formed under the laws of Delaware (“Parent”), 1000548481 Ontario Inc., a corporation existing under the laws of the Province of Ontario (“Purchaser”), and Reunion Neuroscience Inc., a corporation existing under the federal laws of Canada (the “Company”), are, concurrently |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| June 1, 2023 |
Exhibit 99.1 Reunion Neuroscience Announces US$13.1 Million Take-Private Transaction with MPM BioImpact Reunion Common Shareholders to Receive Consideration of US$1.12 Per Share in Cash Represents a 43.1% Premium to the 30-Day Volume Weighted Average Price Reunion Presents Encouraging Phase 1 Final Analysis at American Society of Clinical Psychopharmacology Annual Meeting, Enabling Advancement int |
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| April 25, 2023 |
Reunion Neuroscience Receives NASDAQ Notification Regarding Minimum Bid Price Deficiency Exhibit 99.1 Reunion Neuroscience Receives NASDAQ Notification Regarding Minimum Bid Price Deficiency Toronto, April 25, 2023 – Reunion Neuroscience Inc. (NASDAQ: REUN, TSX: REUN) (“Reunion” or “the Company”), a clinical-stage biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health conditions, announced today that on April 19, 2 |
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| April 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| March 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower North |
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| March 14, 2023 |
Reunion Neuroscience Files Lawsuit Against Mindset Pharma Exhibit 99.1 Reunion Neuroscience Files Lawsuit Against Mindset Pharma Toronto, March 13, 2023 – Reunion Neuroscience Inc. (NASDAQ: REUN, TSX: REUN) (“Reunion” or “the Company”), a clinical-stage biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health conditions, has filed a lawsuit today against Mindset Pharma Inc. (“Mindset”) |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower No |
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| February 14, 2023 |
Exhibit 99.1 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2022 AND 2021 1 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at December 31, 2022 As at March 31, 2022 (Expressed in Canadian Dollars) Notes $ |
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| February 14, 2023 |
Exhibit 99.3 Reunion Neuroscience Provides Business Update and Reports Fiscal Third Quarter 2023 Financial Results Company Completed Phase 1 Interim Data Analysis for Lead Asset, RE104, Which Showed Strong Safety and Tolerability with Differentiated Profile; Final Data Anticipated in Mid-2023 Continued to Strengthen Executive Team; Named Dr. Robert Alexander as Chief Medical Officer At December 3 |
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| February 14, 2023 |
EX-99.2 3 tm233056-1exh99x2.htm EXHIBIT 99.2 EXHIBIT 99.2 REUNION NEUROSCIENCE INC. (formerly FIELD TRIP HEALTH LTD.) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2022 AND 2021 (Expressed in Canadian dollars, unless otherwise noted) 1 MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2022 AND 2021 DATED: FEBRUARY 10, 202 |
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| January 9, 2023 |
6-K 1 tm232525d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s n |
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| January 9, 2023 |
Corporate presentation January 9, 2023 Exhibit 99.2 Corporate presentation January 9, 2023 This presentation of Reunion Neuroscience Inc (the “Company”) is for information only and shall not constitute an offer to buy , s ell, issue or subscribe for, or the solicitation of an offer to buy, sell or issue, or subscribe for any securities in any jurisdiction in which such offer, solici tat ion or sale would be unlawful. The information conta |
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| January 9, 2023 |
EX-99.1 2 tm232525d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Reunion Neuroscience Inc. Completes Interim Data Analysis for Phase 1 Clinical Trial with Novel Serotonergic Psychedelic RE104 First-in-Human Findings Highlight RE104’s Strong Safety and Differentiated Pharmacodynamic Profile, Setting Stage for Initiation of Phase 2 Development in Postpartum Depression TORONTO, Jan. 9, 2023 – Reunion Neurosc |
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| January 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2023 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Lower Nor |
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| January 4, 2023 |
EX-99.1 2 tm231645d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Reunion Neuroscience Inc. Provides 2023 Corporate Update Company Plans to Report Phase 1 Interim Analysis for RE104 in Q1 2023 and Include Data Differentiating its Safety, Tolerability and Pharmacodynamic Profile from Other Psychedelics in Clinical Development On Track to Dose First Patient in Phase 2 Postpartum Depression Study in 2H 2023 P |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Lower No |
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| November 28, 2022 |
FORM 51-102F3 MATERIAL CHANGE REPORT Exhibit 99.1 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 Name and Address of the Company Reunion Neuroscience Inc. 30 Duncan Street, Lower North Suite Toronto, Ontario M5V 2C3 Item 2 Date of Material Change November 18, 2022 Item 3 News Release News release with respect to the material change referred to in this Material Change Report was disseminated by the Company through newswire on November 18 |
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| November 18, 2022 |
Articles of Reunion Neuroscience Inc. Exhibit 4.1 1-Nameoftheapplicantcorporation(s) FieldTripHealthLtd. Corporationnumber 1238483-3 5-Nameoftheotherbodiescorporateinvolved,ifapplicable FieldTripHealth&WellnessLtd. Corporationnumberorjurisdiction 1399349-3 2-Nameofthecorporation(s)thearticlesofwhichareamended,ifapplicable FieldTripHealthLtd. Corporationnumber 1238483-3 3-Nameofthecorporation(s)createdbyamalgamation,ifapplicable N/A Co |
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| November 18, 2022 |
Reunion Neuroscience, Inc. Equity Compensation Plan. Exhibit 10.1 Equity Compensation Plan (August 2022) Reunion Neuroscience Inc., (Reunion) hereby adopts this Equity Compensation Plan (Plan) for certain Employees, Directors, and Consultants of Reunion and/or its Affiliates. ARTICLE 1 - PURPOSE 1.1 Purpose. The purpose of the Plan is to attract and retain Employees, Directors and Consultants of Reunion and/or its Affiliates, and to ensure |
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| November 18, 2022 |
Reunion Neuroscience Inc. equity distribution AGREEMENT Exhibit 99.2 Reunion Neuroscience Inc. US$10,000,000 equity distribution AGREEMENT November 18, 2022 Canaccord Genuity LLC 99 High Street, 12th Floor Boston, Massachusetts 02110 Ladies and Gentlemen: Reunion Neuroscience Inc., a corporation organized under the laws of the Province of Ontario, Canada (the “Company”), confirms its agreement (this “Agreement”) with Canaccord Genuity LLC (“Canaccord”) |
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| November 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower No |
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| November 18, 2022 |
By-law No. 1 of Reunion Neuroscience Inc. Exhibit 4.2 REUNION NEUROSCIENCE INC. BY-LAW NO. 1 ii TABLE OF CONTENTS Page DEFINITIONS 1 1. Definitions 1 REGISTERED OFFICE 1 2. Registered Office 1 SEAL 2 3. Seal 2 DIRECTORS 2 4. Number 2 5. Vacancies 2 6. Powers 2 7. Duties 2 8. Qualification 2 9. Election/Term of Office 3 10. Consent to Election 3 11. Removal 3 12. Vacancy of Office 3 13. Validity of Acts 4 MEETINGS OF DIRECTORS 4 14. Regula |
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| November 18, 2022 |
PROSPECTUS SUPPLEMENT (TO THE SHORT FORM BASE SHELF PROSPECTUS DATED DECEMBER 3, 2021) SUPPL 1 tm2230678-1suppl.htm SUPPL TABLE OF CONTENTS Filed Pursuant to General Instruction II.L. of Form F-10; File No. 333-261515 No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise. This prospectus supplement, together with the short form base shelf prospectus dated December 3, 2021 to which it relates, as amended or suppleme |
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| November 18, 2022 |
As filed with the Securities and Exchange Commission on November 18, 2022 As filed with the Securities and Exchange Commission on November 18, 2022 Registration No. |
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| November 18, 2022 |
REUNION NEUROSCIENCE PUTS IN PLACE AT-THE-MARKET EQUITY FACILITY Exhibit 99.1 REUNION NEUROSCIENCE PUTS IN PLACE AT-THE-MARKET EQUITY FACILITY TORONTO, November 18, 2022 - Reunion Neuroscience Inc. (TSX: REUN, NASDAQ: REUN) ("Reunion" or the “Company”), a biopharmaceutical company committed to developing innovative and patented therapeutic solutions for underserved mental health conditions, today announced that it has entered into an equity distribution agreeme |
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| November 18, 2022 |
Exhibit 107 Calculation of Filing Fee Tables (1) Form S-8 (Form Type) Reunion Neuroscience Inc. |
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| November 15, 2022 |
Exhibit 99.3 REUNION NEUROSCIENCE INC. PROVIDES BUSINESS UPDATE AND REPORTS FISCAL SECOND QUARTER 2023 FINANCIAL RESULTS • Completed RE104 Phase 1 prespecified dose cohorts and on track to deliver interim Phase 1 analysis in the first calendar quarter of 2023. • Appointed Greg Mayes as President and Chief Executive Officer, with Joseph del Moral moving into the role of Chairman. • Announced reinfo |
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| November 15, 2022 |
Exhibit 99.2 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 (Expressed in Canadian dollars, unless otherwise noted) 1 MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 DATED: NOVEMBER 14, 2022 This Management’s Discussion and Analysis (“ |
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| November 15, 2022 |
Exhibit 99.1 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 (Expressed in Canadian Dollars, unless otherwise noted) 1 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at September 30, 2022 As at |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2022 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name) 30 Duncan Street, Lower No |
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| October 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2022 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Lower N |
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| October 7, 2022 |
Reunion Neuroscience Inc. Announces Results of Annual General and Special Shareholder Meeting Exhibit 99.1 Reunion Neuroscience Inc. Announces Results of Annual General and Special Shareholder Meeting TORONTO, September 29, 2022 ? Reunion Neuroscience Inc. (TSX: REUN, NASDAQ: REUN) ("Reunion" or the ?Company?) today announced the results of the votes held at its September 29, 2022 Annual General and Special Meeting of shareholders (the ?Meeting?). The total number of common shares represen |
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| September 1, 2022 |
? Exhibit 99.1? REUNION NEUROSCIENCE INC. NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON SEPTEMBER 29, 2022 AND MANAGEMENT INFORMATION CIRCULAR AUGUST 28, 2022 ? REUNION NEUROSCIENCE INC. NOTICE OF ANNUAL MEETING OF SHAREHOLDERS NOTICE IS HEREBY GIVEN THAT the annual general and special meeting (the ?Meeting?) of holders (the ?Shareholders?) of Common Shares (the ?Commo |
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| September 1, 2022 |
? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 6-K ? REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number 001-40635 ? Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) ? N/A (Translation of Registrant?s name)? 30 Duncan Str |
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| September 1, 2022 |
Exhibit 99.2 Security Class Holder Account Number Form of Proxy - Annual General and Special Meeting to be held on September 29, 2022 This Form of Proxy is solicited by and on behalf of Management. Notes to proxy 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeting or any adjournment or pos |
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| September 1, 2022 |
Exhibit 99.3 Under securities regulations, a reporting issuer must send annually a form to holders to request the Interim Financial Statements and MD&A and/or the Annual Financial Statements and MD&A. If you would like to receive the report(s) by mail, please make your selection and return to the address as noted or register online at www.computershare.com/mailinglist. Computershare will use the i |
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| August 16, 2022 |
? ?Exhibit 99.2? FIELD TRIP HEALTH LTD. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED JUNE 30, 2022 AND 2021 (Expressed in Canadian dollars, unless otherwise noted) ? Management?s Discussion and Analysis For the three months ended JUNE 30, 2022 and 2021 DATED: AUGUST 15, 2022 This Management?s Discussion and Analysis (?MD&A?) for the three months ended June 30, 2022 and 2021, pro |
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| August 16, 2022 |
? ?Exhibit 99.1? FIELD TRIP HEALTH LTD. UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED JUNE 30, 2022 AND 2021 (Expressed in Canadian Dollars, unless otherwise noted) 1 ? FIELD TRIP HEALTH LTD. INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Expressed in Canadian Dollars) ? ? Notes ? ? As at June 30, 2022 ? ? As at March 31, 2022 ? ? ? ? ? ? ? ? ? ? |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Lower Nort |
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| August 16, 2022 |
Exhibit 99.1 August 11, 2022 324-8th Avenue SW, 8th floor Calgary AB, T2P 2Z2 www.computershare.com To: All Canadian Securities Regulatory Authorities NASDAQ Exchange Subject: REUNION NEUROSCIENCE INC. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual and Special Meeting Record Date for Notice of Meetin |
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| August 16, 2022 |
Exhibit 99.3 REUNION NEUROSCIENCE INC. (FORMERLY FIELD TRIP HEALTH LTD.) REPORTS FISCAL FIRST QUARTER 2023 FINANCIAL RESULTS, COMPLETED CORPORATE REORGANIZATION ON AUGUST 11, 2022 ? Completed corporate reorganization, separating the Field Trip Discovery and Field Trip Health divisions into two separate companies. ? Field Trip Discovery renamed Reunion Neuroscience Inc. (?Reunion? or the ?Company?) |
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| August 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2022 Commission File Number 001-40635 Reunion Neuroscience Inc. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Lower Nort |
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| July 29, 2022 |
Exhibit 99.1 FIELD TRIP ANNOUNCES FIRST DOSINGS IN PHASE I CLINICAL STUDY OF FT-104 - First Dosings Completed in Australia - Provides Update on Pending Spin-Out and Renaming to Reunion Neurosciences - Announces 5:1 Share Consolidation Ratio Toronto, Ontario, July 21, 2022 - Field Trip Health Ltd. (TSX: FTRP, FTRP.WT, Nasdaq: FTRP) ("Field Trip" or the ?Company?), a global leader in the development |
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| July 29, 2022 |
FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Exhibit 99.2 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the "Company") 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change July 21, 2022 Item 3. News Release A news release dated June 21, 2022 was disseminated via GlobeNewswire. Copy of the news release have been filed on SEDAR a |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Toron |
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| June 30, 2022 |
EXHIBIT 99.4 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: 1. Registration Statement Form F-10 No. 333-261515 of Field Trip Health Ltd. 2. Registration Statement Form S-8 No. 333-260071 of Field Trip Health Ltd. and to the use, of our report dated June 29, 2022, with respect to the consolidated financ |
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| June 30, 2022 |
EX-99.5 6 ftrp-20220629xex99d5.htm EXHIBIT 99.5 EXHIBIT 99.5 Consent of Independent Registered Public Accounting Firm We, MNP LLP, consent to the incorporation by reference in the Registration Statement on Form F-10 (No. 333-261515), and in the related Prospectus, and in the Registration Statement on Form S-8 (No. 333-260071), and to the references to our firm (i) under the heading “Interests of E |
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| June 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 40-F ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 40-F ? Registration Statement pursuant to Section 12 of the Securities Exchange Act of 1934 or ? Annual Report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended March 31, 2022 Commission File Number: 001-40635 FIELD TRIP HEALTH LTD. (Exact name of Registrant as specifi |
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| June 30, 2022 |
Exhibit 99.2 ? ? ? ? FIELD TRIP HEALTH LTD. CONSOLIDATED FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED MARCH 31, 2022 AND 2021 (Audited, expressed in Canadian Dollars, unless otherwise noted) ? ? ? Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Field Trip Health Ltd. Opinion on the Consolidated Financial Statements We have audited the acc |
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| June 30, 2022 |
Certificate of the Chief Executive Officer EXHIBIT 99.6 ? CERTIFICATION REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a), PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 ? I, Joseph del Moral, certify that: ? 1. I have reviewed this annual report on Form 40-F of Field Trip Health Ltd. ? 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the |
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| June 30, 2022 |
News Release, dated June 29, 2022 Exhibit 99.8 FIELD TRIP HEALTH LTD. REPORTS FISCAL FOURTH QUARTER AND FULL YEAR 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ON THE REORGANIZATION OF THE DISCOVERY AND WELLNESS BUSINESSES INTO TWO PUBLICLY TRADED COMPANIES ? Completed strategic review and announced intention to separate the Field Trip Discovery and Field Trip Health divisions into two independent public companies. ? Earned |
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| June 30, 2022 |
Certificate of the Chief Financial Officer EXHIBIT 99.7 ? CERTIFICATION REQUIRED BY RULE 13a-14(a) OR RULE 15d-14(a), PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 ? I, Donna Wong, certify that: ? 1. I have reviewed this annual report on Form 40-F of Field Trip Health Ltd. ? 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state |
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| June 30, 2022 |
Annual Information Form of Field Trip Health Ltd. for the fiscal year ended March 31, 2022 EX-99.1 2 ftrp-20220629xex99d1.htm EXHIBIT 99.1 Table of Contents Exhibit 99.1 FIELD TRIP HEALTH LTD. Annual Information Form For the Fiscal Year Ended March 31, 2022 Date: June 29, 2022 Table of Contents TABLE OF CONTENTS GENERAL 2 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 2 MARKET AND INDUSTRY DATA 4 GLOSSARY OF TERMS 4 CORPORATE STRUCTURE 11 GENERAL DEVELOPMENT OF THE BUSINESS 12 DES |
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| June 30, 2022 |
Management’s Discussion and Analysis for the fiscal year ended March 31, 2022 Exhibit 99.3 ? ? ? ? ? ? ? ? FIELD TRIP HEALTH LTD. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS AND FISCAL YEAR ENDED MARCH 31, 2022 AND 2021 (Expressed in Canadian dollars, unless otherwise noted) ? ? MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS AND FISCAL YEARS ENDED MARCH 31, 2022 AND 2021 DATED: JUNE 29, 2022 This Management?s Discussion and Analysis (?MD&A?) for the |
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| June 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Toron |
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| June 27, 2022 |
Exhibit 99.1 FIELD TRIP HEALTH LTD. SCHEDULES FISCAL FOURTH QUARTER AND FULL YEAR 2022 RESULTS CONFERENCE CALL FOR THURSDAY, JUNE 30, 2022 AT 8:30 AM ET - Discloses Receipt Of Nasdaq Non-Compliance With Minimum Price Notice Toronto, Ontario, June 22, 2022 - Field Trip Health Ltd. (TSX: FTRP, FTRP.WT, Nasdaq: FTRP) ("Field Trip"), a global leader in the development and delivery of psychedelic thera |
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| May 25, 2022 |
Exhibit 99.2 SAM SAMPLE 123 SAMPLES STREET SAMPLETOWN SS X9X X9X CANADA NWEQ Security Class COMMON Holder Account Number C9999999999 IND Form of Proxy - Special Meeting to be held on June 20, 2022 This Form of Proxy is solicited by and on behalf of Management. Notes to proxy 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend a |
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| May 25, 2022 |
TABLE OF CONTENTS ?Exhibit 99.1? NOTICE OF MEETING AND MANAGEMENT INFORMATION CIRCULAR FOR THE SPECIAL MEETING OF SHAREHOLDERS OF FIELD TRIP HEALTH LTD. TO BE HELD ON JUNE 20, 2022 Unless otherwise stated, the information herein is given as of May 20, 2022 Information has been incorporated by reference in this document from documents filed with securities commissions or similar authorities in Cana |
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| May 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Toront |
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| May 25, 2022 |
Exhibit 99.3 Note: The instructions accompanying this letter of transmittal should be read carefully before this letter of transmittal is completed. LETTER OF TRANSMITTAL This letter of transmittal ("Letter of Transmittal") is for use by registered holders ("Field Trip Shareholders") of common shares ("Field Trip Shares") of Field Trip Health Ltd. (together with its successors, "Field Trip") in co |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Toront |
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| May 4, 2022 |
Exhibit 99.1 FIELD TRIP HEALTH LTD. ANNOUNCES INTENTION TO SEPARATE THE FIELD TRIP DISCOVERY AND FIELD TRIP HEALTH DIVISIONS INTO TWO INDEPENDENT PUBLIC COMPANIES ? Transaction will create two distinct emerging leaders in the psychedelics industry, one providing personalized care and the other developing next generation psychedelic therapies. ? Shareholders of Field Trip will receive shares of eac |
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| April 5, 2022 |
Exhibit 99.1 FIELD TRIP HEALTH LTD. GRANTED US PATENT COVERING NOVEL PSYCHEDELIC MOLECULE FT-104 The Allowed Claims include Composition of FT-104 and Provides Protection until 2040 Toronto, Ontario, April 5, 2022 - Field Trip Health Ltd. (NASDAQ: FTRP, TSX: FTRP) ("Field Trip"), a global leader in the development and delivery of psychedelic therapies, today announced that the U.S. Patent and Trade |
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| April 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Toro |
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| February 16, 2022 |
EX-99.3 4 tm222239d1ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 FIELD TRIP HEALTH LTD. REPORTS THIRD FISCAL QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ● Earned patient services revenues of $1,360,811, an increase of 50% over the prior quarter and 330% year over year ● At December 31, 2021, Field Trip had approximately $74.5 million in unrestricted cash and cash equivalents and short-term |
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| February 16, 2022 |
Exhibit 99.2 FIELD TRIP HEALTH LTD. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS AND NINE MONTHS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in Canadian dollars, unless otherwise noted) Management's Discussion and Analysis For the three months and Nine Months Ended December 31, 2021 and 2020 DATED: February 15, 2022 This Management?s Discussion and Analysis ("MD&A") for the three mont |
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| February 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 T |
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| February 16, 2022 |
Exhibit 99.1 FIELD TRIP HEALTH LTD. UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2021 AND 2020 (Expressed in Canadian Dollars, unless otherwise noted) FIELD TRIP HEALTH LTD. Interim Consolidated Statements of Financial Position (unaudited) As at December 31, 2021 As at March 31, 2021 (Expressed in Canadian Dollars) Notes $ $ ASSETS |
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| January 12, 2022 |
FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Exhibit 99.2 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the "Company") 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change January 11, 2022 Item 3. News Release A news release dated January 11, 2022 was disseminated via MarketWatch. Copy of the news release have been filed on SED |
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| January 12, 2022 |
Exhibit 99.1 FIELD TRIP RECEIVES NOTICE OF ALLOWANCE FOR US PATENT APPLICATION COVERING FT-104 (ISOPROCIN GLUTARATE), ITS NOVEL PSYCHEDELIC MOLECULE IN DEVELOPMENT The Allowed Claims include Composition of FT-104, which is a more soluble, stable prodrug form of the psychedelic molecule 4-HO-DiPT Toronto, Ontario, January 11, 2022 - Field Trip Health Ltd. (NASDAQ: FTRP, TSX: FTRP) ("Field Trip"), a |
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| January 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2022 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 To |
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| December 7, 2021 |
Form F-10 (Commission File No. 333-261515) TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 6, 2021 Registration No. |
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| December 7, 2021 |
a form of indenture relating to Debt Securities; Exhibit 7.1 FIELD TRIP HEALTH LTD. as Issuer AND [ ] as Trustee Indenture Dated as of [ ] FIELD TRIP HEALTH LTD. Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [ ] Trust Indenture Act Section Indenture Section ? 310 (a)(1) 607 (a)(2) 607 (b) 608 ? 312 (c) 701 ? 314 (a) 703 (a)(4) 904 (c)(1) 102 (c)(2) 102 (e) 102 ? 315 (b) 601 ? 316 (a)(last sentence) 101 (?O |
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| December 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-X APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND UNDERTAKING A. Name of issuer or person filing (?Filer?): Field Trip Health Ltd. B. (1) This is (check one): x An original filing for the Filer. ? An amended filing for the Filer. (2) Check the following box if you are filing the Form F-X in paper in accordance with Regu |
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| December 7, 2021 |
Exhibit 4.8 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the "Company") 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change July 29, 2021 Item 3. News Release A news release dated July 27, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed on SEDAR an |
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| November 16, 2021 |
6-K 1 tm2132905d16k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s na |
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| November 16, 2021 |
Exhibit 99.2 FIELD TRIP HEALTH LTD. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS AND SIX MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (Expressed in Canadian dollars, unless otherwise noted) Management's Discussion and Analysis For the three months and Six Months ENDED SEPTEMBER 30, 2021 AND 2020 DATED: November 15, 2021 This Management?s Discussion and Analysis ("MD&A") for the three mont |
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| November 16, 2021 |
Exhibit 99.1 FIELD TRIP HEALTH LTD. UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (Expressed in Canadian Dollars, unless otherwise noted) FIELD TRIP HEALTH LTD. Condensed Interim Consolidated Statements of Financial Position (unaudited) As at September 30, 2021 As at March 31, 2021 (Expressed in Canadian Dollars) Notes |
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| November 16, 2021 |
Exhibit 99.3 FIELD TRIP HEALTH LTD. REPORTS SECOND FISCAL QUARTER 2022 FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE ? Announced plans to advance FT-104, its novel psychedelic compound, to clinic for Treatment-Resistant Depression and Postpartum Depression as the lead indications. ? Initiated a new pipeline research program focused on discovering novel psychedelics with a reduced cardiovascular r |
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| October 5, 2021 |
Articles of Field Trip Health Ltd. Exhibit 4.1 Certificate of Amendment Certificat de modification Canada Business Corporations Act Loi canadienne sur les soci?t?s par actions Field Trip Health Ltd. Corporate name / D?nomination sociale 1238483-3 Corporation number / Num?ro de soci?t? I HEREBY CERTIFY that the articles of the above-named corporation are amended under section 178 of the Canada Business Corporations Act as set out in |
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| October 5, 2021 |
By-law No. 1 of Field Trip Health Ltd. Exhibit 4.2 FIELD TRIP HEALTH LTD. BY-LAW NO. 1 KM ii TABLE OF CONTENTS Page DEFINITIONS 1 1. Definitions 1 REGISTERED OFFICE 1 2. Registered Office 1 SEAL 2 3. Seal 2 DIRECTORS 2 4. Number 2 5. Vacancies 2 6. Powers 2 7. Duties 2 8. Qualification 2 9. Election/Term of Office 3 10. Consent to Election 3 11. Removal 3 12. Vacancy of Office 3 13. Validity of Acts 4 MEETINGS OF DIRECTORS 4 14. Regula |
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| October 5, 2021 |
Form S-8 (Commission File No. 333-260071) As filed with the Securities and Exchange Commission on October 5, 2021 Registration No. |
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| October 5, 2021 |
Field Trip Health Ltd. Amended and Restated Equity Incentive Plan, effective September 24, 2021. Exhibit 4.3 Amended and Restated Equity Incentive Plan (Amended and Restated September 2021) Field Trip Health Ltd. (Field Trip) hereby adopts this Amended and Restated Equity Incentive Plan (Plan) for certain Employees, Directors and Consultants of Field Trip and/or its Affiliates. ARTICLE 1 - PURPOSE 1.1 Purpose. The purpose of the Plan is to attract and retain Employees, Directors and Consultan |
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| September 28, 2021 |
FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Exhibit 99.2 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the "Company") 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change September 24, 2021 Item 3. News Release A news release dated September 24, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed |
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| September 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 |
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| September 28, 2021 |
Exhibit 99.1 FIELD TRIP HEALTH ANNOUNCES VOTING RESULTS FROM THE ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS TORONTO, September 24, 2021 ? Field Trip Health Ltd. (TSX: FTRP; FTRP.WT; OTCQX: FTRPF) (?Field Trip?), today announced the voting results from its Annual General and Special Meeting of Shareholders held on Friday, September 24, 2021. A total of 59.09% of the issued and outstanding c |
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| September 9, 2021 |
Exhibit 99.1 Field Trip Health Ltd. To Pursue Treatment Resistant Depression And Postpartum Depression As Indications For FT-104 Anita H. Clayton, MD, joins Scientific Advisory Board TORONTO, September 9, 2021 - Field Trip Health Ltd. (TSX: FTRP; FTRP.WT; NASDAQ: FTRP) (?Field Trip?), a global leader in the development and delivery of psychedelic therapies, announced today the lead indications for |
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| September 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 |
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| September 9, 2021 |
FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Exhibit 99.2 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the "Company") 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change September 9, 2021 Item 3. News Release A news release dated September 9, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed on |
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| September 2, 2021 |
Exhibit 99.1 Field Trip Health Ltd. Announces Launch Of ?Kap Co-Operative? Program, Enabling independent Psychedelic Therapists To Practice At Its Field Trip Health Centers; Also Launches Training Programs To Educate A New Generation Of Psychedelic Clinicians ? The KAP Co-op program gives eligible therapists the ability to provide ketamine-assisted psychotherapy (KAP) to their patients at Field Tr |
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| September 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of September 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 |
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| August 31, 2021 |
Exhibit 99.1 ? FIELD TRIP HEALTH LTD. NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON SEPTEMBER 24, 2021 AND MANAGEMENT INFORMATION CIRCULAR AUGUST 26, 2021 ? FIELD TRIP HEALTH LTD. NOTICE OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS NOTICE IS HEREBY GIVEN THAT the Annual and Special Meeting (the ?Meeting?) of holders (the ?Shareholders?) of Common Shares (the ?Common Shares?) |
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| August 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Tor |
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| August 31, 2021 |
EX-99.2 3 tm2125907d3ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 324-8th Avenue SW, 8th floor Calgary AB, T2P 2Z2 www.computershare.com July 30, 2021 To: All Canadian Securities Regulatory Authorities NASDAQ Exchange Subject: FIELD TRIP HEALTH LTD. Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual General and |
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| August 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Tor |
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| August 17, 2021 |
EX-99.2 3 tm2125176d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 FIELD TRIP HEALTH LTD. MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED JUNE 30, 2021 AND 2020 (Expressed in Canadian dollars, unless otherwise noted) Management's Discussion and Analysis For the three months ENDED JUNE 30, 2021 AND 2020 DATED: august 16, 2021 This Management’s Discussion and Analysis ("MD&A") for the three m |
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| August 17, 2021 |
FIELD TRIP HEALTH LTD. REPORTS FISCAL FIRST QUARTER 2022 FINANCIAL RESULTS Exhibit 99.1 FIELD TRIP HEALTH LTD. REPORTS FISCAL FIRST QUARTER 2022 FINANCIAL RESULTS ? At June 30, 2021 had approximately $100 million in unrestricted cash and cash equivalents, funds held in trust and short-term investments ? Development of FT-104, a novel psychedelic molecule with pending patents, continues to progress with GMP production achieved ? The Company remains on track to meet milest |
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| August 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2021 Commission File Number 001-40635 Field Trip Health Ltd. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant?s name) 30 Duncan Street, Suite 401 Tor |
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| August 17, 2021 |
EX-99.1 2 tm2125176d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FIELD TRIP HEALTH LTD. UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED JUNE 30, 2021 AND 2020 (Expressed in Canadian Dollars, unless otherwise noted) FIELD TRIP HEALTH LTD. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at As at (unaudited) June 30, 2021 March 31, 2021 (Expressed |
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| July 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-X APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND UNDERTAKING A. Name of issuer or person filing ("Filer"): Field Trip Health Ltd. B. (1) This is [check one]: x an original filing for the Filer. ? an amended filing for the Filer. (2) Check the following box if you are filing the Form F-X in paper in accordance with Regu |
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| July 19, 2021 |
Exhibit 99.16 FIELD TRIP HEALTH LTD. (FORMERLY NEWTON ENERGY CORPORATION) UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2020 AND PERIODS ENDED DECEMBER 31, 2019 (Expressed in Canadian Dollars, unless otherwise noted) FIELD TRIP HEALTH LTD. (FORMERLY NEWTON ENERGY CORPORATION) CONDENSED INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSI |
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| July 19, 2021 |
Exhibit 99.39 NEWTON ENERGY CORPORATION 8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com Security Class Holder Account Number Fold This Form of Proxy is solicited by and on behalf of Management. Notes to proxy 1. Every holder has the right to appoint some other person or company of their choice, who need not be a holder, to attend and act on their behalf at the meeti |
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| July 19, 2021 |
Material Change Report dated October 8, 2020 Exhibit 99.33 FORM 51-102F3 Material Change Report UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (formerly, Newton Energy Corporation) (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change October 1, 2020 Item 3. News Release A news release dated October 1, 2020 was disseminated via Newswire. A copy of the |
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| July 19, 2021 |
Early Warning Report dated March 18, 2021 Exhibit 99.12 FORM 62-103F1 EARLY WARNING REPORT Item 1 ? Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. The designation of securities to which this report relates is common shares (?Common Shares?) of Field Trip Health Ltd. (the ?Company?). The address of the head offic |
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| July 19, 2021 |
Exhibit 99.42 NEWTON ENERGY CORPORATION NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS AND MANAGEMENT INFORMATION CIRCULAR FOR THE ANNUAL GENERAL AND SPECIAL SHAREHOLDERS MEETING TO BE HELD ON SEPTEMBER 23, 2020 AUGUST 21, 2020 This management information circular and the accompanying materials require your immediate attention. If you are in doubt as to how to deal with these documen |
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| July 19, 2021 |
Material Change Report dated November 18, 2020 Exhibit 99.29 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (formerly, Newton Energy Corporation) (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change November 17, 2020 Item 3. News Release A news release dated November 17, 2020 was disseminated via Globenewswire. A co |
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| July 19, 2021 |
Exhibit 99.28 FIELD TRIP HEALTH LTD. (formerly Newton Energy Corporation) INTERIM FINANCIAL STATEMENTS For the Nine Months Ended September 30, 2020 and 2019 (Unaudited ? Expressed in Canadian Dollars) Notice of No Auditor Review These unaudited interim financial statements of Field Trip Health Ltd. (formerly Newton Energy Corporation) have not been reviewed by the auditors of the Corporation. This |
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| July 19, 2021 |
Exhibit 99.20 FIELD TRIP HEALTH LTD. as the Corporation and COMPUTERSHARE TRUST COMPANY OF CANADA as the Warrant Agent WARRANT INDENTURE Providing for the Issue of Warrants Dated as of January 5, 2021 TABLE OF CONTENTS Page No. ARTICLE 1 INTERPRETATION Section 1.1 Definitions 2 Section 1.2 Gender and Number 6 Section 1.3 Headings, Etc. 6 Section 1.4 Day not a Business Day 6 Section 1.5 Time of the |
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| July 19, 2021 |
Material Change Report dated January 29, 2021 Exhibit 99.17 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change January 28, 2021 Item 3. News Release News release dated January 28, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed on SE |
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| July 19, 2021 |
Material Change Report dated March 22, 2021 Exhibit 99.11 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change March 17, 2021 Item 3. News Release News release dated March 17, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed on SEDAR |
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| July 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 40-F x Registration statement pursuant to Section 12 of the Securities Exchange Act of 1934 or ? Annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended Commission File Number FIELD TRIP HEALTH LTD. (Exact name of registrant as specified in its charter) Canada 8000 |
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| July 19, 2021 |
Exhibit 99.46 NEWTON ENERGY CORPORATION INTERIM FINANCIAL STATEMENTS For the Six Months Ended June 30, 2020 and 2019 (Unaudited ? Expressed in Canadian Dollars) Notice of No Auditor Review These unaudited interim financial statements of Newton Energy Corporation (the ?Corporation?) have not been reviewed by the auditors of the Corporation. This notice is being provided in accordance with Section 4 |
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| July 19, 2021 |
Material Change Report dated September 1, 2020 Exhibit 99.44 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 ? Name and Address of Company: Newton Energy Corporation 1600, 333 - 7 Avenue SW Calgary, AB T2P 2Z1 Item 2 - Date of Material Change: August 21, 2020 Item 3 ? News Release: A news release dated August 21, 2020 was disseminated via CNW Group. A copy of the news release has been filed on SEDAR and is available at www.sedar.com. Item 4 ? Summ |
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| July 19, 2021 |
Exhibit 99.43 Execution Version AMALGAMATION AGREEMENT BETWEEN Newton Energy Corporation, Field Trip psychedelics Inc. AND NEWTON ENERGY SUBCO LIMITED August 21, 2020 TABLE OF CONTENTS Page Article 1 INTERPRETATION 2 1.1 Interpretation Not Affected by Headings, etc. 2 1.2 Definitions 2 1.3 Number, etc. 10 1.4 Date for Any Action 10 1.5 Currency 10 1.6 Meanings 11 Article 2 AMALGAMATION 11 2.1 Amal |
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| July 19, 2021 |
Exhibit 99.41 530-8th Avenue SW, 6th floor Calgary AB, T2P 3S8 www.computershare.com August 07, 2020 To: All Canadian Securities Regulatory Authorities Subject: NEWTON ENERGY CORPORATION Dear Sir/Madam: We advise of the following with respect to the upcoming Meeting of Security Holders for the subject Issuer: Meeting Type : Annual General and Special Meeting Record Date for Notice of Meeting : Aug |
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| July 19, 2021 |
Exhibit 99.4 Audit Committee Charter (June 2021) This Charter (Charter) sets out the purpose, composition, member qualification, roles and responsibilities, manner of reporting to the Board of Directors (the Board) of Field Trip Health Ltd. (Field Trip), and the general objectives & operation of Field Trip' s audit committee (the Committee). Mandate of the Committee The primary mandate of the Comm |
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| July 19, 2021 |
OTCQX Company Agreement dated January 15, 2021, between OTC Markets Group and Field Trip Health Ltd. Exhibit 99.19 [*****] OTCQX COMPANY AGREEMENT COVER SHEET THIS AGREEMENT, dated as of the date executed by OTC Markets Group Inc. (?OTC Markets Group?), a corporation organized under the laws of the State of Delaware, located at 300 Vesey Street, 12th Floor, New York, NY 10282, by and between OTC Markets Group and the COMPANY, as identified below. The Company?s eligibility to have its securities d |
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| July 19, 2021 |
Exhibit 99.13 Execution Copy UNDERWRITING AGREEMENT March 3, 2021 Field Trip Health Ltd. 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Attention: Joseph Del Moral, Founder and Chief Executive Officer and Ronan Levy, Founder and Executive Chairman Dear Sirs: Bloom Burton Securities Inc. (?Bloom Burton? or the ?Lead Underwriter?), as lead underwriter and sole bookrunner, along with Stifel Nic |
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| July 19, 2021 |
Material Change Report dated June 10, 2021 Exhibit 99.10 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the "Company") 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change June 3, 2021 and June 8, 2021 Item 3. News Release News releases dated June 3, 2021 and June 8, 2021 were disseminated via GlobeNewswire. Copies of the news |
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| July 19, 2021 |
Exhibit 99.52 NEWTON ENERGY CORPORATION Financial Statements December 31, 2019 and December 31, 2018 (Expressed in Canadian Dollars) INDEPENDENT AUDITOR?S REPORT To the Shareholders of Newton Energy Corporation Report on the Audit of the Financial Statements Opinion We have audited the financial statements of Newton Energy Corporation, which comprise the statements of financial position as at Dece |
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| July 19, 2021 |
Management’s Discussion and Analysis for the year ended December 31, 2019 Exhibit 99.51 NEWTON ENERGY CORPORATION Management?s Discussion and Analysis December 31, 2019 (Expressed in Canadian Dollars) MANAGEMENT?S DISCUSSION AND ANALYSIS The following management?s discussion and analysis (?MD&A?) reviews Newton Energy Corporation?s (?Newton? or the ?Company?) activities and results for the year ended December 31, 2019. It should be read in conjunction with the Audited F |
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| July 19, 2021 |
Mandate of the Board of Directors Exhibit 99.5 Mandate of the Board of Directors (June 2021) This Mandate (Mandate) sets out the purpose, composition, member qualification, roles and responsibilities of the Board of Directors (the Board) of Field Trip Health Ltd. (Field Trip). Mandate of the Board The primary mandate of the Board is supervising the management of the business and affairs of Field Trip and its subsidiaries as a whol |
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| July 19, 2021 |
Exhibit 99.34 Research Agreement This Research Services Agreement is made effective as of April 6, 2020 (the ?Effective Date?) by and between Field Trip Natural Products Limited, a company incorporated in Jamaica with offices at 48 Constant Spring Road, Kingston 10 (?FTNP?), and The University of the West Indies, having a business address at Mona Campus, Kingston 7, Jamaica (?UWI?), the Parties. W |
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| July 19, 2021 |
Notice of Change in Corporate Structure dated October 8, 2020 Exhibit 99.32 NOTICE NATIONAL INSTRUMENT 51-102 CHANGE IN CORPORATE STRUCTURE This notice is provided pursuant to the requirements of Section 4.9 of National Instrument 51-102 ? Continuous Disclosure Obligations (?NI 51-102?). Item 1: Names of the Parties to the Transaction Field Trip Health Ltd. (formerly, Newton Energy Corporation) (the ?Company?) Field Trip Psychedelics Inc. (?FTP?) and Newton |
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| July 19, 2021 |
Material Change Report dated January 28, 2021 Exhibit 99.18 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change January 26, 2021 Item 3. News Release News release dated January 26, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed on SE |
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| July 19, 2021 |
Position Description – Chair of the Board Exhibit 99.6 POSITION DESCRIPTION Chair of the Board General This position description describes the appointment, role and responsibilities of the chair (Chair) of the board of directors (Board) of Field Trip Health Ltd. (Field Trip). This position description is subject to the provisions of the Canada Business Corporations Act and Field Trip's articles and by-laws, as amended from time to time. T |
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| July 19, 2021 |
Amended Notice of Change in Corporate Structure dated October 15, 2020 Exhibit 99.31 AMENDED NOTICE NATIONAL INSTRUMENT 51-102 CHANGE IN CORPORATE STRUCTURE This amended notice is provided pursuant to the requirements of Section 4.9 of National Instrument 51-102 ? Continuous Disclosure Obligations (?NI 51-102?). Item 1: Names of the Parties to the Transaction Field Trip Health Ltd. (formerly, Newton Energy Corporation) (the ?Company?), Field Trip Psychedelics Inc. (? |
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| July 19, 2021 |
? ?Exhibit 99.3? FIELD TRIP HEALTH LTD. (FORMERLY NEWTON ENERGY CORPORATION) CONSOLIDATED FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED MARCH 31, 2021 AND FOR THE PERIOD FROM APRIL 2, 2019 (DATE OF INCORPORATION) TO MARCH 31, 2020 (Audited, expressed in Canadian Dollars, unless otherwise noted) ? ? Independent Auditor?s Report To the Shareholders of Field Trip Health Limited (formerly Newton Ener |
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| July 19, 2021 |
Exhibit 99.26 Field Trip Psychedelics Inc. UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2020 AND THE PERIOD FROM APRIL 2, 2019 (DATE OF INCORPORATION) TO SEPTEMBER 30, 2019 (Expressed in Canadian Dollars, unless otherwise noted) FIELD TRIP PSYCHEDELICS INC. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (unaudited) |
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| July 19, 2021 |
Position Description – Lead Director Exhibit 99.7 POSITION DESCRIPTION Lead Director General The lead director (Lead Director) provides independent leadership to the board of directors (Board) of Field Trip Health Ltd. (Field Trip). The Lead Director shall be appointed by the members of the Board who qualify as independent directors under applicable laws and regulations. The Lead Director has, among others, the responsibility of work |
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| July 19, 2021 |
Exhibit 99.50 NEWTON ENERGY CORPORATION INTERIM FINANCIAL STATEMENTS For the Three Months Ended March 31, 2020 and 2019 (Unaudited ? Expressed in Canadian Dollars) Notice of No Auditor Review These unaudited interim financial statements of Newton Energy Corporation (the ?Corporation?) have not been reviewed by the auditors of the Corporation. This notice is being provided in accordance with Sectio |
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| July 19, 2021 |
Management’s Discussion and Analysis for the six month period ended June 30, 2020 Exhibit 99.45 NEWTON ENERGY CORPORATION Management?s Discussion and Analysis For the six-month period ended June 30, 2020 1 MANAGEMENT?S DISCUSSION AND ANALYSIS The following management?s discussion and analysis (?MD&A?) reviews Newton Energy Corporation?s (?Newton? or the ?Corporation?) activities and results for the six-month period ended June 30, 2020. It should be read in conjunction with the |
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| July 19, 2021 |
Early Warning Report dated October 2, 2020 Exhibit 99.37 FORM 62-103F1 EARLY WARNING REPORT Item 1 - Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. The designation of securities to which this report relates is common shares (?Common Shares?) of Field Trip Health Ltd., (formerly Newton Energy Corporation, the ?Com |
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| July 19, 2021 |
Exhibit 99.36 EXECUTION VERSION agency AGREEMENT August 14, 2020 Field Trip Psychedelics Inc. 30 Duncan Street 4th Floor, Unit 401 Toronto, ON M5V 2C3 Attention: Ronan Levy ? Executive Chairman & Director Dear Mesdames/Sirs: Canaccord Genuity Corp. (?Canaccord?) and Stifel Nicolaus Canada Inc. (collectively, the ?Agents? and each individually, an ?Agent?) understand that Field Trip Psychedelics In |
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| July 19, 2021 |
Listing Application dated October 1, 2020 Exhibit 99.35 CSE LISTING STATEMENT - FORM 2A IN CONNECTION WITH THE LISTING OF FIELD TRIP HEALTH LTD. October 1, 2020 NOTICE TO READER Psilocybin is currently a Schedule III drug under the Controlled Drugs and Substances Act (Canada) and it is a criminal offence to possess substances under the Controlled Drugs and Substances Act (Canada) without a prescription. Health Canada has not approved psil |
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| July 19, 2021 |
Exhibit 99.15 FIELD TRIP HEALTH LTD. (FORMERLY NEWTON ENERGY CORPORATION) MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2020 AND PERIODS ENDED DECEMBER 31, 2019 (Expressed in Canadian dollars, unless otherwise noted) MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2020 AND PERIODS ENDED DECEMBER 31, 2019 DATED: FEBRUARY |
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| July 19, 2021 |
Exhibit 99.9 Stock Option Plan (June 2021) Field Trip Health Ltd. (Field Trip) hereby adopts this Stock Option Plan (Plan) for certain Employees, Directors and Consultants of Field Trip and/or its Affiliates. ARTICLE 1 - PURPOSE 1.1 Purpose. The purpose of the Plan is to attract and retain Employees, Directors and Consultants of Field Trip and/or its Affiliates, and to ensure that interests of key |
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| July 19, 2021 |
Compensation Committee Charter Exhibit 99.8 Compensation Committee Charter (October 2020) This Charter (Charter) sets out the purpose, composition, member qualification, roles and responsibilities, manner of reporting to the Board of Directors (the Board) of Field Trip Health Ltd. (Field Trip), and the general objectives & operation of Field Trip' s compensation committee (the Committee). Mandate of the Committee The primary ma |
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| July 19, 2021 |
Material Change Report dated June 25, 2020 Exhibit 99.48 FORM 51-102F3 MATERIAL CHANGE REPORT Item 1 ? Name and Address of Company: Newton Energy Corporation 1600, 333 - 7 Avenue SW Calgary, AB T2P 2Z1 Item 2 - Date of Material Change: June 18, 2020 Item 3 ? News Release: A news release dated June 18, 2020 was disseminated via CNW Group. A copy of the news release has been filed on SEDAR and is available at www.sedar.com. Item 4 ? Summary |
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| July 19, 2021 |
Exhibit 99.25 FIELD TRIP PSYCHEDELICS INC. MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2020 AND THE PERIOD FROM APRIL 2, 2019 (DATE OF INCORPORATION) TO SEPTEMBER 30, 2019 (Expressed in Canadian dollars, unless otherwise noted) - 2 - MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2020 AND PERIODS ENDED SEPTEMBER 30, 2 |
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| July 19, 2021 |
Management’s Discussion and Analysis for the three month period ended March 31, 2020 Exhibit 99.49 NEWTON ENERGY CORPORATION Management?s Discussion and Analysis For the three-month period ended March 31, 2020 1 MANAGEMENT?S DISCUSSION AND ANALYSIS The following management?s discussion and analysis (?MD&A?) reviews Newton Energy Corporation?s (?Newton? or the ?Corporation?) activities and results for the three-month period ended March 31, 2020. It should be read in conjunction wit |
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| July 19, 2021 |
Annual Information Form (Amended) for the fiscal year ended March 31, 2021 TABLE OF CONTENTS ?Exhibit 99.1? FIELD TRIP HEALTH LTD. Annual Information Form (Amended) For the Fiscal Year Ended March 31, 2021 Date: July 16, 2021 This Annual Information Form has been amended to correct minor errors found on pages 15, 21, 34, 37 and 39. TABLE OF CONTENTS? TABLE OF CONTENTS ? ? ? Page ? GENERAL. ? ? ? ? 1 ? ? CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS ? ? ? ? 2 ? ? M |
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| July 19, 2021 |
Exhibit 99.40 NEWTON ENERGY CORPORATION NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS AND MANAGEMENT INFORMATION CIRCULAR FOR THE ANNUAL GENERAL AND SPECIAL SHAREHOLDERS MEETING TO BE HELD ON SEPTEMBER 23, 2020 AUGUST 21, 2020 This management information circular and the accompanying materials require your immediate attention. If you are in doubt as to how to deal with these documen |
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| July 19, 2021 |
Management’s Discussion and Analysis for the nine month period ended September 30, 2020 Exhibit 99.27 FIELD TRIP HEALTH LTD. (formerly Newton Energy Corporation) Management?s Discussion and Analysis For the nine-month period ended September 30, 2020 MANAGEMENT?S DISCUSSION AND ANALYSIS The following management?s discussion and analysis (?MD&A?) reviews Field Trip Health Ltd.?s (formerly Newton Energy Corporation) (?Field Trip? or the ?Corporation?) activities and results for the nine |
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| July 19, 2021 |
Exhibit 99.22 Execution Copy UNDERWRITING AGREEMENT December 15, 2020 Field Trip Health Ltd. 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Attention: Joseph Del Moral, Founder and Chief Executive Officer and Ronan Levy, Founder and Executive Chairman Dear Sirs: Stifel Nicolaus Canada Inc. (?Stifel GMP? or the ?Lead Underwriter?), as lead underwriter and sole bookrunner, along with Canaccord |
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| July 19, 2021 |
Material Change Report dated February 26, 2021 Exhibit 99.14 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (formerly, Newton Energy Corporation) (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change February 25, 2021 and February 26, 2021 Item 3. News Release News releases dated February 25, 2021 and February 26, 20 |
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| July 19, 2021 |
Exhibit 99.53 Consent of Independent Registered Public Accounting Firm July 19, 2021 The Board of Directors Field Trip Health Ltd. We, DeVisser Gray LLP, consent to the use of our reports, dated April 27, 2020, April 24, 2019 and April 20, 2018 with respect to the consolidated financial statements of Field Trip Health Ltd. for the years ended December 31, 2019, December 31, 2018 and December 31, 2 |
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| July 19, 2021 |
Exhibit 99.54 Consent of Independent Registered Public Accounting Firm July 19, 2021 We, MNP LLP, consent to the use of our report, dated June 24, 2021, with respect to the consolidated financial statements of Field Trip Health Ltd. for the year ending March 31, 2021 and for the period from April 2, 2019 (date of incorporation) to March 31, 2020, incorporated by reference in this Registration Stat |
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| July 19, 2021 |
Annual Information Form for the year ended March 31, 2020 Exhibit 99.30 FIELD TRIP HEALTH LTD. Annual Information Form For the Year Ended March 31, 2020 Dated: October 23, 2020 1 TABLE OF CONTENTS GENERAL 4 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 4 MARKET AND INDUSTRY DATA 7 GLOSSARY OF TERMS 8 CORPORATE STRUCTURE 13 Name, Address and Incorporation 13 Intercorporate Relationships 14 GENERAL DEVELOPMENT OF THE BUSINESS 14 History of the Compa |
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| July 19, 2021 |
Material Change Report dated December 14, 2020 Exhibit 99.24 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (formerly, Newton Energy Corporation) (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change December 9, 2020 and December 10, 2020 Item 3. News Release News releases dated December 9, 2020 and December 10, 2020 |
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| July 19, 2021 |
Material Change Report dated January 6, 2021 Exhibit 99.21 FORM 51-102F3 MATERIAL CHANGE REPORT UNDER NATIONAL INSTRUMENT 51-102 Item 1. Name and Address of Company Field Trip Health Ltd. (the ?Company?) 30 Duncan Street, Suite 401 Toronto, Ontario M5V 2C3 Item 2. Date of Material Change January 5, 2021 Item 3. News Release News release dated January 5, 2021 was disseminated via GlobeNewswire. Copy of the news release have been filed on SEDA |
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| July 19, 2021 |
? ?Exhibit 99.2? FIELD TRIP HEALTH LTD. (FORMERLY NEWTON ENERGY CORPORATION) MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS AND FISCAL YEAR ENDED MARCH 31, 2021 AND PERIODS ENDED MARCH 31, 2020 (Expressed in Canadian dollars, unless otherwise noted) ? MANAGEMENT?S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS AND FISCAL YEAR ENDED MARCH 31, 2021 AND PERIODS ENDED MARCH 31, 2020 DATED: JU |
