MagicMed Industries (“MagicMed” or the “Company”) gave a shareholder update. They are still waiting to give the official announcement to begin trading on the Canadian Securities Exchange (the “CSE”). On May 24, 2021, MagicMed Industries entered into a definitive agreement to be acquired by Nasdaq-listed Enveric Biosciences Inc. (NASDAQ: ENVB) (“Enveric”), a patient-first biotechnology company developing novel cannabinoid medicines aimed at improving the quality of life for cancer patients.
Dear MagicMed Shareholders, Stakeholders, and Partners,
First of all, let me begin by thanking you for your patience while MagicMed Industries Inc. (“MagicMed” or the “Company”) worked diligently on executing it’s go-public strategy. We know you have been keenly waiting for our listing announcement to begin trading on the Canadian Securities Exchange (the “CSE”). With several opportunities presenting themselves recently, the MagicMed team needed to review and assess potential avenues to propel the Company to the next level, with the goal of course of creating additional value for shareholders.
Related: Enveric Biosciences Announces Definitive Agreement to Acquire MagicMed
After many weeks of hard work and dedication from our team, on May 24, 2021 we entered into a definitive agreement to be acquired by Nasdaq-listed Enveric Biosciences Inc. (NASDAQ: ENVB) (“Enveric”), a patient-first biotechnology company developing novel cannabinoid medicines aimed at improving the quality of life for cancer patients (the “Acquisition”). We anticipate that this Acquisition will increase shareholder value and provide MagicMed with additional opportunities to access capital. Furthermore, we expect the Acquisition will directly enable the Company to itself advance several internally designed novel psychedelic-derivatives through the drug development process, ultimately retaining greater value for MagicMed shareholders and also reducing overall time to market.
The Acquisition of MagicMed will expand and complement Enveric’s current pipeline of naturally occurring compounds, which is primarily focused on cannabinoids, to now include a portfolio of psychedelic-derived molecules. The combined company will focus on supporting the mind and body of cancer patients, as well as the broader patient populations afflicted with central nervous system (CNS) disorders such as Post-Traumatic Stress Disorder (PTSD).
Enveric’s platform and team complement MagicMed’s research and development (“R&D”) capabilities. For all the benefits and competitive advantages we believe we hold in R&D, MagicMed currently lacks the in-house expertise needed to take our proprietary compounds all the way through clinical development to regulatory approval. Upon the successful closing of the Acquisition, we will be able to leverage Enveric’s existing clinical development team with the objective of ultimately obtaining marketing approval for our internally designed novel drug candidates. As a combined company, we still intend to enter into appropriate partnering and out-licensing relationships, but will additionally have the ability to more fully develop certain of our molecules ourselves. The added strength of the combined company also will allow us to be more selective about the partnerships we enter into.
From Enveric’s perspective, MagicMed will provide the missing drug discovery component of the overall business and, as an added benefit, MagicMed’s biosynthetic platform technology may be applied to help guide Enveric’s existing cannabinoid-based drug pipeline into additional new directions. Cannabinoid and psychedelic derived therapies offer an alternative to current ineffective treatments and have the potential to change the landscape for brain and mental health therapeutic options, which has seen little innovation since the development of selective serotonin reuptake inhibitor (SSRI) drugs 40 years ago.
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Upon the closing of this Acquisition, anticipated to occur in the second half of 2021, the combined entity will be positioned as one of the very few psychedelic companies listed on the Nasdaq Stock Exchange (“Nasdaq“), the largest U.S. equities exchange by market share[1] and, to our knowledge, the first on Nasdaq developing both cannabinoid and psychedelic derived molecules. In addition to larger pools of capital, liquidity, and market capitalization, we also believe that this deal with Enveric will bring a higher level of awareness to our Company. These will, in time, present new opportunities for MagicMed to interact with global pharmaceutical corporations, which will be critical for us to maximize the positive impact on patients of this new class of therapies.
Upon completion of the Acquisition, I, Dr. Joseph Tucker, will become the CEO of the new Enveric, while the current Enveric CEO and Chairman, David Johnson, will become Executive Chairman. Also joining Enveric, and maintaining the same roles and titles as they had at MagicMed, are Chief Scientific Officer Dr. Peter Facchini and Chief Technology Officer Dr. Jill Hagel. We expect that the majority, if not the entire MagicMed team to transition over as part of the Acquisition. The two entities are far more complementary than overlapping in terms of capabilities and personnel.
Key Highlights from the Acquisition include:
- MagicMed is expected to own 36.6% of Enveric on a fully-diluted basis upon completion of the Acquisition;
- It is expected that the deal will close in the second half of 2021;
- The deal is an all-stock transaction;
- MagicMed is expecting to add at least $4M in cash to Enveric’s balance sheet; and
- The combined company anticipates beginning a new cancer-related PTSD drug development program soon.
Regarding the Acquisition, a telephone replay of the conference call hosted on Monday, May 24 is available. To access the replay, please dial 1-844-512-2921 (domestic) or 1-412-317-6617 (international). At the system prompt, please enter the code 13720013 followed by the # sign.
Additionally, the Enveric Biosciences Acquisition press release can be viewed here.
We have been provided with several opportunities to share our story amongst our peers in the industry. This past month, we were grateful for the chance to participate in Shroomstocks.ca’s Ask Me Anything (AMA) event, present at the Psychedelic Therapeutics and Drug Development Conference on May 4 – 6, and the Q2 Investors Summit. We have several additional events scheduled for the next few weeks. We are delighted to be presenting at the Benzinga Cannabis Capital Conference on June 3-4, the Bio Digital Conference on June 10-11, 14-18, the Psychedelics in Psychiatry and Beyond Conference by H.C. Wainwright & Co., LLC on June 17, and at the Psychedelic Opportunity Summit on June 22-23.
Keep up to date on our latest trade shows, seminars/webinars, and company announcements on our investor section.
To view MagicMed’s past press releases, please scroll down to our “MagicMed Announcements” section of this Shareholder Update or visit our press release page on our website.
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Corporate Update
MagicMed has submitted an application to list its common shares on the CSE and filed a preliminary prospectus in Alberta and British Columbia, which is available for viewing online on the Company’s profile on the System for Electronic Document Analysis and Retrieval (SEDAR). With the recent acquisition announcement, the Company has decided to pause its listing process until further notice.
Operational Update
MagicMed is actively recruiting new talent to enable and support the growing needs of the Company and the development of the Psybrary™ and PsyAI™. We are focused on recruiting for several scientific and business development positions.
Looking Ahead in 2021
MagicMed is focused on continuing the buildout of the Psybrary™, implementing our PsyAI™ drug discovery tool, expanding our management and science teams, filing additional patents, and ramping up efforts to establish key biotechnology and pharmaceutical partnerships. The initial nexus point for MagicMed and Enveric is to develop a novel psychedelic-derived drug candidate to address PTSD in cancer patients, for which the premise has already been set by the Canadian Minister of Health granting exemptions for the use of psilocybin in certain terminal cancer patients.
We anticipate that upon completion of the Acquisition, the newly combined team and range of resources will provide the Company with additional opportunities to bring new therapies to market with the ultimate goal of increasing the quality of life for patients in need and emerging as a drug discovery and clinical-stage biotechnology leader, bringing forward novel psychedelic and cannabinoid therapies.
I look forward to your continued support on this journey and to providing you with further updates as our progress continues.
Sincerely,
Dr. Joseph Tucker
President and Chief Executive Officer
MagicMed Industries Shareholder Update
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