Cybin Inc (CYBN) Closes $150M Share Placement

Cybin Inc. (NYSE American: CYBN) pleased to announce the closing of the Company’s previously announced private placement (the “Private Placement”) of 348,837,210 common shares in the capital of the Company (the “Common Shares”) at a price of U.S.$0.43 per Common Share. Aggregate gross proceeds from the Private Placement were U.S.$150,000,000 before deducting fees and expenses of the offering.

The oversubscribed Private Placement was led by Deep Track Capital and included participation from RA Capital Management, Avidity Partners, Acorn Bioventures, Altium Capital, Logos Capital, Octagon Capital, Rosalind Advisors, Sphera Healthcare and other institutional investors.

The net proceeds of the Private Placement are expected to be used for certain Phase 3 drug development activities for CYB003, working capital and general corporate purposes. CYB003, is a proprietary deuterated psilocybin analog in development for the potential treatment of Major Depressive Disorder (“MDD”). If approved by the U.S. Food and Drug Administration (the “FDA”), CYB003 would be the first known adjunctive psychedelic-based therapeutic for the treatment of MDD.

Bloom Burton Securities Inc. acted as the Lead Agent for the Private Placement, which also included Haywood Securities Inc.

“We are extremely grateful for this infusion of capital, which will enable us to continue advancing our next-generation psychedelic development programs,” stated Doug Drysdale, Chief Executive Officer of Cybin. “We are especially encouraged by the level of interest and support from a high-quality syndicate of investors – all of which validates our clinical findings to date and the promise of addressing the unmet need across mental health disorders.”

In the United States, the Common Shares were offered on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"). The Company has agreed to use commercially reasonable efforts to either: (a) subject to the issuance of a receipt in Canada for an amendment to the Corporation’s short form base shelf prospectus dated August 17, 2023, as amended on December 22, 2023 (the “Base Shelf Prospectus”) and (i) prepare, file with, and have declared effective, by the United States Securities and Exchange Commission (“SEC”) an amendment to its registration statement on Form F-10 (File No. 333-276333) containing the foregoing amendment to the Base Shelf Prospectus, and (ii) file a prospectus supplement to the Base Shelf Prospectus with the Ontario Securities Commission and with the SEC pursuant to General Instruction II.L of Form F-10 or (b) file a registration statement on such other form as may be available to the Company, in either case qualifying the resale of the Common Shares issued in the Private Placement by certain non-Canadian purchasers.

No securities regulatory authority has either approved or disapproved of the contents of this news release. This news release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been registered under the U.S. Securities Act, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.

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