MindBeacon Holdings completes $74.75M IPO on TSX

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By CPE News

CPE News (12/23/2020) – MindBeacon Holdings Inc. (TSX: MBCN) has completed its previously announced initial public offering and concurrent secondary offering.

MindBeacon Holdings sold 8,125,000 common shares and selling shareholders TELUS Corporation, 1930339 Ontario Inc., 2451585 Ontario Inc. and 1964998 Ontario Inc. sold 1,218,750 common shares by way of full exercise of over-allotment option at a price of $8.00 per share for aggregate gross proceeds of $74.75 million. MindBeacon received gross proceeds of $65 million and the selling shareholders received gross proceeds of $9.75 million.

MindBeacon’s common shares are listed on the Toronto Stock Exchange under the symbol “MBCN”.

Immediately following closing of the offering, MindBeacon will have 23,634,105 common shares, valuing the company at $189 million at the offering price.

Claire Duboc, founder and director, and Green Shield Canada (GSC), are two largest shareholders, beneficially controlling 3,289,193 shares (14%) and 2,810,743 shares (12%) respectively. Other significant shareholders include Manulife Capital (1,459,436 shares, 6%) and TELUS (1,032,303 shares, 4%).

photo credit: MindBeacon

News Release

MindBeacon Holdings Inc. Completes Initial Public Offering

Not for distribution to U.S. news wire services or dissemination in the United States

TORONTO, Dec. 23, 2020 (GLOBE NEWSWIRE) — MindBeacon Holdings Inc. (“MindBeacon” or the “Company”) (TSX: MBCN) announced today the successful closing of its previously announced initial public offering (the “Offering”) pursuant to which it and TELUS Corporation, 1930339 Ontario Inc., 2451585 Ontario Inc. and 1964998 Ontario Inc. (the “Selling Shareholders”) sold an aggregate of 9,343,750 common shares at a price of $8.00 per share, for total gross proceeds of $74,750,000. The Offering includes the exercise in full by the Underwriters (as defined below) of their over-allotment option to acquire 1,218,750 additional shares of the Company from the Selling Shareholders. The Company received gross proceeds of $65,000,000 and the Selling Shareholders received gross proceeds of $9,750,000.

MindBeacon will use the net proceeds received by it from the Offering to strengthen its financial position and allow it to pursue its growth strategies, which include growing its consumer base and enterprise membership in existing markets and expanding into new geographies, expanding use cases and its continuum of care, building and implementing its BEACON in a Box product offering, investing in artificial intelligence and machine learning, and to fund working capital and other general corporate activities.

The common shares of the Company are listed on the Toronto Stock Exchange under the symbol “MBCN”.

The Offering was made by TD Securities Inc. and Credit Suisse Securities (Canada), Inc. as joint bookrunners, Canaccord Genuity Corp. as co-lead underwriter and Bloom Burton Securities Inc., Beacon Securities Limited and Echelon Wealth Partners Inc. as underwriters.

No securities regulatory authority has either approved or disapproved the contents of this news release. This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities of MindBeacon in any jurisdiction in which such offer, solicitation or sale would be unlawful.

The securities of the Company have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States (as defined in Regulation S under the U.S. Securities Act). Accordingly, the securities may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws.

About MindBeacon

Established in 2015 through a partnership with CBT Associates, a psychologist-led private clinic specializing in evidence-based therapy including CBT, MindBeacon is developing a comprehensive continuum of mental health offerings through our online BEACON platform (“BEACON”) and in-clinic care. BEACON launched in 2017 as one of the first commercially available, digitally-native platforms offering therapist-assisted internet-based CBT in Canada. MindBeacon is using data to develop mental health programs that are designed to address an individual’s unique needs with effective, affordable and accessible therapy. With a protocol-driven therapeutic approach and the ability to deliver therapy through a team of regulated mental health professionals, BEACON is growing and is changing the therapy landscape. MindBeacon aims to provide a comprehensive and accessible service offering to support clients throughout their journey to better mental health.

Forward-Looking Information

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws, including, without limitation, statements regarding the anticipated use of the net proceeds of the Offering and the execution of the Company’s growth strategy. Forward-looking information can, but may not always, be identified by the use of words such as “anticipate”, “plan”, “continue”, “estimate”, “expect”, “may”, “will”, “intend”, “could”, “might”, “would”, “should”, “believe”, and similar references to future periods or the negatives of these words and expressions. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events or circumstances.

Forward-looking information is necessarily based on a number of opinions, estimates and assumptions that the Company considered appropriate and reasonable as of the date such statements are made, and is subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including, but not limited to, the risk factors identified under “Risk Factors” in the Company’s supplemented PREP prospectus dated December 17, 2020, and in other filings that the Company has made and may make in the future with applicable securities authorities, all of which are available under the Company’s SEDAR profile at www.sedar.com. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. No forward-looking information is a guarantee of future results. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this news release represents the Company’s expectations as of the date hereof, and is subject to change after such date. However, the Company disclaims any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws. All of the forward-looking information contained in this news release is expressly qualified by the foregoing cautionary statements.

For further information:

Investor relations
David Galison
(t): (647) 618-2709
(e): investor-relations@mindbeacon.com

Media Relations
(e): media@mindbeacon.com