InMed Pharmaceuticals has changed its name to Mentari Therapeutics, Inc., completed a 10-for-1 reverse share consolidation and secured shareholder approval for key steps tied to its planned merger with a Delaware company also named Mentari Therapeutics. The merger itself was not announced as completed.
The changes reshape the company’s share count and corporate identity ahead of the transaction. Its shares are expected to begin trading on a post-consolidation basis on Nasdaq’s Capital Market on November 5 under the existing ticker, INM.
Key details
-
Shareholders approved every matter put to a vote at the November 4 annual and special meeting. About 3.63 million shares were represented, equal to 66.08% of the 5.49 million shares outstanding before the consolidation.
-
The 10-for-1 consolidation is complete. Each 10 pre-consolidation shares were combined into one share. The company said about 549,374 shares were outstanding after the change. Fractional entitlements were rounded to the nearest whole share, with no cash paid for rounding.
-
The market identifiers are changing, but the ticker is not. From the start of trading on November 5, the post-consolidation shares are expected to trade on Nasdaq’s Capital Market under INM, with a new CUSIP and ISIN.
-
The company’s name is now Mentari Therapeutics, Inc. The name change took effect November 4. This is the former InMed Pharmaceuticals; the planned merger involves a separate Delaware corporation that also bears the Mentari Therapeutics name.
-
Shareholders approved the issuance of shares for the planned merger and the resulting change of control. The approval covers shares—including shares issuable upon conversion of the company’s Series A non-voting preferred shares—that would represent more than 20% of the pre-merger share count and be issued to the Delaware company’s stockholders. The vote also approved the resulting change of control under Nasdaq rules. The proposal received 97.3% support among votes cast for or against, excluding abstentions.
-
Shareholders also approved reductions in the company’s share capital to support distributions to shareholders contemplated by the merger agreement. This authority may apply to common shares and, in certain circumstances, preferred shares.
-
A contingent value right is planned for eligible shareholders. The company expects to issue one right for each post-consolidation share held at the close of business on November 5. The rights may provide payments if specified events occur, under an agreement whose terms were not detailed in this announcement. Shares bought on November 5 are not expected to qualify for the distribution. Shares issued when outstanding in-the-money options are surrendered in connection with the merger will not carry a corresponding right.
-
Outstanding options and warrants are being adjusted for the consolidation. Their exercise prices and the number of shares issuable under them were adjusted proportionately, as was the number of shares reserved under the company’s equity incentive plan.
What changes for investors
The consolidation reduces the number of shares outstanding by roughly a factor of 10, with corresponding adjustments to options, warrants and equity-plan reserves. Separately, the approved merger share issuance and change of control would alter the company’s ownership if the transaction proceeds. The announcement confirms shareholder approval and the completion of the name change and consolidation, but does not say that the merger has closed.