Atai Beckley N.V. - 30 Sep 2023 Form 4 Insider Report for IntelGenx Technologies Corp.

Role
10%+ Owner
Signature
ATAI Life Sciences N.V., By: /s/ Florian Brand, Chief Executive Officer
Issuer symbol
N/A
Transactions as of
30 Sep 2023
Net transactions value
$0
Form type
4
Filing time
12 Mar 2024, 21:36:30 UTC
Previous filing
05 Sep 2023
Next filing
03 May 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction IGXT Call Option (Right to Buy) Other +7,401 7,401 30 Sep 2023 Units 7,401 By ATAI Life Sciences AG F1, F2, F3
transaction IGXT Convertible Notes Other +8,500,000 8,500,000 06 Oct 2023 Common Stock 56,435,098 $0.1850 By ATAI Life Sciences AG F3, F4
transaction IGXT Convertible Promissory Note Purchase +750,000 +34% 2,970,000 28 Nov 2023 Common Stock 4,054,054 $0.1850 By ATAI Life Sciences AG F3, F5
transaction IGXT Warrant (Right to Buy) Purchase +4,053,750 +34% 16,052,850 28 Nov 2023 Common Stock 4,053,750 $0.2600 By ATAI Life Sciences AG F3, F5
transaction IGXT Convertible Notes Other +1,000,000 +12% 9,500,000 08 Mar 2024 Common Stock 5,405,405 $0.1850 By ATAI Life Sciences AG F3, F6
transaction IGXT Warrant (Right to Buy) Other +4,000,000 4,000,000 08 Mar 2024 Common Stock 4,000,000 $0.1700 By ATAI Life Sciences AG F3, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each unit consists of (a) one $1,000 principal amount convertible promissory note, convertible into shares of Common Stock at $0.185, and (b) 5,405 common stock purchase warrants, at a price of $0.26 per share, at any time prior to August 31, 2026.
F2 On September 30, 2023, ATAI AG entered into an amendment to a subscription agreement with the Issuer to provide ATAI AG with the right to purchase up to 7,401 additional units.
F3 Reflects securities held of record by ATAI AG, which is a wholly owned subsidiary of ATAI Life Sciences N.V., and as a result, ATAI Life Sciences N.V. may be deemed to share beneficial ownership over the securities reported herein.
F4 On September 30, 2023, the Issuer, IntelGenX Corp. and ATAI Life Sciences AG ("ATAI AG") entered into the Second Amended and Restated Loan Agreement, which provided, among other things, for the ability for ATAI AG to convert the $8,500,000 principal amount and accrued interest under the original term loan agreement into up to 56,435,098 shares of Common Stock at a price of $0.185 per share, subject to stock exchange approval, which was obtained on October 6, 2023.
F5 On November 28, 2023, ATAI AG purchased 750 units from the Issuer, with each unit consisting of (i) $1,000 principal amount convertible promissory note and (ii) 5,405 warrants to purchase shares of Common Stock, for aggregate consideration of $750,000.
F6 On March 8, 2024, the Issuer, IntelGenX Corp. and ATAI AG entered into the Third Amended and Restated Loan Agreement (the "Third Amendment"), pursuant to which ATAI AG provided to IntelGenX Corp. an additional term loan in an amount equal to $1,000,000, which is convertible to shares of Common Stock at a price of $0.185 per share. Concurrently and in connection with the execution of the Third Amendment, the Issuer issued to ATAI AG 4,000,000 warrants to purchase shares of Common Stock at an exercise price of $0.17 per share, for no additional consideration.