Cybin arranges $175-million (U.S.) offering

Executive Summary

• Cybin Inc. announced a registered direct offering of 22,277,750 common shares and prefinanced common share purchase warrants for aggregate gross proceeds of approximately $175 million.
• The offering was priced at $6.51 per unit (common share + prefinanced warrant) and includes participation from new and existing investors such as Venrock, OrbiMed, Point72, and Adage Capital Partners.
• Net proceeds are intended to repay outstanding unsecured convertible debentures held by High Trail Special Situations LLC, fund the progression of clinical programs CYB003, CYB004, and CYB005, and for general working capital.

Key Details

• Gross Proceeds: $175,009,911.45
• Shares Issued: 22,277,750 common shares
• Price: $6.51 (U.S.) per common share or prefinanced warrant
• Warrant Terms (Accompanying Common Shares):
  • Ratio: 0.35 common share purchase warrants per common share
  • Exercise Price: $8.14 (U.S.) per share
  • Expiration: Earliest of (i) June 30, 2027; (ii) 30 days after top-line data release for the Approach trial of CYB003; or (iii) 30 days after acceleration right exercise (triggered if closing price $\ge$ $19.53 for 5 consecutive days)
• Prefinanced Warrant Terms:
  • Exercise Price: Nominal
  • Expiration: None (do not expire)
• Investors: Venrock Healthcare Capital Partners, OrbiMed, Point72, Deep Track Capital, Acorn Bioventures, Spruce Street Capital, Squadron Capital Management, Adage Capital Partners LP, Boxer Capital Management, ADAR1 Capital Management, Stonepine Capital Management, Pivotal Bioventure Partners, and Ally Bridge Group.
• Placement Agents: Jefferies LLC, TD Cowen, and Cantor Fitzgerald & Co. (Joint Lead); Bloom Burton Securities Inc.
• Closing Date: Expected October 31, 2025
• Use of Proceeds:
  • Repayment of outstanding unsecured convertible debentures held by High Trail Special Situations LLC (including principal and prepayment premium)
  • Progression of CYB003 (Phase 3, Major Depressive Disorder), CYB004 (Phase 2, Generalized Anxiety Disorder), and CYB005 programs
  • Working capital and general corporate purposes
• Regulatory Status: Subject to approval of Cboe Canada Inc. and authorization from NYSE American. Filed pursuant to a prospectus supplement to the short-form base shelf prospectus dated Sept. 17, 2025.

Notable Quotes

• None provided in the text.