Cybin Announces $175 Million Registered Direct Offering

Executive Summary

• Cybin Inc. announced a registered direct offering of 22,277,750 common shares (or pre‑funded warrants) at US $6.51 per share for total gross proceeds of US $175,009,911.45.
• The financing includes participation from prominent biotech investors such as Venrock Healthcare Capital Partners, OrbiMed, Point72, Deep Track Capital and others.
• Net proceeds will be used to repay the outstanding High Trail convertible debenture in full, advance Cybin’s Phase 3/2 programs (CYB003, CYB004, CYB005), and fund working capital/general corporate purposes.

Key Details

• Securities Offered: 22,277,750 common shares or pre‑funded common share purchase warrants.
• Pricing: US $6.51 per common share (or equivalent pre‑funded warrant).
• Gross Proceeds: US $175,009,911.45.
• Warrant Structure: Each common share and each pre‑funded warrant is accompanied by 0.35 of one Common Share purchase warrant (“Warrant”).
• Warrant exercise price: US $8.14 per common share.
• Expiration: earlier of (i) June 30 2027, (ii) 30 days after press release of topline data for the APPROACH trial of CYB003, or (iii) 30 days after a press release announcing Cybin’s acceleration right (triggered if NYSE American price ≥ US $19.53 for five consecutive trading days).
• Pre‑Funded Warrants: Entitle holder to acquire one common share at a nominal exercise price; they do not expire.
• Lead Placement Agents: Jefferies, TD Cowen, Cantor (joint lead); Bloom Burton Securities Inc. (placement agent).
• Closing Date: Expected on or about October 31 2025, subject to market and customary conditions, including exchange approvals.
• Use of Proceeds:
• Repayment of unsecured convertible debentures held by High Trail Special Situations LLC (full prepayment with premium).
• Advancement of clinical programs CYB003 (Phase 3 MDD), CYB004 (Phase 2 GAD), and CYB005.
• Working capital and general corporate purposes.
• High Trail Notice: Cybin has delivered notice to High Trail for full pre‑payment on or about October 31 2025; High Trail agreed no conversions will occur after receipt.
• Regulatory Filings: Offering made pursuant to a prospectus supplement to the short‑form base shelf prospectus dated September 17 2025 (Form F‑10, File No. 333‑289139).

Notable Quotes

(No direct quotes were provided in the release.)