UPDATE: InMed Pharmaceuticals To Merge With Mentari Therapeutics In All-Stock Deal Backed By $290M Private Placement, Combined Company Valued At $421.4M; InMed Shareholders to Own 1.51% Stake

About the Proposed Transaction

Under the terms of the merger agreement, as of the closing of the proposed merger, the pre-merger InMed shareholders are expected to own approximately 1.51% of the combined company, which is expected to have a pro forma equity value of approximately US$421.4 million (inclusive of the Private Placement). The percentage of the combined company that InMed's shareholders will own as of the closing of the proposed merger is subject to adjustment based on the estimated amount of InMed's net cash immediately prior to the closing date.

In addition, InMed shareholders as of immediately prior to Closing (the "Holders") will be entitled to receive additional financial consideration through (i) a potential distribution or dividend (if any) (1) payable upon a pre-closing sale, license, divestiture or other monetization transaction (i.e., a royalty transaction) of InMed research and development programs (a "Parent Legacy Transaction"), and (2) to the extent closing net cash exceeds certain thresholds described in the Agreement; and (ii) a contingent value right entitling the Holders to proceeds (if any) from a Parent Legacy Transaction received post-closing, in each case the terms of which will be described in the Agreement and/or Form 8-K to be filed in connection with the proposed transaction.