GHP NOETIC SCIENCE-PSYCHEDELIC PHARMA INC. ANNOUNCES DIRECTOR AND CEO CHANGE Also Announces Results of 2021 AGM
TORONTO, ON / ACCESSWIRE / November 29, 2021 / GHP Noetic Science-Psychedelic Pharma Inc. (TSXV:PSYF.P) ("GHP" or the "Company"), a Capital Pool Company listed on the TSX Venture Exchange, announces that Michael MacLachlan Franks has resigned as the Chief Executive Officer and as a director of the Company. Paul Barbeau, an existing director of the Company, has been appointed as Chief Executive Officer to fill the vacancy.
The Company also announces that all matters submitted to shareholders of the Company (the "Shareholders") for approval at its annual general and special meeting held on October 12, 2021 were approved, including the following:
- an ordinary resolution of the Shareholders authorizing certain amendments to the Company's stock option plan (the "Option Plan") to reflect certain amendments to TSX Venture Exchange ("TSXV") Policy 2.4 - Capital Pool Companies(the "New CPC Policy"), including permitting the total number of Shares reserved for issuance upon the exercise of options to not exceed 10% of the issued and outstanding Shares as at the date of grant, rather than the closing of the Company's initial public offering, as more fully described in the management information circular dated September 10, 2021, a copy of which is available under the Company's SEDAR profile at www.sedar.com (the "Information Circular");
- an ordinary resolution approving the removal of the consequences associated with the Company not completing a Qualifying Transaction (as defined in the New CPC Policy) within 24 months of its listing date, in accordance with the New CPC Policy, as more fully described in the Information Circular;
- an ordinary resolution authorizing the Company to make certain amendments to the Company's escrow agreement dated July 29, 2020, to effect certain changes contemplated under the New CPC Policy, as more fully described in the Information Circular;
- an ordinary resolution authorizing the Company to pay any finders' fee or commission to a Non-Arm's Length Party (as that term is defined in the policies of the TSXV) to the Company upon completion of the Company's Qualifying Transaction in accordance with the terms of the New CPC Policy, as more fully described in the Information Circular;
- a special resolution approving the adoption of By-law Number 2 (Advance Notice By-Law), as more fully described in the Information Circular;
- a special resolution approving a change of name of the Company in connection with the Company's Qualifying Transaction, as more fully described in the Information Circular; and
- a special resolution approving the proposed consolidation of the outstanding Shares on the basis of a consolidation ratio of 1.137 pre-consolidation Shares for one post-consolidation Share, as more fully described the Information Circular.
No date has been set for the proposed name change and consolidation that were approved at the Meeting. The Company will issue an additional news release if and when it determines to proceed with the name change and/or consolidation.
GHP is a Capital Pool Company. Its principal business activity is to identify and evaluate opportunities to acquire assets or business. Incorporated under the laws of the Province of Ontario, GHP is a reporting issuer in the Provinces of British Columbia, Alberta and Ontario. Its Shares are listed for trading on the Exchange under the symbol PSYF.P.
For further information, please contact:
CEO and Director
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: GHP Noetic Science-Psychedelic Pharma Inc.
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