MindMed Reaches Agreement to Acquire HealthMode, a Leading Machine Learning Digital Medicine Company

Acquisition will help build a full stack digital mental health platform for psychedelic medicines; Ex-Pfizer Digital Medicine Executive Dr. Daniel R. Karlin M.D. M.A. and former Google AI/ML industry veteran Bradford Cross added to MindMed executive team 

NEW YORK, Feb. 18, 2021 /PRNewswire/ -- MindMed (NEO: MMED) (OTCQB: MMEDF) (DE: MMQ), a leading psychedelic medicine biotech company, announced that it will acquire HealthMode, a digital medicine and therapeutics startup that uses Artificial Intelligence (AI)-enabled digital measurement to increase the precision and speed of clinical research and patient monitoring.

MindMed will acquire HealthMode through the issuance of 82,508 multiple voting shares of MindMed (equivalent to 8,250,836 subordinate voting shares which, at yesterday's closing price of CAD $5.13, puts the value of HealthMode at approximately CAD $41,254,180) and the payment of approximately CAD $300,000 in cash. 

With the acquisition, MindMed gains access to HealthMode's Intellectual Property, platforms for clinical drug trials, and its entire twenty-four person digital medicine team. MindMed will incorporate HealthMode's machine learning (ML) engineering, product development, and operations employees based in Silicon Valley, New York City, Bratislava and Prague into MindMed's newly established digital medicine division, Albert. MindMed intends to establish Albert as an industry leading full stack digital mental health platform, capable of launching and commercializing psychedelic-assisted therapies and medicines at scale for patients.

Through the HealthMode acquisition, MindMed will add pharmaceutical veteran Daniel R. Karlin M.D. M.A. and AI/ML expert Bradford Cross to the MindMed executive team. Cross, who will become the Chief Technology Officer of MindMed, was a founding partner at deep tech venture capital fund, Data Collective (DCVC) and also founded Prismatic, a personalized AI-driven news feed that became part of the IP underlying Linkedin's newsfeed and content classification.

Dr. Karlin, who will serve as Chief Medical Officer of MindMed, previously held several leadership roles at Pfizer's Neuroscience Research Unit, ultimately serving as Head of Clinical, Informatics, and Regulatory Strategy for Digital Medicine. He is board certified in Psychiatry, Addiction Medicine, and Clinical Informatics. Dr. Karlin previously was the co-founder and Chief Medical Officer of Column Health, a network of technology enabled clinics that was an early leader in value-based care for substance use disorders and mental illness. He recently led the development efforts for NightWare, which received FDA clearance for its smartwatch-based treatment for PTSD-related nightmares. Dr. Karlin is also an Assistant Professor of Psychiatry at Tufts University School of Medicine.

MindMed Co-Founder and CEO J.R. Rahn said: "Our mission is to make MindMed as much a digital medicine company as a drug development company. With the addition of Dan and Bradford's team of engineers and product experts, our digital medicine division, Albert, is now the Special Ops of digital medicine, applying machine learning to drug development and patient care. The future of modern mental healthcare and psychedelic medicine ultimately will rely on improving infrequent, self-reported and observed measures for mental health to a paradigm where the continual digital measurement of our mind and body is as vital as the drug treatment itself. In effect, we see a future mental health treatment paradigm where potential drug products such as our LSD experiential therapy might be prescribed right alongside software application programming interfaces (APIs) to prepare the patient for treatment and optimally monitor the after-care of one's anxiety disorder."

HealthMode Co-Founder Dan Karlin stated: "MindMed has led the way in innovating toward solutions for mental health including cutting edge drug targets and psychedelic-assisted therapies. I've worked toward solving these same problems at Pfizer and my other medical and tech startups, and believe that there is critical work, urgently needed, to advance treatment of mental illnesses, with particularly rich opportunities in the psychedelic inspired space. The acuity and importance of unmet mental health needs is why we believe so strongly in empowering data-driven solutions, which will more efficiently enable us to generate evidence of efficacy and safety for new psychiatric treatments. Through the tech we have built at Healthmode, we aim to potentially rapidly increase the value of MindMed's asset portfolio by advancing more drugs against more indications at a faster pace with high scientific and technical rigor."

HealthMode Co-Founder Bradford Cross added: "Having worked a great deal on my own mental health, it has long been a topic near and dear to me. For years, I've thought about how technology, apps, biotech, and fintech can help change the landscape for mental health medicines, psychotherapy, and payor coverage. Dan and I founded HealthMode with this goal and pursued mental health biotech opportunities throughout the past few years. Joining forces with MindMed is exactly the opportunity we were hoping to find. At HealthMode, our technical motto has always been 'better science faster' because we always try to think about what our tech can do to answer real scientific questions by capturing more and better data from increasing patient populations at higher frequency and at a larger scale. Now we'll apply that playbook to accelerate research on one of the most promising targets in psychiatry and ultimately help launch these psychedelic-assisted therapies to patients at scale."

The HealthMode acquisition comes at a time of fast growth for MindMed and maturation of the overall executive team. The company recently hired Chief Development Officer Robert Barrow, who has over a decade of experience working in the biotech sector and previously led an FDA Phase 2 psilocybin clinical trial in obtaining a Breakthrough Therapy Designation. MindMed has also recently launched a drug discovery partnership for novel psychedelic and empathogenic compounds with Swiss Startup MindShift Compounds AG and has raised USD $187 million since inception.

The acquisition of Healthmode is expected to close by the end of February 2021 and is subject to Neo Exchange Inc. approval.  The final number of shares issuable and cash payable upon closing is subject to adjustment just prior to closing.  All shares issuable pursuant to the acquisition will be subject to a statutory hold period of four months and a day from the closing date, during which they may not be traded or sold by the recipients.  All shares issued will also be subject to limited, time-based escrow, the final terms of which are still to be determined and will be announced upon closing of the acquisition.

About HealthMode

HealthMode drives progression to next-generation clinical trials by developing and delivering AI-enabled digital measurement methods for clinical trials. Its client partners represent a diverse set of stakeholders, from clinical researchers and drug developers at large pharmaceutical companies, to academic medical centers, to startups entering the space. HealthMode's measurement techniques improve understanding of phenotype; streamline and provide assurance for screening and eligibility; provide early detection and mitigation of adverse events; and serve as sensitive, specific, objective, and low participant burden efficacy endpoints. These measurements allow for meaningful integration of clinical trial data with real-world evidence, and provide the basis for movement toward patient-specific measures. Better measurement tools and the platforms to support them help HealthMode's partners make data informed decisions, reduce uncertainty around enrollment and outcomes, de-risk development, and increase the speed at which novel therapeutics reach patients in need.

Biography of Daniel R. Karlin M.D. M.A., Co-Founder of HealthMode

Dr. Karlin is the Co-Founder and CEO of HealthMode, Inc, and formerly, the Chief Medical Officer of NightWare, Inc. He was previously the Head of Clinical, Informatics, and Regulatory Strategy for Digital Medicine at Pfizer, having passed through a number of roles on the way to this position including Senior Director, Quantitative Medicine, Group Lead for Human Biology and Medical Informatics with Pfizer's Neuroscience Research Unit in Cambridge, MA. He is an Assistant Professor of Psychiatry at Tufts University School of Medicine, in Boston, and has been the Director of Psychiatry Informatics, and the Associate Training Director for Psychiatry. Prior to HealthMode, he Co-Founded and was Chief Medical Officer of Column Health, a network of technology enabled psychiatry and addiction clinics. His primary research interests are neuropsychiatric drug discovery, medical informatics, cognition in clinical medicine, and methodologies for medical education, especially as these relate to decision-making strategies used by medical professionals. In addition, Dr. Karlin is actively involved in designing and implementing information systems and resources for clinical and research use. Dr. Karlin trained in Psychiatry at Tufts Medical Center, attended medical school at the University of Colorado School of Medicine, and graduate school for Clinical Informatics and Cognitive Science as well as undergraduate studies in Neuroscience and Behavior at Columbia University. He is board certified in Psychiatry, Addiction Medicine, and Clinical Informatics, and holds licenses to practice medicine in several US states.

Biography of Bradford Cross, Co-Founder of HealthMode

Bradford is an entrepreneur with a background in computer science and finance. He founded Prismatic, a personalized newsfeed that became a part of the IP underlying Linkedin's newsfeed and content classification. He has founded startups in healthtech, fintech, travel and media resulting in multiple exits. He was a founding partner at DCVC, which has grown to a leading deep tech VC. He previously worked at Google as an early ML engineer and in the financial industry at quantitative hedge funds.

About MindMed

MindMed is a psychedelic medicine biotech company that discovers, develops and deploys psychedelic inspired medicines and therapies to address addiction and mental illness. The company is assembling a compelling drug development pipeline of innovative treatments based on psychedelic substances including Psilocybin, LSD, MDMA, DMT and an Ibogaine derivative, 18-MC. The MindMed executive team brings extensive biopharmaceutical experience to the company's groundbreaking approach to developing the next-generation of psychedelic inspired medicines and therapies.

MindMed trades on the Canadian exchange NEO under the symbol MMED. MindMed is also traded in the United States under the symbol MMEDF and in Germany under the symbol MMQ. For more information: www.mindmed.co

MindMed Forward-Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties relating to future events and performance of Mind Medicine (MindMed) Inc. ("MindMed"), and actual events or results may differ materially from these forward-looking statements. Words such as "anticipate," "expect," "intend," "plan," "believe," "seek," "estimate," variations of such words, and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements concern, and these risks and uncertainties include, among others, MindMed's and its collaborators' ability to continue to conduct research and clinical programs, MindMed's ability to manage its supply chain, product sales of products marketed by MindMed and/or its collaborators (collectively, "Products"), and the global economy; the nature, timing, and possible success and therapeutic applications of Products and Product candidates and research and clinical programs now underway or planned; the likelihood, timing, and scope of possible regulatory approval and commercial launch of Product candidates and new indications for Products; unforeseen safety issues resulting from the administration of Products and Product candidates in patients, including serious complications or side effects in connection with the use of MindMed's Products and product candidates in clinical trials; determinations by regulatory and administrative governmental authorities which may delay or restrict MindMed's ability to continue to develop or commercialize Products; ongoing regulatory obligations and oversight impacting Products, research and clinical programs, and business, including those relating to patient privacy; uncertainty of market acceptance and commercial success of Products and Product candidates and the impact of studies on the commercial success of Products and Product candidates; the availability and extent of reimbursement of Products from third-party payers, including private payer healthcare and insurance programs, health maintenance organizations, pharmacy benefit management companies, and government programs such as Medicare and Medicaid; competing drugs and product candidates that may be superior to Products and Product candidates; the extent to which the results from the research and development programs conducted by MindMed or its collaborators may be replicated in other studies and lead to therapeutic applications; the ability of MindMed to manufacture and manage supply chains for multiple products and product candidates; the ability of MindMed's collaborators, suppliers, or other third parties (as applicable) to perform manufacturing, filling, finishing, packaging, labelling, distribution, and other steps related to MindMed's Products and product candidates; unanticipated expenses; the costs of developing, producing, and selling products; the ability of MindMed to meet any of its financial projections or guidance and changes to the assumptions underlying those projections or guidance; the potential for any license or collaboration agreement to be cancelled or terminated without any further product success; and risks associated with intellectual property of other parties and pending or future litigation relating thereto, other litigation and other proceedings and government investigations relating to MindMed and its operations, the ultimate outcome of any such proceedings and investigations, and the impact any of the foregoing may have on MindMed's business, prospects, operating results, and financial condition. Any forward-looking statements are made based on management's current beliefs and judgment. MindMed does not undertake any obligation to update publicly any forward-looking statement.

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SOURCE Mind Medicine (MindMed) Inc.

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