Otsuka America, Inc. executed letter of intent to acquire Mindset Pharma Inc. (CNSX:MSET) on July 30, 2023. Otsuka America, Inc. entered into a definitive agreement to acquire Mindset Pharma Inc. (CNSX:MSET) for CAD 75.9 million on August 31, 2023. The Otsuka Pharmaceutical and Mindset boards of directors have approved the transaction. The acquisition of Mindset shares by OAI is subject to approval of the transaction by the Canadian courts, approval by Mindset shareholders and the completion of other legal procedures. As on September 15, 2023, the Supreme Court of British Columbia has provided receipt of interim order to call and hold shareholder meeting and the application for the Final Order approving the Arrangement is expected to occur on or about October 25, 2023. The Agreement provides for a $4,000,000 termination fee payable by Mindset in certain circumstances. The acquisition is expected to be completed during the fourth quarter of 2023. As per updated filing the deal is expected to close on or about October 19, 2023. The Transaction is expected to close on or about October 19, 2023. The shareholders of Mindset Pharma approved the merger on October 19, 2023 and the Company currently anticipates the closing of the Arrangement to occur on or about October 26, 2023. The hearing for the final order of the Supreme Court of British Columbia to approve the Arrangement is scheduled to take place on or about October 25, 2023. As of October 25, 2023, Mindset has obtained the final order from the Supreme Court of British Columbia approving the plan of arrangement.

McCarthy Tétrault LLP acted as legal advisor for Otsuka America. Computershare Investor Services Inc. is Depository of Mindset Pharma. Echelon Wealth Partners Inc. acted as financial advisor and provided opinion to Mindset Pharma. Generic Capital Corporation acted as financial advisor for Mindset Pharma and Irwin Lowy LLP and Nauth LPC acted as legal advisor for Mindset.