0000950170-24-030437.txt : 20240312
0000950170-24-030437.hdr.sgml : 20240312
20240312213630
ACCESSION NUMBER: 0000950170-24-030437
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230930
FILED AS OF DATE: 20240312
DATE AS OF CHANGE: 20240312
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ATAI Life Sciences AG
CENTRAL INDEX KEY: 0001776242
ORGANIZATION NAME:
STATE OF INCORPORATION: 2M
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-31187
FILM NUMBER: 24744397
BUSINESS ADDRESS:
STREET 1: KRAUSENSTRASSE 9-10
CITY: BERLIN
STATE: 2M
ZIP: 10117
BUSINESS PHONE: 4917632963813
MAIL ADDRESS:
STREET 1: KRAUSENSTRASSE 9-10
CITY: BERLIN
STATE: 2M
ZIP: 10117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ATAI Life Sciences N.V.
CENTRAL INDEX KEY: 0001840904
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
ORGANIZATION NAME: 03 Life Sciences
STATE OF INCORPORATION: P7
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-31187
FILM NUMBER: 24744398
BUSINESS ADDRESS:
STREET 1: WALLSTRASSE 16
CITY: BERLIN
STATE: 2M
ZIP: 10179
BUSINESS PHONE: (617)-699-5876
MAIL ADDRESS:
STREET 1: 524 BROADWAY
CITY: NEW YORK
STATE: NY
ZIP: 10013
FORMER NAME:
FORMER CONFORMED NAME: ATAI Life Sciences B.V.
DATE OF NAME CHANGE: 20210115
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IntelGenx Technologies Corp.
CENTRAL INDEX KEY: 0001098880
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 870638336
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6420 ABRAMS
CITY: SAINT LAURENT
STATE: A8
ZIP: H4S 1Y2
BUSINESS PHONE: 514-331-7440
MAIL ADDRESS:
STREET 1: 6420 ABRAMS
CITY: SAINT LAURENT
STATE: A8
ZIP: H4S 1Y2
FORMER COMPANY:
FORMER CONFORMED NAME: BIG FLASH CORP
DATE OF NAME CHANGE: 19991112
4
1
ownership.xml
4
X0508
4
2023-09-30
0001098880
IntelGenx Technologies Corp.
IGXT
0001840904
ATAI Life Sciences N.V.
WALLSTRABE 16
BERLIN
2M
10179
GERMANY
false
false
true
false
0001776242
ATAI Life Sciences AG
WALLSTRABE 16
BERLIN
2M
10179
GERMANY
false
false
true
false
false
Call Option (Right to Buy)
2023-09-30
4
J
false
7401
A
2023-09-30
2026-08-31
Units
7401
7401
I
By ATAI Life Sciences AG
Convertible Notes
0.185
2023-10-06
4
J
false
8500000
A
2023-10-06
2025-01-05
Common Stock
56435098
8500000
I
By ATAI Life Sciences AG
Convertible Promissory Note
0.185
2023-11-28
4
P
false
750000
A
2023-11-28
2026-08-31
Common Stock
4054054
2970000
I
By ATAI Life Sciences AG
Warrant (Right to Buy)
0.26
2023-11-28
4
P
false
4053750
A
2023-11-28
2026-08-31
Common Stock
4053750
16052850
I
By ATAI Life Sciences AG
Convertible Notes
0.185
2024-03-08
4
J
false
1000000
A
2024-03-08
2026-02-01
Common Stock
5405405
9500000
I
By ATAI Life Sciences AG
Warrant (Right to Buy)
0.17
2024-03-08
4
J
false
4000000
A
2024-03-08
2027-03-08
Common Stock
4000000
4000000
I
By ATAI Life Sciences AG
Each unit consists of (a) one $1,000 principal amount convertible promissory note, convertible into shares of Common Stock at $0.185, and (b) 5,405 common stock purchase warrants, at a price of $0.26 per share, at any time prior to August 31, 2026.
On September 30, 2023, ATAI AG entered into an amendment to a subscription agreement with the Issuer to provide ATAI AG with the right to purchase up to 7,401 additional units.
Reflects securities held of record by ATAI AG, which is a wholly owned subsidiary of ATAI Life Sciences N.V., and as a result, ATAI Life Sciences N.V. may be deemed to share beneficial ownership over the securities reported herein.
On September 30, 2023, the Issuer, IntelGenX Corp. and ATAI Life Sciences AG ("ATAI AG") entered into the Second Amended and Restated Loan Agreement, which provided, among other things, for the ability for ATAI AG to convert the $8,500,000 principal amount and accrued interest under the original term loan agreement into up to 56,435,098 shares of Common Stock at a price of $0.185 per share, subject to stock exchange approval, which was obtained on October 6, 2023.
On November 28, 2023, ATAI AG purchased 750 units from the Issuer, with each unit consisting of (i) $1,000 principal amount convertible promissory note and (ii) 5,405 warrants to purchase shares of Common Stock, for aggregate consideration of $750,000.
On March 8, 2024, the Issuer, IntelGenX Corp. and ATAI AG entered into the Third Amended and Restated Loan Agreement (the "Third Amendment"), pursuant to which ATAI AG provided to IntelGenX Corp. an additional term loan in an amount equal to $1,000,000, which is convertible to shares of Common Stock at a price of $0.185 per share. Concurrently and in connection with the execution of the Third Amendment, the Issuer issued to ATAI AG 4,000,000 warrants to purchase shares of Common Stock at an exercise price of $0.17 per share, for no additional consideration.
ATAI Life Sciences N.V., By: /s/ Florian Brand, Chief Executive Officer
2024-03-12
ATAI Life Sciences AG, By: /s/ Florian Brand, Chief Executive Officer
2024-03-12