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