0001104659-23-129392.txt : 20231227 0001104659-23-129392.hdr.sgml : 20231227 20231227060352 ACCESSION NUMBER: 0001104659-23-129392 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231225 FILED AS OF DATE: 20231227 DATE AS OF CHANGE: 20231227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Title 19 Promis CENTRAL INDEX KEY: 0002005531 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41429 FILM NUMBER: 231514519 BUSINESS ADDRESS: STREET 1: C/O JDJFOS, 2 OLIVER STREET STREET 2: SUITE 905 CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617-686-8672 MAIL ADDRESS: STREET 1: C/O JDJFOS, 2 OLIVER STREET STREET 2: SUITE 905 CITY: BOSTON STATE: MA ZIP: 02109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ProMIS Neurosciences Inc. CENTRAL INDEX KEY: 0001374339 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: SUITE 200, 1920 YONGE STREET CITY: TORONTO STATE: A6 ZIP: M4S 3E2 BUSINESS PHONE: 416-847-6898 MAIL ADDRESS: STREET 1: SUITE 200, 1920 YONGE STREET CITY: TORONTO STATE: A6 ZIP: M4S 3E2 FORMER COMPANY: FORMER CONFORMED NAME: AMORFIX LIFE SCIENCES LTD DATE OF NAME CHANGE: 20060831 3 1 tm2333079-2_3seq1.xml OWNERSHIP DOCUMENT X0206 3 2023-12-25 0 0001374339 ProMIS Neurosciences Inc. PMN 0002005531 Title 19 Promis C/O JDJFOS, 2 OLIVER STREET, SUITE 905 BOSTON MA 02109 0 0 1 0 Common Shares, no par value 1110513 D Warrants to Purchase Common Shares, no par value Common Shares 51562 D Warrants to Purchase Common Shares, no par value Common Shares 26597 D Warrants to Purchase Common Shares, no par value Common Shares 797872 D Series 2 Preferred Shares, no par value Common Shares 500000 D Consists of 51,562 warrants to purchase Common Shares, each exercisable to purchase one Common Share at an exercise price of $0.21 per whole warrant. These warrants are currently exercisable and expire on August 24, 2026. Consists of 26,597 warrants to purchase Common Shares, each exercisable to purchase one Common Share at an exercise price of $7.50 per whole warrant. These warrants are part of Units, each consisting of one Common Share and one-quarter of one warrant to purchase one Common Share. The purchase price for each Unit was $5.40. These warrants are currently exercisable and expire on April 11, 2028, the fifth anniversary of the date the warrants first became exercisable. Consists of 797,872 warrants to purchase Common Shares, each exercisable to purchase one Common Share at an exercise price of $1.75 per whole warrant beginning February 23, 2024. These warrants expire on February 23, 2029, the fifth anniversary of the date the warrants first become exercisable. The Series 2 Preferred Shares are nonvoting and noninterest bearing and are currently convertible at a 1:1 ratio into Common Shares at the option of the holder. The Series 2 Preferred Shares will involuntarily convert into Common Shares upon cumulative qualified equity financing in excess of $14 million. Title 19 Promis By: /s/ Michael S. Gordon, Manager 2023-12-27