Filed pursuant to Rule 424(b)(3)
Registration No. 333-226239
PROSPECTUS SUPPLEMENT NO. 9
(To
Prospectus dated August 8, 2018)
INTELLIPHARMACEUTICS INTERNATIONAL INC.
Common Shares
This
Prospectus Supplement No. 9 (this “Prospectus Supplement”) amends and supplements our
Prospectus dated August 8, 2018, as previously supplemented (the
“Prospectus”), which form a part of our
Registration Statement (our “Registration Statement”) on Form F-1 (Registration No.
333-226239). This Prospectus Supplement is being filed to update,
amend and supplement the information included or incorporated by
reference in the Prospectus with the information contained in this
Prospectus Supplement. The Prospectus and this Prospectus
Supplement relate to the resale, from time to time, of up to
6,858,334 common shares by certain of our shareholders identified
in the Prospectus.
This
Prospectus Supplement includes information from our Reports on Form
6-K, which were filed with the Securities and Exchange Commission
on October 17, 2018.
This
Prospectus Supplement should be read in conjunction with the
Prospectus, except to the extent that the information in this
Prospectus Supplement updates and supersedes the information
contained in the Prospectus.
NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION (THE
“SEC”) NOR ANY STATE SECURITIES COMMISSION OR CANADIAN
SECURITIES REGULATOR HAS APPROVED OR DISAPPROVED OF THESE
SECURITIES OR DETERMINED IF THIS PROSPECTUS SUPPLEMENT IS TRUTHFUL
OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
_______________
The
date of this Prospectus Supplement is October 23, 2018
Intellipharmaceutics International Inc. Closed US$14.3 Million
Underwritten Public Offering
On October 16, 2018, Intellipharmaceutics International Inc. (the
“Company”), closed its previously announced
underwritten public offering in the United States (the
“Offering”), resulting in the sale of 2,775,231 common
shares, pre-funded warrants exercisable for 16,563,335 common
shares, at an exercise price of US$0.01 per share (the
“Pre-Funded Warrants”), and warrants exercisable for
20,000,000 common shares, at an exercise price of US$0.75 per share
(the “Firm Warrants”). These securities were issued in
units, each consisting of either one common share and one Firm
Warrant or one Pre-Funded Warrant and one Firm Warrant, and were
offered at a public offering price of US$0.75 per
unit.
H.C. Wainwright & Co. acted as the sole book-running manager
for the Offering.
Each Firm Warrant is exercisable immediately and has a term of five
years and each Pre-Funded Warrant is exercisable immediately and
until all Pre-Funded Warrants are exercised. The common shares (or
common share equivalent) and the accompanying warrants included in
the units were purchased together in the Offering but were issued
separately.
The Company received gross proceeds of approximately US$14.3
million, prior to deducting discounts and commissions and other
offering expenses. The Company intends to use the net proceeds of
the Offering for general corporate purposes, which may include
working capital, capital expenditures, research and development,
accounts payable, and other commercial expenditures.
On October 16, 2018, the Company issued a press release announcing
the closing of the Offering. A copy of the press release is
included as Exhibit 99.1 to the Report on Form 6-K, which was filed
with the SEC on October 17, 2018.
Nasdaq Stockholders’ Equity Requirement
On
October 17, 2018, the Company filed a Report on Form 6-K, reporting
that as of the date of the Report the Company believes that it has
regained compliance with Nasdaq’s stockholders’ equity
requirement as provided in Nasdaq Listing Rule 5550(b)(1) after
giving effect to the proceeds from the Offering, and the associated
increase in the Company’s stockholders’ equity. As of
the date of the Report, the Company believes its
stockholders’ equity is in excess of US$2.5
million.
There
can be no assurance that the Company will be able to maintain
compliance with the Nasdaq continued listing standards, including
Nasdaq’s minimum stockholders’ equity, minimum
bid-price or other requirements. The Company is awaiting
confirmation from Nasdaq that it has achieved compliance with the
US$2.5 million stockholders’ equity requirement and intends
to make a further announcement upon receiving such notice of
compliance.