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(Note: This IPO was revamped to a stock-only deal in an SEC filing on Oct. 14, 2022; it was initially planned as a unit deal.)
First Person Ltd., a company incorporated in Alberta, Canada, is a holding company. The Company conducts its business and operations through its wholly owned operating subsidiaries: First Person, Inc., a Delaware corporation (“FP, Inc.”), and TruMed Limited, a Jamaican company. (“TruMed”).
We intend to compete in the following three markets:
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Functional Mushrooms. Functional mushrooms are mushrooms believed to have additional health benefits beyond their basic nutritional value. We intend to produce and distribute for sale 100 percent grain-free, organic functional mushrooms at scale.
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Nutraceutical Products. Nutraceuticals are products derived from food sources believed to have additional health benefits beyond their basic nutritional value. We launched our direct-to-consumer line of highly curated cognitive supplements in March 2022.
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Psychedelic Mushrooms. Psychedelic mushrooms are mushrooms that contain psilocybin. We are building a robust culture library of psychedelic mushrooms and we intend to grow and distribute psychedelic mushrooms in Jamaica. We also intend to enter the psychedelic mushroom supply chain for the psychedelics market in the United States if we are able to obtain a U.S. Drug Enforcement Administration (“DEA”) manufacturing and research registration, and to expand such capabilities beyond the DEA program if permitted by law in the future.
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Psilocybin, the naturally occurring drug found in psychedelic mushrooms, is currently a Schedule I controlled substance under the U.S. Controlled Substances Act of 1970 (the “CSA”) and is currently an illegal substance in the State of Washington and all other U.S. states. Therefore, production and research of psilocybin requires approvals from federal and state authorities, which may be granted in the sole discretion of such authorities. Even with the necessary approvals, production and research of psilocybin may be subject to quotas or other restrictions set by federal or state authorities. If we obtain the requisite approvals from all applicable state and federal governmental authorities, including the Washington State Department of Health (“WDOH”) and the DEA, then we intend to build out our naturally derived psychedelic mushroom supply chain in the United States in full compliance with state and federal laws. Psilocybin is not an illegal drug under Jamaica’s Dangerous Drugs Act, 1948 (the “Jamaica Drug Act”). Unlike mushrooms that contain psilocybin, functional mushrooms and nutraceuticals are fully legal in the United States. We do not intend to market any of our products for medical use.
Our goal is to activate the full potential of human cognition through mushroom innovation. We believe that First Person, despite its early stage of development, is building a resilient foundation for long-term growth, and we believe we have positioned ourselves for success in the brain health and wellness markets through our innovative product formulations and production processes.
*Note: Net loss and revenue figures are for the 12-month period that ended June 30, 2023.
(Note: First Person Ltd. increased the size of its IPO to 2.9 million shares – up from 2.25 million shares – and kept the price range at $4.00 to $5.00 – to raise $13.05 million, according to an S-1/A filing dated Sept. 12, 2023. Background: First Person Ltd. increased the IPO’s size to 2.25 million shares – up from 1.5 million shares – and cut the price range – to $4.00 to $5.00 – down from $5.50 to $6.50 – to raise $10.13 million, in an S-1/A filing dated July 11, 2023. First Person Ltd. increased its IPO’s size to 1.5 million shares – up from 1.0 million shares – and kept the price range at $5.50 to $6.50 – to raise $9.0 million, according to an S-1/A filing dated May 1, 2023.)
(Note: First Person Ltd. trimmed its IPO price range to $5.50 to $6.50 – down from $6.75 to $7.75 – and cut the number of shares to 1.0 million – down from 1.1 million – to raise $6.0 million – in an S-1/A filing dated Feb. 7, 2023. Under the new terms, First Person Ltd.’s IPO will raise about 24.8 percent less than the $7.98 million in estimated proceeds under its previous terms. First Person Ltd. revised its IPO to a stock-only deal – dropping the warrants from its prospectus – in an S-1/A filing dated Oct. 14, 2022, in which it also disclosed its IPO’s terms: 1.1 million shares (1,103,448 shares) at $6.75 to $7.75 to raise $7.98 million. The assumed IPO price is $7.25, the mid-point of its range. First Person Ltd. filed its S-1 on May 5, 2022; the company filed confidential IPO paperwork on Dec. 30, 2021.)
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