Filed pursuant to Rule 424(b)(3)
Registration No. 333-226239
PROSPECTUS SUPPLEMENT NO. 3
(To
Prospectus dated August 8, 2018)
INTELLIPHARMACEUTICS INTERNATIONAL INC.
6,858,334 Common Shares
This
Prospectus Supplement No. 3 (this "Prospectus Supplement") amends
and supplements our Prospectus dated August 8, 2018, as
supplemented by prospectus supplement no. 1, dated August 15, 2018,
and as supplemented by prospectus supplement no. 2, dated September
11, 2018 (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 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 Report on Form
6-K, which was filed with the Securities and Exchange Commission on
September 13, 2018.
This
Prospectus Supplement should be read in conjunction with the
Prospectus that was previously filed, 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 IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
_______________
The
date of this Prospectus Supplement is September 13,
2018
One-for-10 Reverse Stock Split
As previously reported by Intellipharmaceutics
International Inc. (the "Company") in
its Report on Form 6-K filed with the Securities and Exchange
Commission ("SEC") on
August 15, 2018, at the special meeting of the shareholders of
the Company held on August 15, 2018, the Company’s
shareholders granted the Company’s Board of Directors (the
"Board") discretionary authority to implement a consolidation of
the issued and outstanding common shares of the Company on the
basis of a consolidation ratio within a range of from five (5)
pre-consolidation common shares for one (1) post-consolidation
common share to 15 pre-consolidation common shares for one (1)
post-consolidation common share of the Company, or the "reverse
split".
The
Board has selected a share consolidation ratio of ten (10)
pre-consolidation shares for one (1) post-consolidation common
share. On September 12, 2018, the Company filed an amendment to the
Company’s articles ("Articles of Amendment") to implement the
one-for-10 reverse split. The Company anticipates that its common
shares will begin trading on each of The NASDAQ Capital Market
("Nasdaq") and the Toronto Stock exchange ("TSX") on a post-split
basis under the Company’s existing trade symbol "IPCI" at the
market open on September 14, 2018. The new CUSIP number for the
Company’s common shares will be 458173309, and the new ISIN
will be CA4581733090. A copy of the Articles of Amendment is
included as Exhibit 99.1 to the Report on Form 6-K, which was filed
with the SEC on September 13, 2018.
On September 13, 2018, the Company issued a
press release announcing the one-for-10 reverse split. A copy of
the press release is included as Exhibit 99.2 to the Report on Form
6-K, which was filed with the SEC on September 13,
2018.