Filed pursuant to Rule 424(b)(3)
Registration No. 333-226239
PROSPECTUS SUPPLEMENT NO. 12
(To
Prospectus dated August 8, 2018)
INTELLIPHARMACEUTICS INTERNATIONAL INC.
Common Shares
This
Prospectus Supplement No. 12 (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 Report on Form
6-K, which was filed with the Securities and Exchange Commission on
November 21, 2018. The Report, as filed, is set forth
below.
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 November 21,
2018
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2018.
Commission File
Number: 000-53805
Intellipharmaceutics International Inc.
(Translation of
registrant's name into English)
30 WORCESTER ROAD TORONTO, ONTARIO M9W 5X2
(Address of
principal executive office)
Indicate by check
mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F. Form 20-F [ x ] Form 40-F [ ]
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): ___
Note: Regulation S-T
Rule 101(b)(1) only permits the submission in paper of a Form 6-K
if submitted solely to provide an attached annual report to
security holders.
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ___
Note: Regulation S-T
Rule 101(b)(7) only permits the submission in paper of a Form 6-K
if submitted to furnish a report or other document that the
registrant foreign private issuer must furnish and make public
under the laws of the jurisdiction in which the registrant is
incorporated, domiciled or legally organized (the registrant's
“home country”), or under the rules of the home
country exchange on which the registrant's securities are traded,
as long as the report or other document is not a press release, is
not required to be and has not been distributed to the registrant's
security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission
filing on EDGAR.
This Report of
Foreign Private Issuer on Form 6-K and the attached exhibit 99.1
shall be incorporated by reference into the Company's effective
Registration Statements on Form F-3, as amended and supplemented
(Registration Statement Nos. 333-172796 and 333-218297), filed with
the Securities and Exchange Commission, from the date on which this
Report is filed, to the extent not superseded by documents or
reports subsequently filed or furnished by Intellipharmaceutics
International Inc. under the Securities Act of 1933 or the
Securities Exchange Act of 1934.
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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Intellipharmaceutics International Inc.
(Registrant)
/s/ Andrew Patient
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Date: November 20,
2018
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Andrew
Patient
Chief Financial Officer
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EXHIBIT LIST
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Exhibit
|
Description
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99.1
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News Release dated
November 20, 2018 - Intellipharmaceutics
Reports Exclusive Distribution Agreements in Malaysia and
Vietnam
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EXHIBIT 99.1
Intellipharmaceutics
Reports
Exclusive Distribution Agreements in Malaysia and
Vietnam
Toronto, Ontario, November 20,
2018 Intellipharmaceutics International Inc. (NASDAQ and
TSX: IPCI) (“Intellipharmaceutics” or the “Company”), a pharmaceutical company
specializing in the research, development and manufacture of novel
and generic controlled-release and targeted-release oral solid
dosage drugs, today announced it has entered into two exclusive
licensing and distribution agreements with pharmaceutical
distributors in Malaysia and Vietnam.
“We are
extremely pleased to announce our entry into agreements for non-US
generics in these markets,” commented Dr. Isa Odidi, CEO of
the Company. “Intellipharmaceutics has a strong portfolio of
U.S. FDA approved generics and is committed to monetizing them by
aggressively pursuing global partnerships. We believe Malaysia and
Vietnam represent just the first step in achieving distribution for
Intellipharmaceutics’ products outside the United
States.”
A Malaysian
pharmaceutical distribution company has been granted the exclusive
right, subject to regulatory approval, to import and market
Intellipharmaceutics’ generic Seroquel XR® (quetiapine
fumarate extended-release) in Malaysia. Under the terms of the
agreement, four strengths (50, 200, 300 and 400mg) of generic
Seroquel XR® will be manufactured and supplied by
Intellipharmaceutics for distribution in Malaysia.
Intellipharmaceutics is also in discussions to include other
products in the agreement with said distributor, who will be
required to purchase a minimum yearly quantity of all products
included in the agreement.
Similarly, a
Vietnamese pharmaceutical distributor, has been granted the
exclusive right, subject to regulatory approval, to import and
market Intellipharmaceutics’ generic Seroquel XR®,
Glucophage® XR, and Keppra XR® in Vietnam. Under the
terms of the agreement, two strengths (500 and 750mg) of generic
Glucophage® XR, three strengths (50, 150 and 200mg) of generic
Seroquel XR® and one strength (500mg) of generic Keppra
XR® will be manufactured and supplied by Intellipharmaceutics
for distribution in Vietnam. The Vietnamese distributor will be
required to purchase a minimum yearly quantity of all products
included in the agreement.
Malaysia and
Vietnam have a combined population of approximately 127
million.
The multi-year
agreements with these distributors are each subject to early
termination. Financial terms of the agreements have not been
disclosed.
There can be no
assurance as to when or if any of our products will receive
regulatory approval for sale in Malaysia or Vietnam or that, if so
approved, the products will be successfully commercialized there
and produce significant revenues for the Company.
About Intellipharmaceutics
Intellipharmaceutics International Inc. is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs. The Company's patented
Hypermatrix™ technology
is a multidimensional controlled-release drug delivery platform
that can be applied to a wide range of existing and new
pharmaceuticals. Intellipharmaceutics has developed several drug
delivery systems based on this technology platform, with a pipeline
of products (some of which have received U.S. Food and Drug
Administration (“FDA”) approval) in various stages of
development. The Company has abbreviated new drug application
(“ANDA”) and new drug application
(“NDA”) 505(b)(2) drug product candidates
in its development pipeline. These include the Company’s abuse- deterrent oxycodone
hydrochloride extended release formulation (“Oxycodone ER”) based on its proprietary
nPODDDS™ novel Point Of
Divergence Drug Delivery System (for which an NDA has been filed
with the FDA), and Regabatin™ XR (pregabalin extended-release
capsules).
Cautionary Statement Regarding Forward-Looking
Information
Certain statements in this document constitute
“forward-looking statements” within the meaning of the
United States Private Securities Litigation Reform Act of 1995
and/or “forward-looking information” under the
Securities Act (Ontario). These statements include, without
limitation, statements expressed or implied regarding our
expectations regarding our plans, goals and milestones, status of
developments or expenditures relating to our business, plans to
fund our current activities, and statements concerning our
partnering activities, health regulatory submissions, strategy,
future operations, future financial position, future sales,
revenues and profitability, projected costs and market penetration
and risks or uncertainties related to our ability to realize any
benefits from our recent reverse stock split and our ability to
comply with the Nasdaq and TSX continued listing standards. In some
cases, you can identify forward-looking statements by terminology
such as “appear”, “unlikely”,
“target”, "may", "will", "should", "expects", "plans",
"plans to", "anticipates", "believes", "estimates", "predicts",
"confident", "prospects", "potential", "continue", "intends", "look
forward", "could", “would”, “projected”,
“goals”, “set to”, “seeking” or
the negative of such terms or other comparable terminology. We made
a number of assumptions in the preparation of our forward-looking
statements. You should not place undue reliance on our
forward-looking statements, which are subject to a multitude of
known and unknown risks and uncertainties that could cause actual
results, future circumstances or events to differ materially from
those stated in or implied by the forward-looking statements. Risks
and uncertainties relating to us and our business can be found in
the "Risk Factors" section of our latest annual information form,
our latest Form 20-F, and our latest Form F-1 and Form F-3
(including any documents forming a part thereof or incorporated by
reference therein), as amended, as well as in our reports, public
disclosure documents and other filings with the securities
commissions and other regulatory bodies in Canada and the U.S.,
which are available on www.sedar.com and www.sec.gov. The
forward-looking statements reflect our current views with respect
to future events and are based on what we believe are reasonable
assumptions as of the date of this document and we disclaim any
intention and have no obligation or responsibility, except as
required by law, to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Trademarks used herein are the property of their respective
holders.
Unless the context otherwise requires, all references to "we,"
"us," "our," "Intellipharmaceutics," and the "Company" refer to
Intellipharmaceutics International Inc. and its
subsidiaries.
CONTACT INFORMATION
Company
Contact:
Intellipharmaceutics
International Inc.
Andrew
Patient
Chief Financial
Officer
416.798.3001 ext.
106
investors@intellipharmaceutics.com
Investor
Contact:
ProActive
Capital
Kirin
Smith
646.863.6519
ksmith@pcgadvisors.com