Filed pursuant to Rule 424(b)(3)
Registration No. 333-227448
and Registration No. 333-227794
PROSPECTUS SUPPLEMENT NO. 21
(To Prospectus
dated October 12, 2018)
INTELLIPHARMACEUTICS INTERNATIONAL INC.
Common Shares
This Prospectus
Supplement No. 21 (this "Prospectus Supplement") amends and
supplements our Prospectus dated October 12, 2018, as previously
supplemented (the "Prospectus"), which form a part of our
Registration Statement (our "Registration Statement") on Form F-1
(Registration Nos. 333-227448 and 333-227794). 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 public
offering of common shares issuable upon the exercise of warrants,
pre-funded warrants and underwriter’s warrants issued in the public
offering of securities which closed on October 16,
2018.
This Prospectus
Supplement includes information from our Report on Form 6-K, which
was filed with the Securities and Exchange Commission on April 25,
2019. 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 April 26, 2019
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 April 2019.
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.
The
following exhibit is attached to this report on Form
6-K:
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Exhibit No.
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Description
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99.1
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News
Release dated April 25, 2019 - Intellipharmaceutics Announces an
Update in the Purdue Litigation
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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.
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Date: April 25, 2019
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By:
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/s/ Greg Powell
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Greg Powell
Chief Financial Officer
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EXHIBIT
99.1
Intellipharmaceutics Announces an Update in the Purdue
Litigation
Toronto, Ontario, April 25, 2019,
Intellipharmaceutics International Inc. (OTCQB: IPCIF 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, announced today that an
order was issued on April 24, 2019 setting the trial date for the
Company’s ongoing Purdue litigation case, case number 17-392
in the District of Delaware. The trial is scheduled to begin on
November 12, 2019 and a decision is expected by March 2, 2020. The
30-month stay date is now March 2, 2020.
On
April 4, 2019, the U.S. Federal Circuit Court of Appeals affirmed
the invalidity of one Purdue Oxycontin formulation patent subject
to further appeal to the U.S. Supreme Court.
Dr. Isa Odidi, CEO
and Co-Chief Scientist of the Company stated,
“Intellipharmaceutics and its management intend to continue
to vigorously defend against these claims and firmly believe that
we do not infringe the subject patents.”
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 FDA approval) in various stages of
development. The Company has ANDA and 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 comply with OTCQB and TSX
requirements. 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
registration statements (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.
Greg
Powell
Chief Financial
Officer
416.798.3001 ext.
106
investors@intellipharmaceutics.com
Investor
Contact:
PCG
Advisory
Kirin
Smith
646.863.6519
ksmith@pcgadvisory.com