NASDAQ, TSX: NVCN
VANCOUVER, Sept. 12, 2018 /CNW/ - Neovasc Inc.
("Neovasc" or the "Company") (NASDAQ: NVCN)(TSX: NVCN), a leader in
the development of minimally invasive transcatheter mitral valve
replacement technologies and in the development of minimally
invasive devices for the treatment of refractory angina, announced
today that the holders ("Holders") of its senior secured
convertible notes (the "Notes") have agreed to amend certain terms
of the Notes and other concessions, including a one-year extension
of the maturity of the Notes from May 17,
2019 until May 17, 2020.
"We have negotiated with the debt note-holders and, though we
have little to no leverage, convinced them to give us some
concessions, for which we are grateful. Most importantly, the
extension of the expiration date for the convertible debt by one
year will provide the Company with greater flexibility for
repayment of the debt, and while no predictions can be made as to
conversions, this extension may ease the pressure on the
conversions," commented Fred Colen,
Neovasc's President and Chief Executive Officer.
The Company has entered into a Waiver Agreement applicable to
the Holders of all of the Notes, pursuant to which (1) the maturity
date of the Notes is extended by one year from May 17, 2019 until May 17,
2020, (2) the Company's permitted quarterly Cash Burn (as
defined in the Notes) is increased for certain future periods, (3)
certain asset allowances applicable to the Company's subsidiaries
are increased, and (4) issuances of the Company's common shares
(the "Common Shares") that would qualify as Excluded Securities (as
defined in the Notes) and not a Dilutive Issuance (as defined in
the Notes) but for the fact that such issuances exceed 10% of the
issued and outstanding Common Shares, will not be considered a
Dilutive Issuance, provided that such Common Shares do not exceed
15% of the issued and outstanding Common Shares.
Concurrent with the Waiver Agreement, the Company entered into
Lockup and Leak-Out Agreements applicable to the Holders of all of
the Notes pursuant to which the Holders have agreed (1) not to sell
Common Shares during the 5 consecutive trading days preceding and
15 consecutive trading days following execution of the Company's
planned reverse stock split (the "Lockup"), which was announced
yesterday and (2) that on any trading day from the expiration of
the Lockup until November 30, 2018,
they will not sell Common Shares in an amount exceeding 15% of the
daily average composite trading volume of the Common Shares on such
trading day (the "Leak-Out"). Both the Lockup and the Leak-Out are
subject to an exception allowing Holders to sell Common Shares of
the Company if such sales occur at a price equal to or in excess of
the lower of (a) 150% of the Alternate Conversion Price (as defined
in the Notes) and (b) US$0.0365 (or
US$3.65 following the reverse stock
split).
To review the full terms of the Waiver Agreement and the Lockup
and Leak-Out Agreement, see the forms of Waiver Agreement and
Lockup and Leak-Out Agreement filed by the Company on SEDAR at
www.sedar.com and furnished to the SEC on under Form 6-K at
www.sec.gov. For details concerning the terms of the securities
issued pursuant to the 2017 Financings, see the prospectus
supplement and the forms of such securities filed on SEDAR at
www.sedar.com and furnished to the SEC at www.sec.gov.
About Neovasc Inc.
Neovasc is a specialty medical
device company that develops, manufactures and markets products for
the rapidly growing cardiovascular marketplace. Its products
include the Neovasc Reducer™ (the "Reducer"), for the treatment of
refractory angina, which is not currently commercially available in
the United States and has been
commercially available in Europe
since 2015, and the Tiara™ (the "Tiara"), for the transcatheter
treatment of mitral valve disease, which is currently under
clinical investigation in the United
States, Canada and
Europe. For more information,
visit: www.neovasc.com.
This news release contains forward-looking statements within
the meaning of the U.S. Private Securities Litigation Reform Act of
1995 and applicable Canadian securities laws regarding the
Company's plans and expectations concerning future exercises and
conversions of the Warrants and Notes and the resulting dilution,
completing a reverse stock split, and the growing
cardiovascular marketplace. Words and phrases such as "plan",
"future", "continue", "intend", "could", "would", "can" and "will",
and similar words or expressions, are intended to identify these
forward-looking statements. Forward-looking statements are based on
estimates and assumptions made by the Company in light of its
experience and its perception of historical trends, current
conditions and expected future developments, as well as other
factors that the Company believes are appropriate in the
circumstances. Many factors and assumptions could cause the
Company's actual results, performance or achievements to differ
materially from those expressed or implied by the forward-looking
statements, including, without limitation, the substantial doubt
about the Company's ability to continue as a going concern; risks
relating to the warrants (the "Warrants") and senior secured
convertible notes (the "Notes") issued pursuant to the November 2017 underwritten public offering and
concurrent private placement (together, the "2017 Financings"),
resulting in significant dilution to the Company's shareholders;
risks relating to the Company's need for significant additional
future capital and the Company's ability to raise additional
funding; risks relating to cashless exercise and adjustment
provisions in the Warrants and Notes issued pursuant to the 2017
Financings, which could make it more difficult and expensive for
the Company to raise additional capital in the future and result in
further dilution to investors; risks relating to the sale of a
significant number of Common Shares; risks relating to the exercise
of Warrants or conversion of Notes issued pursuant to the 2017
Financings, which may encourage short sales by third parties; risks
relating to the possibility that the Common Shares may be delisted
from the Nasdaq Capital Market or the Toronto Stock Exchange, which
could affect their market price and liquidity; risks relating to
the Company's common share price being volatile; risks relating to
the influence of significant shareholders of the Company over the
Company's business operations and share price; risks relating to
the Company's significant indebtedness, and its effect on the
Company's financial condition; risks relating to claims by third
parties alleging infringement of their intellectual property
rights; risks relating to lawsuits that the Company is subject to,
which could divert the Company's resources and result in the
payment of significant damages and other remedies; the Company's
ability to establish, maintain and defend intellectual property
rights in the Company's products; risks relating to results from
clinical trials of the Company's products, which may be unfavorable
or perceived as unfavorable; the Company's history of losses and
significant accumulated deficit; risks associated with product
liability claims, insurance and recalls; risks relating to use of
the Company's products in unapproved circumstances, which could
expose the Company to liabilities; risks relating to competition in
the medical device industry, including the risk that one or more of
the Company's competitors may develop more effective or more
affordable products; risks relating to the Company's ability to
achieve or maintain expected levels of market acceptance for the
Company's products, as well as the Company's ability to
successfully build its in-house sales capabilities or secure
third-party marketing or distribution partners; the Company's
ability to convince public payors and hospitals to include the
Company's products on their approved products lists; risks relating
to new legislation, new regulatory requirements and the efforts of
governmental and third-party payors to contain or reduce the costs
of healthcare; risks relating to increased regulation, enforcement
and inspections of participants in the medical device industry,
including frequent government investigations into marketing and
other business practices; risks associated with the extensive
regulation of the Company's products and trials by governmental
authorities, as well as the cost and time delays associated
therewith; risks associated with post-market regulation of the
Company's products; health and safety risks associated with the
Company's products and industry; risks associated with the
Company's manufacturing operations, including the regulation of the
Company's manufacturing processes by governmental authorities and
the availability of two critical components of the Reducer; risk of
animal disease associated with the use of the Company's products;
risks relating to the manufacturing capacity of third-party
manufacturers for the Company's products, including risks of supply
interruptions impacting the Company's ability to manufacture its
own products; risks relating to the Company's dependence on limited
products for substantially all of the Company's current revenues;
risks relating to the Company's exposure to adverse movements in
foreign currency exchange rates; risks relating to the possibility
that the Company could lose its foreign private issuer status under
U.S. federal securities laws; risks relating to breaches of
anti-bribery laws by the Company's employees or agents; risks
associated with future changes in financial accounting standards
and new accounting pronouncements; risks relating to the Company's
dependence upon key personnel to achieve its business objectives;
the Company's ability to maintain strong relationships with
physicians; risks relating to the sufficiency of the Company's
management systems and resources in periods of significant growth;
risks associated with consolidation in the health care industry,
including the downward pressure on product pricing and the growing
need to be selected by larger customers in order to make sales to
their members or participants; risks relating to the Company's
ability to successfully identify and complete corporate
transactions on favorable terms or achieve anticipated synergies
relating to any acquisitions or alliances; risks relating to the
Company's ability to successfully enter into fundamental
transactions as defined in the Series C warrants issued pursuant to
the 2017 Financings; anti-takeover provisions in the Company's
constating documents which could discourage a third party from
making a takeover bid beneficial to the Company's shareholders; and
risks relating to conflicts of interests among the Company's
officers and directors as a result of their involvement with other
issuers. These risk factors and others relating to the Company are
discussed in greater detail in the "Risk Factors" section of the
Company's Annual Report on Form 20-F and in Management's Discussion
and Analysis for the quarter ended June 30,
2018 (copies of which may be obtained at www.sedar.com or
www.sec.gov). The Company has no intention and undertakes no
obligation to update or revise any forward-looking statements
beyond required periodic filings with securities regulators,
whether as a result of new information, future events or otherwise,
except as required by law.
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SOURCE Neovasc Inc.