/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, BC, Aug. 6, 2020 /CNW/ - Aequus Pharmaceuticals Inc.
(TSX-V: AQS) (OTCQB: AQSZF) ("Aequus" or the
"Company"), a specialty pharmaceutical company with a focus
on developing, advancing and promoting differentiated products, is
pleased to announce that today it has closed its previously
announced "best efforts" public offering of units ("Units")
of the Company (the "Offering"). Pursuant to the Offering,
Aequus issued 31,250,000 Units at a price of $0.08 per Unit for aggregate gross proceeds of
$2,500,000.
Each Unit is comprised of one common share in the capital of the
Company (a "Common Share") and one-half of one common
share purchase warrant of the Company (each whole common share
purchase warrant, a "Warrant"). Each Warrant entitles the
holder thereof to purchase one Common Share at an exercise price of
C$0.12 per Common Share for a period
of thirty-six (36) months following the closing date of the
Offering, being August 6, 2020 (the
"Closing Date"). The Warrants include an acceleration
provision, exercisable at the Company's option, if the Company's
daily volume weighted average share price is greater than
C$0.20 for ten consecutive trading
days.
The Units were issued pursuant to an agency agreement (the
"Agency Agreement") between the Company and Cormark
Securities Inc. (the "Agent"). In accordance with the Agency
Agreement, the Agent received: (i) a cash commission equal to 5% of
the aggregate gross proceeds of the Offering; and (ii) broker
warrants (the "Compensation Warrants") equal to 5% of the
aggregate number of Units issued and sold under the Offering. Each
Compensation Warrant entitles the Agent to purchase one Unit at a
price of $0.08 per Unit for a period
of 36 months following the Closing Date, with each Unit consisting
of one Common Share and one-half of one common share purchase
warrant (each whole common share purchase warrant, a "Broker
Warrant") of the Company. Each Broker Warrant will entitle the
holder thereof to acquire one Common Share at an exercise price of
$0.12 per Common Share until the
date which is 36 months following the Closing Date, subject to
adjustment and/or acceleration in certain events.
The Offering was completed in each of the provinces of
British Columbia, Alberta, Manitoba and Ontario pursuant to a prospectus supplement to
the Company's base shelf prospectus dated September 16, 2019 (the "Prospectus
Supplement") and in other jurisdictions on a private placement
basis.
Aequus intends to use the net proceeds of the Offering to
purchase inventory for the launch of the Evolve® line of
preservative free dry eye products, associated marketing and
commercialization costs, regulatory application costs for a
preservative-free prescription glaucoma product and general
corporate and working capital purposes.
Doug Janzen, Chairman and Chief
Executive Officer, Ann Fehr, Chief
Financial Officer, and Stuart
Fowler, a director of Aequus, have purchased 3,125,000
Units, 125,000 Units and 625,000 Units, respectively, under the
Offering. The issuance of Units to these individuals under the
Offering constitutes a related-party transaction under Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). These transactions
are exempt from the formal valuation and minority shareholder
approval requirements of MI 61-101 pursuant to sections 5.5(a) and
5.7(1)(a) of MI 61-101 as neither the fair market value of any
securities issued to, nor the consideration paid by, such
individuals would exceed 25.0% of the Company's market
capitalization. The Company did not file a material change report
21 days prior to the closing of the Offering, which the Company
deemed reasonable in the circumstances in order to complete the
Offering in a timely manner.
Copies of the Prospectus Supplement and Agency Agreement
relating to the Units are available under the Company's profile on
SEDAR at www.sedar.com.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein in
the United States or in any other
jurisdiction. The Units and securities underlying the Units have
not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities
Act"), or any state securities laws, and accordingly, may not
be offered or sold to, or for the account or benefit of, persons in
the United States or "U.S.
persons" as such term is defined in Regulation S promulgated under
the U.S. Securities Act and applicable state securities
requirements or pursuant to exemptions therefrom.
About Aequus Pharmaceuticals
Aequus Pharmaceuticals Inc. (TSX-V: AQS, OTCQB: AQSZF) is a
growing specialty pharmaceutical company focused on developing and
commercializing high quality, differentiated products. Aequus has
grown its sales and marketing efforts to include several commercial
products in ophthalmology and transplant. Aequus plans to build on
its Canadian commercial platform through the launch of additional
products that are either created internally or brought in through
an acquisition or license; remaining focused on highly specialized
therapeutic areas. For further information, please visit
www.aequuspharma.ca.
Forward-Looking Statements:
This release contains forward-looking statements or
forward-looking information under applicable Canadian securities
legislation that may not be based on historical fact.
Forward-looking statements are necessarily based on estimates and
assumptions made by us in light of our experience and perception of
historical trends, current conditions and expected future
developments, as well as the factors we believe are appropriate.
Forward-looking statements in this release include but are not
limited to statements relating to the intended use of the net
proceeds of the Offering by Aequus. Such statements reflect our
current views with respect to future events and are subject to
risks and uncertainties and are necessarily based upon a number of
estimates and assumptions that, while considered reasonable by
Aequus, are inherently subject to significant uncertainties and
contingencies. Many factors could cause our actual results,
performance or achievements to be materially different from any
future results, performance, or achievements that may be expressed
or implied by such forward-looking statements. In making the
forward-looking statements included in this release, the Company
has made various material assumptions, including, but not limited
to the market for Aequus' common shares and the fulfillment of the
conditions to the Offering. In evaluating forward-looking
statements, current and prospective shareholders should
specifically consider various factors set out under the heading
"Risk Factors" in the Company's Annual Information Form
dated April 28, 2020, a copy of which
is available on Aequus' profile on the SEDAR website at
www.sedar.com, and as otherwise disclosed from time to time on
Aequus' SEDAR profile. Should one or more of these risks or
uncertainties, or a risk that is not currently known to us
materialize, or should assumptions underlying those forward-looking
statements prove incorrect, actual results may vary materially from
those described herein. These forward-looking statements are made
as of the date of this release and we do not intend, and do not
assume any obligation, to update these forward-looking statements,
except as required by applicable securities laws. Investors are
cautioned that forward-looking statements are not guarantees of
future performance and are inherently uncertain. Accordingly,
investors are cautioned not to put undue reliance on
forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE Aequus Pharmaceuticals Inc.
