Medexus Pharmaceuticals Inc. (“Medexus” or the “Company”)
(TSXV:MDP) (Frankfurt: P731) is pleased to announce that it has
entered into an agreement with Raymond James Ltd. and Stifel GMP as
co-lead underwriters and joint bookrunners, on behalf of a
syndicate of underwriters (collectively, the “Underwriters”),
pursuant to which the Underwriters have agreed to purchase, on a
“bought deal” basis, 2,817,000 units (the “Units”) of the Company
at a price of $7.10 per Unit (the “Issue Price”) for aggregate
gross proceeds to the Company of approximately $20 million (the
“Offering”).
Each Unit will consist of one common share (each
a “Common Share”) and one-half of one Common Share purchase warrant
(each whole Common Share purchase warrant, a “Warrant”). Each
Warrant will entitle the holder thereof to purchase one Common
Share at a price equal to $10.00 for a period of 24 months
following the Closing Date. In the event that the volume weighted
average trading price of the Common Shares for ten (10) consecutive
trading days exceeds $14.00, Company may, within 10 business days
of the occurrence of such event, deliver a notice (including a
press release) to the holders of Warrants accelerating the expiry
date of the Warrants to the date that is 30 days following the date
of such notice.
The Company has granted the Underwriters an
Over-Allotment Option, exercisable in whole or in part, at any
time, and from time to time, for a period of 30 days following the
Closing Date, to purchase at the Issue Price up to such number of
an additional Units, Common Shares and Warrants as is equal to 15%
of the number of Units sold pursuant to the Offering. The
Underwriters can elect to exercise the Over-Allotment Option for
Units only, Common Shares only or Warrants only, or any combination
thereof, to cover over-allotments, if any, and for market
stabilization purposes.
The Company intends to use the net proceeds to
fund certain payments owed to medac GmbH (“medac”) under the
commercialization and supply agreement dated February 2, 2021 (the
“Agreement”) as such payments become due pursuant to the terms of
the Agreement and for working capital and general corporate
purposes. A copy of the Agreement between Medexus Pharma, Inc., the
Company and medac will be filed on the Company’s SEDAR profile at
www.sedar.com.
The Units will be offered by way of a short form
prospectus to be filed in each of the provinces of Canada and by
way of a private placement elsewhere outside of Canada which are
agreed to by the Company and the Underwriters, where the Units can
be issued on a private placement basis, exempt from any prospectus,
registration or other similar requirements.
The Offering is expected to close on or about
February 23, 2021 and is subject to certain conditions including,
but not limited to, the receipt of all necessary approvals,
including the approval of the TSX Venture Exchange.
The securities have not been, and will not be,
registered under the United States Securities Act of 1933, as
amended (the “1933 Act”), or any U.S. state securities laws, and
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 under the 1933 Act) without registration
under the U.S. Securities Act and all applicable state securities
laws or compliance with the requirements of an applicable exemption
therefrom. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy securities to, for the
account or benefit of, persons in the United States or U.S.
persons, nor shall there be any sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Medexus
Medexus is a leading innovative and rare disease
company with a strong North American commercial platform. From a
foundation of proven best in class products we are building a
highly differentiated company with a portfolio of innovative and
high value orphan and rare disease products that will underpin our
growth for the next decade. The Company’s vision is to provide the
best healthcare products to healthcare professionals and patients,
through our core values of Quality, Innovation, Customer Service
and Teamwork. Medexus Pharmaceuticals is focused on the therapeutic
areas of auto-immune disease, hematology, and allergy. The
Company’s leading products are: Rasuvo™ and Metoject®, a unique
formulation of methotrexate (auto-pen and pre-filled syringe)
designed to treat rheumatoid arthritis and other auto-immune
diseases; IXINITY®, an intravenous recombinant factor IX
therapeutic for use in patients 12 years of age or older with
Hemophilia B – a hereditary bleeding disorder characterized by a
deficiency of clotting factor IX in the blood, which is necessary
to control bleeding; and Rupall®, an innovative prescription
allergy medication with a unique mode of action.For more
information, please contact:
Ken d’Entremont, Chief Executive OfficerMedexus
Pharmaceuticals Inc.Tel.: 905-676-0003E-mail:
ken.dentremont@medexus.com
Roland Boivin, Chief Financial OfficerMedexus
Pharmaceuticals Inc.Tel.: 514-344-8765E-mail:
roland.boivin@medexus.com
Investor Relations (U.S.):Crescendo
Communications, LLCTel: +1-212-671-1020Email:
mdp@crescendo-ir.com
Investor Relations (Canada):Tina ByersAdelaide
CapitalTel: 905-330-3275E-mail: tina@adcap.ca
Forward looking and other cautionary
statements
Certain statements made in this press release
contain forward-looking information within the meaning of
applicable securities laws (“forward-looking statements”). The
words “anticipates”, “believes”, “expects”, “will”, “plans” and
similar expressions are often intended to identify forward-looking
statements, although not all forward-looking statements contain
these identifying words. Specific forward-looking statements
contained in this news release include, but are not limited to,
statements with respect to the proposed closing date of the
Offering, the receipt of regulatory approvals, the listing of the
Company’s securities (including the Common Shares comprising the
Units and the Warrants) on the TSX Venture Exchange and the
anticipated use of proceeds of the Offering. These statements are
based on factors or assumptions that were applied in drawing a
conclusion or making a forecast or projection, including
assumptions based on historical trends, current conditions and
expected future developments. Since forward-looking statements
relate to future events and conditions, by their very nature they
require making assumptions and involve inherent risks and
uncertainties. The Company cautions that although it is believed
that the assumptions are reasonable in the circumstances, these
risks and uncertainties give rise to the possibility that actual
results may differ materially from the expectations set out in the
forward-looking statements. Material risk factors include those set
out in the Company’s materials filed with the Canadian securities
regulatory authorities from time to time, including the Company’s
most recent annual information form and management’s discussion and
analysis; future capital requirements and dilution; intellectual
property protection and infringement risks; competition (including
potential for generic competition); reliance on key management
personnel; the Company’s ability to implement its business plan;
the Company’s ability to leverage its United States and Canadian
infrastructure to promote additional growth, including with respect
to the infrastructure of Medexus Inc. and Medac Pharma, Inc. and
the potential benefits the Company expects to derive therefrom;
regulatory approval by the Canadian health authorities; product
reimbursement by third party payers; patent litigation or patent
expiry; litigation risk; stock price volatility; government
regulation; and potential third party claims. Given these risks,
undue reliance should not be placed on these forward-looking
statements, which apply only as of the date hereof. Other than as
specifically required by law, the Company undertakes no obligation
to update any forward-looking statements to reflect new
information, subsequent or otherwise.
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.
Medexus Pharmaceuticals (TSXV:MDP)
Historical Stock Chart
From May 2024 to Jun 2024
Medexus Pharmaceuticals (TSXV:MDP)
Historical Stock Chart
From Jun 2023 to Jun 2024