Medexus Pharmaceuticals Inc. (“Medexus” or the “Company”)
(TSXV:MDP) (Frankfurt: P731) is pleased to announce that, due to
strong demand, it has agreed with Raymond James Ltd. and Stifel
GMP, as co-lead underwriters and joint bookrunners, on behalf of a
syndicate of underwriters (collectively, the “Underwriters”), to
increase the size of its previously announced $20 million “bought
deal” offering of units. Pursuant to the upsized deal terms, the
Underwriters have agreed to purchase, on a “bought deal” basis,
3,984,078 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 $28.3 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 (as defined below). In the event that
the volume weighted average trading price of the Common Shares for
ten (10) consecutive trading days exceeds $14.00, the 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 (the “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 (the “Closing Date”) 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
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 exercise of the Over-Allotment Option, 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