Medexus Announces Closing of $32.5 Million Public Offering, Including Exercise in Full of Over-Allotment Option
24 February 2021 - 12:51AM
Medexus Pharmaceuticals Inc. (“Medexus” or the “Company”)
(TSXV:MDP) (Frankfurt: P731) announced today that it has closed its
previously announced bought deal public offering of 4,581,689 units
(the “Units”) at a price of $7.10 per Unit for total gross proceeds
of approximately $32,529,992 (the “Offering”), including 597,611
Units sold pursuant to the exercise in full of the over-allotment
option granted to the Underwriters (as defined herein).
The Offering was led by Raymond James Ltd. and
Stifel GMP, as co-lead underwriters and joint bookrunners, on
behalf of a syndicate of underwriters consisting of Roth Canada,
ULC, Bloom Burton Securities Inc. and Mackie Research Capital
Corporation (collectively, the “Underwriters”).
Each Unit consists 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 entitles the holder thereof to purchase one Common Share at
a price equal to $10.00 until February 23, 2023. In the event that
the volume weighted average trading price of the Common Shares on
the TSX Venture Exchange 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 Warrants issued pursuant to the Offering have been
conditionally approved for listing and are expected to commence
trading on the TSX Venture Exchange under the symbol “MDP.WT”
shortly following the closing of the Offering, subject to the
satisfaction of all listing conditions.
As previously announced, the Company intends to
use the net proceeds to fund certain payments owed to medac GmbH
under the commercialization and supply agreement (the “Agreement”)
dated February 2, 2021 as such payments become due pursuant to the
terms of the Agreement and for working capital and general
corporate purposes.
The Units were offered and sold by way of a
final short form prospectus dated February 17, 2021 (the
“Prospectus”) filed in each of the provinces of Canada and offered
and sold elsewhere outside of Canada on a private placement basis.
Further details of the Offering are set out in the Prospectus,
available on the Company’s SEDAR profile at www.sedar.com.
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 leader in innovative rare disease
treatment solutions 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: +1-212-671-1020E-mail:
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 timing of and final approval for the
listing of 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.
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