VANCOUVER, BC, July 28, 2020 /CNW/ - Aequus Pharmaceuticals Inc. (TSXV: 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 a "best efforts" public offering led by Cormark Securities Inc. ("Cormark"), acting as agent, of units of the Company (the "Units") at a price of C$0.08 per Unit, for aggregate gross proceeds to be determined in the context of the market (the "Offering"). Each Unit shall consist of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one common share at an exercise price of C$0.12 for a period of thirty-six (36) months following the closing date of the Offering. The Warrants will 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 Offering is expected to be conducted in each of the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario pursuant to a prospectus supplement to the Company's base shelf prospectus dated September 16, 2019.
In connection with the Offering, the Company intends to enter into an agency agreement with Cormark (the "Agency Agreement"). Until such time as the Agency Agreement is entered into, Cormark is under no obligation to sell any of the Units. The Company expects to close the Offering on or about August 6, 2020, or such other date as may be mutually agreed to by the Company and Cormark. Completion of the Offering is subject to a number of customary closing conditions, including the execution of definitive documentation and receipt of any required regulatory approvals, including receipt of the approval of the TSX Venture Exchange for the listing of the common shares issuable on closing and issuable upon the exercise of the Warrants.
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 preservative-free bimatoprost 0.03% and general corporate and working capital purposes.
Doug Janzen, Chairman and Chief Executive Officer, Ann Fehr, Chief Financial Officer, and a director of Aequus, are expected to purchase 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.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States or in any other jurisdiction. The securities 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 may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
ABOUT AEQUUS PHARMACEUTICALS INC.
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.