NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia, May 2, 2019 – Aequus Pharmaceuticals Inc. (“Aequus” or the “Company”) (TSX-V: AQS) (OTCQB:AQSZF) is pleased to announce that it has closed its previously announced offering (the “Offering”) of convertible debenture units of the Company (the “Convertible Debenture Units”) at a price of $1,000 per Convertible Debenture Unit (the “Offering Price”) for aggregate gross proceeds to the Company of $2,348,000. The Offering was led by Mackie Research Capital Corporation as lead agent and sole bookrunner (the “Agent”).
Pursuant to the Offering, the Company issued an aggregate of 2,348 Convertible Debenture Units at the Offering Price. Each Convertible Debenture Unit consists of one 9.5% unsecured convertible debenture of the Company in the principal amount of $1,000 (each, a “Convertible Debenture”) and 2,380 common share purchase warrants (each, a “Warrant”). Each Convertible Debenture will be convertible at the option of the holder into common shares of the Company (each, a “Debenture Share”) at a conversion price of $0.21 per Debenture Share, with interest payable semi-annually in arrears on June 30 and December 31 of each year and maturing May 2, 2022. Each Warrant entitles the holder thereof the right to purchase one common share of the Company (a “Warrant Share”) at an exercise price of $0.22 per Warrant Share at any time up to May 2, 2022.
The Company intends to use the net proceeds of the Offering for regulatory applications, the launch of the recently announced Medicom products, investments in the medical cannabis space, initiation of the Trokendi clinical study, and working capital and general corporate purposes.
The Company has received final approval to list the Convertible Debentures, Debenture Shares, Warrants, Warrant Shares and Broker Shares on the TSX Venture Exchange (the “TSXV”). It is expected that the Convertible Debentures and Warrants will begin trading on the TSXV on or about May 6, 2019.
The Convertible Debenture Units were issued pursuant to the Agency Agreement dated April 25, 2019 between the Company and the Agent (the “Agency Agreement”). Pursuant to the Agency Agreement, the Agent was (a) paid a cash commission equal to 7.0% of the gross proceeds of the Offering, and (b) issued 1,173,842 broker warrants (the “Broker Warrants”). Each Broker Warrant is exercisable for one common share in the capital of the Company (a “Broker Share”) at an exercise price of $0.22 per Broker Share at any time up to May 2, 2022.
The Convertible Debenture Units were issued pursuant to a prospectus supplement dated April 25, 2019, to the Company’s short form base shelf prospectus dated August 15, 2017, filed with the securities regulatory authorities in British Columbia, Alberta, Saskatchewan, Manitoba and Ontario (the “Prospectus Supplement”). A copy of the Prospectus Supplement is available under the Company’s profile on SEDAR at www.sedar.com. The Convertible Debenture Units (Convertible Debentures, Debenture Shares, Warrants, Warrant Shares, Broker Warrants or Broker Shares) have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an exemption from the registration requirements.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Convertible Debenture Units in any jurisdiction in which such offer, solicitation or sale would be unlawful. For more information on the Offering and the Company’s intended use of the net proceeds of the Offering, please refer to the Prospectus Supplement.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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 pipeline to include several commercial products in ophthalmology and transplant, and a development stage pipeline in neurology and psychiatry with a goal of addressing the need for improved medication adherence through enhanced delivery systems. As a complement to its focus in neurology, our most recent addition to the development pipeline was a long-acting form of medical cannabis, where there is a high need for a consistent, predictable and pharmaceutical-grade delivery of products for patients. Aequus intends to commercialize its internal programs in Canada alongside its current portfolio of marketed established medicines and will look to form strategic partnerships that would maximize the reach of its product candidates worldwide. 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