Hemostemix Announces Brokered Private PlacementOctober 8, 2015
NOT FOR DISSEMINATION TO U.S. WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Hemostemix Inc. (“Hemostemix” or the “Company“) (TSX VENTURE:HEM), a clinical-stage autologous cell-therapy company, is pleased to announce it has engaged Wolverton Securities Ltd. (the “Agent“) in connection with a brokered private placement offering (the “Offering“), on a commercially reasonable efforts basis, which will consist of the issuance of up to 5,714,286 units (“Units“) at a price of $0.70 per Unit for aggregate maximum gross proceeds of up to CDN $4,000,000. There is no minimum amount to be raised. Each Unit shall consist of one common share of the Company (“Common Share“) and one half of one non-transferable share purchase warrant (“Warrant“). Each whole Warrant will entitle the holder thereof to acquire one additional Common Share at an exercise price of $1.25 per Warrant, exercisable for a period of twenty-four months from the closing of the Offering.
The net proceeds from the Offering will be used to accelerate the Company’s current phase 2 clinical trial involving its lead product, ACP 01, and for general working capital purposes.
The Offering will be completed pursuant to certain exemptions from the prospectus requirement under applicable securities laws. The Offering is open to all existing shareholders of the Company, in reliance upon the prospectus exemption described in Multilateral CSA Notice 45-313 Prospectus Exemptions for Distributions to Existing Security Holders and set forth in the various corresponding blanket orders and rules in each of the provinces and territories of Canada (the “Existing Shareholder Exemption“), subject to the terms and conditions therein. The aggregate acquisition cost to a subscriber under the Existing Shareholder Exemption cannot exceed $15,000 unless that subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment. The Company has fixed October 5, 2015 as the record date for the purpose of determining existing shareholders of the Company who are entitled to participate in the Offering pursuant to the Existing Shareholder Exemption. Subscribers purchasing Units under the Existing Shareholder Exemption will need to represent in writing that they meet certain requirements of the Existing Shareholder Exemption, including that on or before the record date they became a shareholder of the Company and that they continue to be a shareholder of the Company.
In addition to conducting the Offering pursuant to the Existing Shareholder Exemption, the Offering will also be conducted pursuant to other available prospectus exemptions, including sales to accredited investors and to close personal friends and business associates of directors and officers of the Company.
In the event that the Offering is oversubscribed, the Company, in consultation with the Agent, may increase the size of the Offering or allocate subscriptions on a pro rata basis in accordance with holdings of existing shareholders as of the record date. In the event that the Offering is oversubscribed and subscribers who are not currently shareholders of the Company wish to subscribe, the Company, in consultation with the Agent, may increase the size of the Offering or accept subscriptions from the new subscribers and pro rate subscriptions from existing shareholders in accordance with their holdings as of the record date. Existing shareholders are welcome to subscribe for such amount of the Offering as they chose and are not limited to their proportionate share of the Offering; subscriptions will only be subject to pro-rationing in the event the Offering is oversubscribed. Existing Shareholders who wish to subscribe should contact the Agent.
All securities issued under the Offering will be subject to a four-month and one day hold period from the date of issuance in accordance with applicable securities laws. The terms of the Offering are subject to approval of the TSX Venture Exchange.
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Neither the TSX Venture Exchange, Inc. nor its Regulation Service Provider (as that term is defined under the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This release may contain forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “projects,” “potential,” and similar expressions, or that events or conditions “will,” “would,” “may,” “could,” or “should” occur. Although Hemostemix believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of Hemostemix management on the date such statements were made. Hemostemix expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.
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