Hemostemix Announces Closing of the First Tranche of Brokered Private PlacementDecember 2, 2015
NOT FOR DISSEMINATION TO U.S. WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Hemostemix Inc. (“Hemostemix” or the “Company“) (TSXV: HEM), a clinical-stage autologous cell-therapy company, announces it has closed the initial tranche of its previously announced brokered private placement of units (“Units“) for gross proceeds of up to $4,000,000 (the “Offering“). The first tranche of the Offering consisted of the issuance of an aggregate of 1,261,000 Units at a price of $0.65 per Unit for gross proceeds of $819,650. Each Unit consists of one common share in the capital of the Company (“Common Share“) and one-half common share purchase warrant (“Warrant“), with each full Warrant entitling the holder to acquire one Common Share at a price of $1.25 per Common Share for a period of 24 months from the closing of the Offering. 462,000 of the Units issued concurrently with the closing of the Offering were issued to two directors of the Company on the same terms as the Offering.
In connection with the Offering, the Company paid Wolverton Securities Ltd. and its sub-agents aggregate cash commissions of approximately $50,557 and issued an aggregate of 77,780 compensation options. Each compensation option is exercisable for a period of 60 months from the closing date to acquire Units at a price of $0.65 per Unit. Wolverton was also paid a corporate finance fee of $35,000 cash and received 35,000 corporate finance Units.
Proceeds from the Offering are expected to be used to further develop the Company’s ongoing phase 2 clinical trial of its lead product, ACP 01 and for general corporate and working capital purposes.
In connection with the Offering, the Company has received conditional listing approval from the TSX Venture Exchange (“TSXV“) and completion of Offering is subject to a number of customary conditions including, but not limited to, the receipt of all necessary approvals, including the final approval of the TSXV. All securities issuable pursuant to the Offering subject to a four month hold period from the date of issuance in accordance with applicable Canadian securities laws.
The participation of two directors in the Offering constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“) and the policies of the TSXV. The Company is relying upon the exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(b) and 5.7(1)(a), respectively, of MI 61-101 on the basis that the Company is not listed on a specified stock exchange and, at the time the Offering was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction insofar as it involves interested parties (within the meaning of MI 61-101) in the Offering, exceeds 25% of the Company’s market capitalization calculated in accordance with MI 61-101.
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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.
Except for statements of historical fact, this news release contains certain forward-looking statements within the meaning of applicable securities law. Forward-looking statements are frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” occur and include statements regarding the use of proceeds of the Offering and the listing of the Common Shares on the TSXV. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including (i) adverse market conditions; (ii) risks associated with completion of the proposed listing on the TSXV and risks relating to the ability of the Company to close additional Offering tranches subject to market conditions; and (iii) the risk factors described in the Company’s Management Discussion and Analysis of Financial Condition and Results of Operations for the six months ended June 30, 2015. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.
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