Source: Zomedica Pharmaceuticals, Inc. 6/10/19
Zomedica Pharmaceuticals Corp.
(NYSE American: ZOM) (TSX-V: ZOM) (“Zomedica” or “Company”), a
veterinary diagnostic and pharmaceutical company, today announced that
it has completed its second tranche closing of Series 1 Preferred Shares
with the issuance of 7 Series 1 Preferred Shares to an accredited
investor under a private placement at a purchase price of $1,000,000 per
Series 1 Preferred Share for a total purchase price of $7,000,000. The
Company previously issued 5 Series 1 Preferred Shares to the same
subscriber at a purchase price of $5,000,000 (for further details, see
the Company's press release dated May 10, 2019).
Zomedica
intends to use the net proceeds from this offering for the continued
development of its diagnostic platforms and therapeutic candidates,
including the payment of milestone payments under the Company’s existing
license and collaboration agreements, and other general corporate and
working capital purposes.
The Company is authorized to issue up
to 20 Series 1 Preferred Shares. The Company may conduct one or more
additional closings of the offering for total aggregate proceeds of up
to $20 million. Each Series 1 Preferred Share has a stated value of
$1,000,000. The Series 1 Preferred Shares do not have voting rights
except to the extent required by applicable law and are not convertible
into the Company’s common shares. Holders of the Series 1 Preferred
Shares will not be entitled to dividends but, in lieu thereof, will
receive annual payments (the “Net Sales Payments”) equal to nine percent
of the net sales (as defined in the Series 1 Preferred Shares Terms and
Conditions), if any, of the Company and its affiliates until such time
as the holders have received total payments equal to nine times the
aggregate stated value of the Series 1 Preferred Shares. The Company has
the right to redeem the outstanding Series 1 Preferred Shares at any
time at a redemption price equal to nine times the aggregate stated
value of the Series 1 Preferred Shares outstanding less the aggregate
amount of the Net Sales Payments paid (the “Redemption Amount”). In the
event of a fundamental transaction (as defined in the Series 1 Preferred
Shares Terms and Conditions) the holders of the Series 1 Preferred
Shares will be entitled to receive consideration for their Series 1
Preferred Shares equal to a multiple of the stated value of the Series 1
Preferred Shares ranging from 5.0 to 9.0 depending on the timing of the
fundamental transaction, subject to a cap equal to the Redemption
Amount.
The description of the Series 1 Preferred Shares above
is a summary only, it is not intended to be complete, and is qualified
in its entirety by reference to the Articles of Amendment to the
Company’s Article of Incorporation containing the Terms and Conditions
of the Series 1 Preferred Shares, a copy of which has been filed under
the Company's corporate profile on SEDAR and has been filed as an
exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter
ended March 31, 2019, which has been filed with the Securities and
Exchange Commission. The Series 1 Preferred Shares being sold in the
offering have not been registered under the Securities Act of 1933, as
amended (the “Securities Act”), and are being sold pursuant to the
exemption from registration provided by Section 4(a)(2) of the
Securities Act and/or Rule 506(b) of Regulation D promulgated
thereunder. Such securities are therefore restricted in accordance with
Rule 144 under the Securities Act.
This Press Release does not
constitute an offer to sell or the solicitation of an offer to buy any
security. The securities described herein have not been registered under
the Securities Act or applicable state securities laws and may not be
offered or sold in the United States or any state thereof absent
registration under the Securities Act and applicable state securities
laws or an applicable exemption from registration requirements.
About Zomedica
Based
in Ann Arbor, Michigan, Zomedica (NYSE American: ZOM) (TSX-V: ZOM) is a
veterinary diagnostic and pharmaceutical company creating products for
companion animals (canine, feline and equine) by focusing on the unmet
needs of clinical veterinarians. Zomedica’s product portfolio will
include novel diagnostics and innovative therapeutics that emphasize
patient health and practice health. With a team that includes clinical
veterinary professionals, it is Zomedica’s mission to give veterinarians
the opportunity to lower costs, increase productivity, and grow revenue
while better serving the animals in their care. For more information,
visit www.ZOMEDICA.com.
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